MOUNTVIEW ESTATES PLC — Annual Report 2025

Jul 30, 2025

Mountview Estates P.L.C. Annual Report and Accounts 2025

Mountview Estates P.L.C.
Mountview House, 151 High Street, Southgate, London N14 6EW
Tel:+44 (0) 20 8920 5777
Fax:+44 (0) 20 8882 9981
www.mountviewplc.co.uk

About Us

Mountview Estates was established in 1937 as a small family business based in North London by two brothers, Frank and Irving Sinclair. Mountview Estates P.L.C. is a Property Trading Company. The Company owns and acquires tenanted residential property in England and Wales and sells such property when it becomes vacant.

Our Performance

Metric	Value	Previous Year Value
Revenue	£72.1m	£79.5m
Gross Profit	£42.2m	£48.4m
Profit before Tax	£31.3m	£37.9m
Shareholders’ Equity	£402.7m	£399.6m
Earnings per Share	602.5p	728.9p
Net Assets per Share	£103.3	£102.5
Dividend per Share	525p	525p

Mountview Estates P.L.C. advises its shareholders that, following the issue of the final results, the relevant dates in respect of the proposed final dividend payment of 275 pence per share are as follows:

• Ex dividend date: 10 July 2025
• Record date: 11 July 2025
• Payment date: 18 August 2025

Contents

• STRATEGIC REPORT
  • 01 Our Performance (Page 67)
  • 02 Chairman’s Statement (Page 68)
  • 04 Chief Executive’s Statement (Page 113)
  • 05 Our purpose and how we Operate (Page 69)
  • 06 Where we Operate (Page 70)
  • 06 Review of Operations (Page 71)
  • 11 Review of Business and Principal Risks (Page 88)
  • 13 Viability Statement (Page 94)
  • 14 Section 172 Statement (Page 95)
  • 17 TCFD Disclosures (Page 96)
• GOVERNANCE
  • 26 Directors and Advisers
  • 27 Directors’ Report
  • 35 Statement of Directors’ Responsibilities under UK GAAP FRS 102
  • 36 Corporate Governance
  • 41 Report of the Nomination Committee
  • 45 Report of the Audit and Risk Committee
  • 51 Remuneration Report
• FINANCIAL STATEMENTS
  • 67 Consolidated Statement of Comprehensive Income
  • 68 Consolidated Statement of Financial Position
  • 69 Consolidated Statement of Changes in Equity
  • 70 Consolidated Cash Flow Statement
  • 71 Notes to the Consolidated Financial Statements
  • 88 Independent Auditors’ Report to the Members of Mountview Estates P.L.C.
  • 94 Company Balance Sheet under UK GAAP FRS 102
  • 95 Company Statement of Changes in Equity under UK GAAP FRS 102
  • 96 Notes to the Financial Statements on the Parent Company
  • 102 Independent Auditors’ Report to the Members of Mountview Estates P.L.C. on the Parent Company Financial Statements
• OTHER INFORMATION
  • 107 Table of Comparative Figures
  • 108 Notice of Meeting
  • 113 Shareholders’ Information

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STRATEGIC REPORT

Chairman’s Statement

Dear Shareholder,

INTRODUCTION
Mountview’s strategy and focus on the regulated tenancy sector means that uneven movement in our annual results is an inherent feature of our business. The nature of our property portfolio and prudent financial management means that rental income alone generates a core surplus, with property sales delivering the additional margin that supports dividends and reinvestment. This year was no exception. However, with fewer properties becoming available for sale, results were understandably down on on last year.

GOVERNANCE
The Financial Reporting Council’s revised UK Corporate Governance Code (the 2024 Code) was published last year, with a focus on internal controls and other changes, including some adjustments to remuneration guidance. As we have a scheduled review of our Remuneration Policy, prior to submitting the Remuneration policy to shareholders, at the forthcoming AGM, we opted to adopt certain provisions of the 2024 Code related to remuneration matters early. Further details are provided in the Remuneration Committee Report (see pages 51-66).

PEOPLE
A key factor in delivering these results is that we enjoy strong continuity within our team, with average tenure remaining in double digits. Staff changes arise mostly through retirements or changes in personal circumstances. At Board level, we have seen our first changes in several years, these are detailed below and in the Nomination Committee Report. We are confident that the current team has the skills and experience required to steer Mountview through the months and years ahead.

OPERATIONAL PERFORMANCE
In the auction room, our primary route for sales, our properties remain attractive to buyers seeking improvement potential, either for primary residence or investment, with the average price achieved in the year being £360,000, reflecting ongoing market resilience. We have maintained our ability to replenish our trading properties, primarily through portfolio acquisitions. Over the past three years, property sales have been closely matched by purchases, preserving the overall size of our holdings. We remain well-positioned to generate consistent base-level revenues and profitability from our rental income, complemented by the larger contribution arising from property sales —factors which underpin our dividend decisions. Given these considerations, the Board has resolved to maintain the final dividend at 275p per share.

Finally, the performance of Mountview continues to be driven by the skill, experience, and commitment of our people. On behalf of the Board, I extend sincere thanks to our entire team for their hard work and dedication throughout the year.

OUTLOOK
The UK economy faces persistent headwinds, with the property market particularly affected by demand pressures, supply constraints and affordability challenges. Additionally, new legislation will place further obligations on the sector. While Mountview is somewhat insulated by its regulated tenancy focus, we too must adapt—particularly in areas such as Minimum Energy Efficiency Standards (MEES). Despite these challenges, and the fall in this year’s profits, we are confident that our strong financial position and experienced team will allow us to respond effectively to the evolving landscape, sustain profitability, and continue delivering long-term value for shareholders.

A.W. Powell
Non-Executive Chairman
8 July 2025

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Chief Executive’s Statement

Dear Shareholder,

It is now 88 years since Frank and Irving Sinclair, my uncle and my father, founded Mountview Estates. It obtained a full Stock Exchange listing in 1960 but control of a majority of the shareholdings remains within the Sinclair family. The original objective of enhancing the family’s standard of living has served all shareholders well and the five pence shares now change hands at nearly one hundred pounds per share.# Mountview Estates P.L.C. Annual Report and Accounts 2025

Writing this statement has often been easy as the Company has blossomed from its humble beginnings but this time some of the figures are disappointing. Whilst the law of averages works very well for us it does not guarantee a minimum number of vacant possessions. Thus with less properties sold it is quantity rather than quality that has had the greater effect on turnover. Administrative expenses have been well contained but net finance costs have increased by over 33%. Thus we must report a drop in earnings per share of 17.3%. The quality and quantity of our purchases in recent years have put the Company in a good position going forwards and we continue to be offered further purchasing opportunities. We have always kept the Company’s gearing low but with the cost of money at its present level we must be ever more conscious of this expense and it does not help us that the average sale is taking longer to complete. We believe that this Company will continue to be a sound investment and we will never do anything that would compromise its financial stability, but it is hard to believe that the government’s policies can lead to a stable housing market. The Company continues to be in a strong position and can look forward to years of profitable trading looking after its employees and shareholders alike. Our employees have received pay rises which will help to protect them against inflation and despite lower profits we believe that the final dividend should be maintained at the same level as 2024. If this final dividend of 275 pence per share is approved at the Annual General Meeting to be held on 13 August 2025 it will be payable on 18 August 2025 to shareholders on the register at 11 July 2025.
D.M. Sinclair
Chief Executive Officer
8 July 2025

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Our purpose and how we Operate

Mountview’s core purpose is to acquire and maintain regulated tenancy residential property providing open term below market rent accommodation for our tenants for life or until we get vacant possession when we sell such properties. In meeting this purpose, the Group has a long established strategy, business model and set of operating procedures. All these have been developed and refined by marrying the values of the founders and the knowledge and experience of our executives and staff with the evolving environment that we operate in. The strategy and business model are reviewed annually and discussed with major shareholders, the majority of whom have confirmed their support for the Company to continue to operate unchanged.

Our key strengths that underpin our culture and support our continuing success are:

• Our team’s experience and knowledge of their sector and the communities we operate in
• A long-term view, underpinned by our founders' values
• A conservative approach to financing, and management of our cost base
• Investing responsibly to maintain our existing assets and acquire new assets – for example through seeking local contractors where possible to aid proximity between suppliers and tenants and retain the economic benefits within the local community.
• Operating responsibly in the communities we serve

This purpose and our values have served us well during uncertain times, for example during the Covid-19 pandemic whose after effects continue to linger for some stakeholders. Uncertainty remains a factor as internal and external price pressures and the continuing geo-political uncertainties that are weighing on business and consumer sentiment present serious challenges to the wider economy and as a result affect our different stakeholder groups who often have conflicting needs, some familiar though some prompting a re-think of how we currently work. In the face of these challenges our teams drew on:

• their long experience of both the Group and our markets aligned with
• creativity, as we seek ways to meet the challenges placed by external events beyond our control, followed by
• learning and continuous improvement of our standard operating practices to accommodate the changing environment and
• communications with affected stakeholder groups so that they understood what was being done and why.

We are grateful to all our teams for the way that they adapt while being mindful of the concerns of our stakeholders and our people and tenants in particular.

CORPORATE RESPONSIBILITY:

The Group recognises that it has a role that extends beyond the direct legal and financial obligations that follow from carrying out its day to day operations for example into wider Environmental, Societal and Governance (ESG) areas that are of concern to the UK as a whole and where collective action is needed to address current and emerging issues. We note below and elsewhere in this report examples of how we view these responsibilities and the steps we have taken to build them into our day to day activities.

GOVERNANCE:

The Board has responsibility for overseeing the adoption of ESG considerations into our decision making and our day to day operations. For example, when making investment decisions environmental considerations and community impact form a part of the due diligence process. Similar considerations apply to routine operational questions that are delegated to our teams – including, when needed, an escalation process to have proposed courses of action considered by the executives or the Board. ESG matters identified or escalated, are reported by exception to the Board and considered during our discussion of risks facing the business.

STAKEHOLDERS AND SOCIAL AND COMMUNITY ISSUES:

Our section 172 Statement is set out on page 14, it describes how and where we engage with our wider stakeholder group and our impact on local communities. Our approach to employee engagement, training and diversity matters is set out in the Directors’ Report on pages 31 and 32. Given the size of the Group and the nature of its business as a property trading company, the Group has developed informal approaches to social, human rights or community issues, that are based on our values and which are reflected in our staff manual and also our supplier code of conduct, but without being converted into formal umbrella policies. This is kept under review.

THE ENVIRONMENT:

Similarly, for the environment, as explained more fully in our notes on TCFD (pages 17 to 25) and also on page 31, we are mindful of our impact on the climate and our contribution to the national initiatives for tackling climate change. Accordingly we adopt practices aimed at reducing our environmental impact and thus contributing to addressing climate change. We use sustainable energy suppliers where possible and promote the use of eco products and recycling in our operations. However, as our total carbon footprint is minute in a UK context (see our Streamlined Energy and Carbon Reporting disclosures on pages 29 to 31) we have not converted these principles into a formal policy. We keep this under review, including during discussion of risk at Board meetings, and should we conclude that, from either internal or external sources, formal policies are warranted we would develop and adopt them.

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STRATEGIC REPORT

Where we Operate

The figures on the map are calculated as a percentage of the total value of Inventories of Trading properties.

• London (North) 30.8%
• London (South) 21.5%
• South East 19.5%
  • Bedfordshire
  • Berkshire
  • Cambridgeshire
  • Essex
  • Hertfordshire
  • Middlesex
  • Norfolk
  • Northamptonshire
  • Oxfordshire
  • Suffolk
• South 18.5%
  • Dorset
  • Hampshire
  • Isle of Wight
  • Kent
  • Surrey
  • Sussex
• Midlands 8.2%
  • Derbyshire
  • Leicestershire
  • Nottinghamshire
• Remainder of England and Wales 1.5%

Review of Operations

The Group’s strategy and business model is simple. We are a property trading company that buys tenanted properties at a discount to estimated vacant possession value and then sells them when they become vacant.

	2025	2024
Revenue	£72.1m	£79.5m
Gross Profit	£42.2m	£48.4m

OUR PORTFOLIO

Analysis of the Group Trading portfolio by type as at 31 March 2025 and 2024

Categories of property held as trading stock		2025		2024
	No.	Cost	No.	Cost
	units	£m	units	£m
Regulated, Assured Shorthold tenancies, & Other	1,792	367.4	1,836	354.3
Assured tenancies	314	62.9	301	56.6
Life tenancies	179	31.9	183	30.8
Freehold & leasehold ground rents	1,102	4.6	1,132	4.7

A unit is a property, however large or small, whether freehold or leasehold, which is held subject to one tenancy.# Annual Report and Accounts 2025

Analysis of the Group Trading portfolio at the lower of cost and estimated net realisable value by geographical location as at 31 March 2025

	Regulated, Assured Shorthold tenancies, Assured tenancies Life & other tenancies	Portfolio rents 2025	Portfolio rents 2024	£m	£m	%	%
London (North)	139.9	0.5	3.5	30.8	31.1
London (South)	84.7	14.9	0.8	21.5	21.3
Bedfordshire, Berkshire, Buckinghamshire, Cambridgeshire, Essex, Hertfordshire, Middlesex, Norfolk, Northamptonshire, Oxfordshire, Suffolk	86.6	4.1	0.2	19.5	19.4
Dorset, Hampshire, Isle of Wight, Kent, Surrey, Sussex	80.9	5.5	0.1	18.5	18.1
Midlands, Derbyshire, Leicestershire, Nottinghamshire	6.5	0.3	–	1.5	1.6
Remainder of England and Wales	31.7	6.6	–	8.2	8.5

VACANT PROPERTIES

The number of properties which were vacant and their status at the end of the financial year are set out below.

	31.03.25	31.03.24
Exchanged and due for completion	17	27
Under offer	23	22
Marketed by private treaty	21	22
Scheduled for Auction	8	6
Not self contained/requiring remedial works	10	9
Legal and insurance issues	6	4
Total	85	90

SALES

At Mountview, we have a relatively straightforward yet proven way of working: we buy tenanted residential properties and sell them when they become vacant. We buy both regulated tenancy and life tenancy properties. Regulated tenancies which are characterised by rental returns below market value, are decreasing in total number as, since the Housing Act 1988 no new regulated tenancies have been created. Nonetheless, as described below under Purchases, opportunities to acquire regulated tenancies continue to be available to allow us to refresh the portfolio by replacing sold stock with further tenancies. Life tenancy stock has nominal rental income, is bought at a greater discount to vacant possession value and has a higher margin on sale. A key attraction of this sector to Mountview is the fact that property maintenance is usually the responsibility of the life tenant and this leads to lower ongoing costs to the Group. We carry out regular checks to ensure that all properties are maintained in good condition.

During the financial year we achieved sales of £49.8 million (2024: £59.1 million), demonstrating the liquidity of the Portfolio. Included in the sales figure is an amount of £1 million for a group of 49 garages and ground rents that were sold as a single lot during the year. The average sales price achieved, excluding sales of ground rent, was £360k (2024: £372k).

The Group’s sales for financial years 2025 and 2024 are set out below

	2025	2024
	£m	£m
Gross sales of properties	49.8	59.1
Cost of properties sold	23.6	24.7

07/07/2025 13:31:40

STRATEGIC REPORT

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Mountview Estates P.L.C. Annual Report and Accounts 2025

Review of Operations (Continued)

Sales price range – 2025

Sales price £m	No of units	Location
1 million +	4	5.0 London & South East
500,000 – 1 million	22	14.7 London & South East
below 500,000	118	30.1 London & others

Sales price range – 2024

Sales price £m	No of units	Location
1 million +	2	5.1 London & South East
500,000 – 1 million	28	17.1 London & South East
below 500,000	144	36.9 London & others

Further information is provided in Note 4 to the Consolidated Financial Statements on page 77.

PURCHASES

The majority of our residential properties that are subject to a regulated tenancy are concentrated in London and the South East. Returns from the regulated portfolios are derived from a combination of below market rental income and trading profits on the sale of property, when the property becomes vacant and the reversionary gain is crystallised. Most properties acquired are unimproved and therefore of low average value. One of the core Mountview capabilities is to actively maintain and manage these properties, including to meet changed legal requirements we also identify opportunities to add value by carrying out refurbishments prior to their sale. The greatest gains on vacant possession are available at the upper end of the market and this is where we concentrate our refurbishment activities. These properties are predominantly sold by private treaty. The Group’s trading properties are carried in the balance sheet at the lower of cost and net realisable value. Net realisable value is the estimated net proceeds of sale if the property, in its current condition, were to be vacant at the date of the balance sheet.

ANALYSIS OF ACQUISITIONS

The Group’s acquisitions for financial years 2025 and 2024 are set out below. The analysis does not include SDLT, legal and commission expenses directly related to the acquisition of properties or any repairs of a capital nature.

Year ended 31 March 2025

	No. of units	Cost £m
Regulated and other	95	33.46
Assured tenancies	13	4.90
Life tenancies	13	2.09
Freehold & Leasehold ground rents	1	–
Ground rents created	5	–
Total	127	40.45

Not included in the above table:
Assured tenancies created 13

THE TABLE ABOVE INCLUDES THE FOLLOWING:

Portfolios	Cost £m	No. of units	Regulated tenancies	Assured tenancies	Life tenancies	Ground rents
Barrington Portfolio	27.48	72	63	8	–	–
Project Flag	8.68	29	24	5	–	–
Pine Close	2.25	14	1	13	–	–

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STRATEGIC REPORT

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Mountview Estates P.L.C. Annual Report and Accounts 2025

Year ended 31 March 2024

	No. of units	Cost £m
Regulated and other	105	34.94
Assured tenancies	28	9.67
Life tenancies	–	–
Leasehold ground rents	2	0.07
Ground rents created	12	–
Total	147	44.68

Not included in the above table:
Assured tenancies created 8

THE TABLE ABOVE INCLUDES THE FOLLOWING:

Portfolios	Cost £m	No. of units	Regulated tenancies	Assured tenancies
Flag Portfolio	13.45	41	33	8
February Portfolio	12.45	37	27	10
September Portfolio	4.50	11	11	–
Invicta Portfolio	4.00	12	11	–
Southern 2023 Portfolio	4.00	17	14	3

RENTAL INCOME

The Company’s rental income is derived from five different sources:

• Regulated tenancies
• Assured tenancies
• Assured shorthold tenancies
• Life tenancies
• Ground rents

Where possible we still target those properties where the rent is capped and where our team has identified opportunities to make key improvements. For example, after discussing proposals with the tenant, installing services and amenities that have been lacking in the past can both improve conditions for our tenants and lead to an increase in rental income.

The operating contribution from the core business (comprising profits on sale of trading properties and rental income) is analysed in Note 4 on page 77.

SUMMARY PROSPECTS FOR THE GROUP

This time last year the outlook was characterised as finely balanced where, despite economic indicators being seemingly more positive, any one of a number of factors could tip the balance downwards. In the event while the UK avoided a recession, economic growth remained sluggish amid global trade challenges, domestic fiscal constraints, and declining public confidence, notably after the 2024 budget. Looking forward, while the UK economy is projected to grow modestly in 2025, it faces significant headwinds from international trade tensions and domestic challenges. Policymakers are focusing on trade negotiations and potential monetary easing to navigate these uncertainties facing the wider economy. In relation to property there have been mixed drivers affecting supply and demand and thus market moves though the trends have continued to be gently upwards. In the face of increasing regulatory and legislative pressures, the exodus of private landlords from the private rented sector (PRS) has continued thus squeezing supply of rental properties. On the other hand, many of these properties have been put up for sale and renters faced with higher rents and encouraged by lowering interest rates have been entering the property market. The overall effect has been to support sales prices though supply issues continue in the rental sector. The longer term Government plans to build 1.5million houses in the next five years would go a long way to addressing housing pressures. However similar targets have been set and missed in the past and there are notably supply constraints for both raw materials and skilled builders to build the houses that unless addressed will hamper the achievability of these targets. The jury remains out on this outlook as this is a market with many moving parts that could stall progress.

As noted last year, we are fortunate that the properties that Mountview brings to auction are typically in high demand as they offer a lower priced entry to the housing market or, if sold to developers, provide opportunity for ‘developer profit’. We are hopeful therefore that Mountview will continue to be well placed to weather any turbulence in the general housing market, should it occur, through both continuing sales of attractive properties and also with the opportunity to purchase potentially discounted replacement properties both through auction and private tender.

07/07/2025 13:31:40

STRATEGIC REPORT

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Mountview Estates P.L.C. Annual Report and Accounts 2025

Review of Operations (Continued)

As described earlier, 2024-25 has been another good year for purchasing and where the professional knowledge and skills of our compact team ensured that, as well as overseeing a healthy sales stream, we were able to purchase properties for a total of £40.5 million. Our strength is based on a tight focus on our core business of regulated tenancies together with a prudent operational approach.# Mountview Estates P.L.C. Annual Report and Accounts 2025

REVIEW OF BUSINESS AND PRINCIPAL RISKS

Details of the Group’s performance during the year and expected future developments are contained in the Chief Executive’s and Chairman’s Statements as well as this Strategic Report. The Group has the following Financial Key Performance Indicators:

FINANCIAL KEY PERFORMANCE INDICATORS

INTEREST COVER IN RELATION TO PROFIT EARNINGS PER SHARE	REVENUE (£m)	PROFIT BEFORE TAX (£m)	BEFORE INTEREST (Pence)
 9.3%	79.5	37.9	11.2
 17.4%	72.1	31.3	7.3
 17.3%	602.5
2025	2024	2025	2024
DIVIDEND PER SHARE	NET ASSETS PER SHARE (£)	for year (Pence)*	GEARING RATIO (%)
 0.8%	103.3	525	16.5
	102.5	525	14.1
2025	2024	2025	2024

* Subject to the approval by shareholders of final dividend of 275 pence at the 2025 Annual General Meeting

NON FINANCIAL METRICS:

The Group’s drivers of their main source of revenues and profit arising in the current year – sales on vacant possession – are beyond the control of the Group as they are in turn driven by factors that are outside the Group’s control: the timing of vacant possession, the location and thus market price of properties disposed of, the original purchase date and price of the properties sold and the current market appetite for the properties that are sold. Consequently, in view of this and the stable and long standing nature of the Group’s business model and operating procedures, and the very close involvement of the Executive Directors in the day to day operations of the business, the Group has not developed and does not use non-financial indicators as the Directors believe that they would not add to the Group’s ability to manage the business day to day. The Board do receive regular updates from the Executive Directors and also from the heads of department who report on salient matters arising in their areas of responsibility and on their programme of upcoming routine and project work. These reports do not contain standard recurring statistics focusing instead on immediate matters for consideration that vary meeting to meeting.

STRATEGIC REPORT

Review of Operations (Continued)

RISK MANAGEMENT APPROACH

Making effective decisions to realise our strategic and operational aims is underpinned by our risk management processes that embrace monitoring of currently identified risks, scanning for emerging risks and then once identified assessing those risks and our response to them within our context and the challenges placed on us by the external environment. The Audit and Risk Committee maintains our risk matrix which classifies risks broadly between those for active and regular monitoring and those for reporting on exception and reports on them to the Board (Risk Matrix). The Risk Matrix contains risks related to past risks that have materialised and have been addressed but which are currently considered to be remote for example pandemic response informed by our experience during the Covid-19 pandemic. The Risk Matrix also includes risks where the impact could be high, but probability is deemed low and it is these risks in particular that we consider when assessing longer term resilience and viability. Using our Risk Matrix we have carried out a robust assessment of the principal risks facing the Company, including those that would threaten its business model, future performance or solvency. The following list of risks does not comprise all of the risks the Company or Group may face, and they are not presented in order of importance.

1. TRADING STOCK – REGULATED TENANCIES RISK

Reduced opportunity to replace asset sales of vacant properties due to the reducing number of regulated tenancies available for purchase.

MITIGATION

The Group has developed clear criteria that are applied when considering asset purchases. Using these, the Group again performed excellently in a difficult market replacing properties sold in the year ended 31 March 2025, through substantial purchasing during the year. The ‘Analysis of Acquisitions’ is on pages 8 and 9.

2. MARKET RISK

Weak macro-economic conditions triggered by external events such as geo-political matters (e.g. Brexit, Covid-19 and military and trade wars) or UK-based regulatory or legislative changes impacting on market structure and confidence.

MITIGATION

The Group’s exposure is weighted towards the stronger London and South East markets and this geographical area has over the long term consistently been an above-average performer.

3. FINANCIAL RISK

Reduced availability of financing options resulting in inability to meet business plans.

MITIGATION

The Group monitors its bank accounts and loans closely to maintain sufficient capacity. We review our loan facilities regularly. The Group is conservatively geared and operates by well within financial covenants. Financial Key Performance indicators are on page 11. Details of the Group’s current facilities are set out in Note 18 on pages 83 and 84.

4. DIVIDENDS RISK

The Group seeks to provide shareholders with good returns on their investment. This aim could be put at risk if the Group was unable to sustain the level of dividends for any reason.

MITIGATION

We carefully monitor our strategy and our results in order to identify any risk to dividend levels. The Group maintains a strong balance sheet. With appropriate banking facilities, we are able to maintain our trading stock by taking advantage of purchasing opportunities when they occur.

5. PEOPLE RISK

Capacity to maintain strategy is compromised due to inability to attract and retain suitably experienced employees.

MITIGATION

Mountview employs a relatively small workforce which enables personal interaction at all levels. The Company has a stringent recruitment process to ensure we employ appropriately skilled staff. We carry out regular appraisals and offer employees opportunities for training and development courses. The Company has a good record of long-term service, a great number of our employees have worked for the group for over 12 years. Details of employees and diversity are set out in Notes 9 and 10 of the Directors’ Report on pages 31 and 32.

6. REGULATORY RISK

Risk of not meeting new or changed regulatory requirements and obligations that affect the Group’s business activities and could lead to fines or penalties.

MITIGATION

The Group engages in close working relationships with appropriate authorities and advisers to ensure it meets its obligations.

7. OPERATIONS AND PROPERTY RISK

The analysis of the investment portfolio as at 31 March 2025 is as follows:

	2025	2024
Louise Goodwin Limited	22 units	23 units
A.L.G. Properties Limited	0 units	4 units

All of the properties are situated in Belsize Park, London NW3, one of the capital’s most prestigious locations. Louise Goodwin Limited and A.L.G. Properties Limited were purchased in 1999 when we took the opportunity to build a presence in one of the best locations in London. Although rental returns have proven to be less significant than we anticipated, the investment portfolio has nevertheless generated consistently strong cash flow. During the financial year we disposed of 5 units for £4,760,000 (2024 £Nil). The difference between the sales price of £4,760,000 and the market value of £3,875,000 resulted in a gain of £885,000. This is shown as a separate line item in the Consolidated Statement of Comprehensive Income for the year ended 31 March 2025. We will continue to maintain our strategy for the investment portfolio, deriving rental income in the short to medium term and capital through sales during favourable market conditions. We are prepared to refurbish the properties and sell them by private treaty to purchasers who actively seek homes in this area. After allowing for the effect of sale of investment properties the valuation of the investment portfolio decreased during the year by £23,000 (2024: increased £153,000). The properties within the investment portfolio have been revalued externally by Allsop LLP, for the purpose of these accounts. The value attributed to each individual property reflects the change in its condition where appropriate and any adjustment resulting from changes in market circumstances. We have disposed of all units in A.L.G. Properties Limited on leases but retain the freehold which is included in the valuation of the investment portfolio disclosed in Note 13 to the Consolidated Financial Statement on page 81.

THE OVERALL RISK ENVIRONMENT

Given Mountview’s business model and financial strength, while any risks materialising could well have a negative impact on short term performance, and lead to inconvenience, none are significant enough to threaten the continued existence of the Group.# 8. CLIMATE RISK

VIABILITY STATEMENT

In accordance with the 2018 UK Corporate Governance Code (the 2018 Code) the Board has assessed the prospects of the Group over a longer period than the 12 months required by the ‘Going Concern’ provision. The Directors have assessed the viability of the Group over the three year period to 31 March 2028 and conducted this review taking account of the Group’s current financial position, longer term strategy, principal risks and future prospects and plans.

A three year period is considered appropriate for the assessment as it corresponds with the Group’s internal planning period and, in addition the term of the debt facilities supports an assessment over this period.

The strategy of the business is set at Group level and is reviewed throughout the year at Board meetings in the light of market conditions and investment opportunities. This strategy is based on a tight focus on our core business of regulated tenancies, together with a prudent approach to financial ratios and funding requirements. The Board has developed a matrix of risks which it considers at each meeting. The principal operational risks faced by the Group and their mitigation are described on pages 12 and 13. The Group’s Financial Risk Management Objectives and Policies are shown in Note 3 on pages 76 and 77 Notes to the Consolidated Financial Statements. The consolidated risk register is maintained by the Audit and Risk Committee as described in the Report of the Audit and Risk Committee on page 47.

In assessing viability, the Directors considered the principal risks (see pages 12 and 13) in severe but plausible scenarios up to and including double digit impacts on revenue streams, costs and interest, their potential impact and how to manage them. In the current year, and as further discussed in our TCFD disclosures (pages 17 and 18), this analysis also included scenarios reflecting different impacts related to climate change including a heightened regulatory regime and a greater incidence of flooding or other extreme climate events.

On the basis of this and other matters considered and reviewed by the Board during the year, the Board confirms that it has reasonable expectations that the Group will be able to continue in operation and meet its liabilities as they fall due over the three year period used for the assessments.

The Directors consider the following factors to be key to this assessment:

• The Group’s properties are attractive to a broad constituency of buyers and can be marketed through different channels if needed
• The Group’s rental income is sufficient to cover expenses in the event of market illiquidity
• The Group has strong reserves and low indebtedness, which would enable it to take profitable advantage of adverse market conditions
• The Group maintains contingency and succession planning covering the unexpected absence of key members of staff.

Given Mountview’s strong financial position each of the Directors considers that the Group is well positioned to take advantage of both favourable and adverse market conditions. The Group also has adequate banking facilities in place over a spread of maturities which could be renegotiated, augmented or replaced if necessary within the required timescales.

We are confident that we can meet our strategic and operational goals and in particular are in a strong position to take advantage of purchasing opportunities as they arise. Where the likelihood of a risk materialising becomes high and imminent, we factor accommodating the risk, into our operational plans to be activated once the impact is clear. This is the case with the Climate Transition risk related to tightening EPC requirements where our teams are monitoring progress of the legislation. Other risks are considered to be broadly unchanged from 2024 with moderate assessments for both probability of occurrence and impact.

These principal risks were part of the Group’s assessment of long term viability, details of which are set out in the viability statement below.

RISK

Legal action against the Group for failure to meet its purchasing obligations under property management and safety legislation.

MITIGATION

In addition to its own regular inspections, the Group engages professional external companies to undertake health and safety, gas and electrical checks, fire risk assessments, etc to ensure we meet our commitments as employers and landlords. Our staff receive regular training to ensure their skills are kept up to date. Our Compliance Officer monitors our performance against existing regulations and tracks and prepares for new requirements as they are published.

The regular inspections noted above provide the Group with opportunities to identify properties that may be at risk which would be considered for more frequent inspections. Due diligence for purchases aims to identify properties with higher than normal inherent risks for flooding or other water risks. We explain more fully on pages 17 to 25 in our notes on TCFD how we approach and handle climate related risks.

EMERGING RISK

As well as monitoring the incidence of currently identified key risks we also look for emerging trends in operations that could become active risks. In addition, we carry out horizon scanning through our network of stakeholders, notably our advisers, and also by reviewing published emerging risk reports.

Where emergent risks arise and are concluded to be relevant to Mountview’s business then when considering risks, including climate risks, to include in our framework we use the TRAP (Terminate; Reduce; Accept; Pass on) model to guide our approach.

SECTION 172 STATEMENT RELATIONS WITH SHAREHOLDERS AND OTHER STAKEHOLDERS

The Board recognises that effective engagement with our stakeholders is a key part of our operations and meeting this strategy. The 2018 Code and its successor the 2024 Corporate Governance Code increased the profile given to stakeholder engagement. Recognising this and in support of the matters set out in Section 172(1) of the Companies Act 2006 we have established a process of periodic review of our stakeholder groups and for each key stakeholder codified how we engage with them. This work has created a clear framework for the Board to work with when taking material decisions as it provides a checklist to ensure we identify and consider those who could be affected.

The Board has for many years taken account of the various stakeholder groups when considering major decisions. The framework provides us with a tool to help ensure that in major decisions we do consider the relevant stakeholder groups, and has been used during the year, for example:

• Acquisition of properties when offered portfolios and considering which properties we make an offer on;
• Maintenance in deciding on the scope of works and contractors to engage;
• Other financial decisions for example those related to remuneration of all staff, dividends and banking facilities needed; and
• Reviewing and updating the Group's Risk matrix, including the impact of risks on staff, tenants and other stakeholder groups.

The majority of decisions which involve stakeholders are operational in nature and are delegated down to the teams within the dealing with the individual stakeholder groups to ensure timely responses to questions or issues raised. Responses to issues arising, particularly new issues and those affecting multiple stakeholder groups, present the opportunity for creativity in reaching effective solutions and for our teams to learn and, where appropriate, update our standard operating procedures. Communication is the watchword in handling matters arising and assists in ensuring that stakeholder needs are properly understood and taken into account when making operational or strategic decisions.

As noted in our commentary on "Our purpose and how we operate" on page 5 there were occasions where the needs of different groups conflicted and a decision was needed that would not fully satisfy all parties. In taking these decisions the overall wellbeing of the groups affected is a primary consideration in reaching our eventual course of action.

As described elsewhere the Board gets regular updates from the heads of department both through the Executive Directors and in writing. In rare cases, for example if the needs of different stakeholder groups, including environmental considerations, are not aligned and time critical factor, these decisions may be referred to the Executive Directors or the Board for consideration or endorsement of proposed action.

3. CONTRACTORS AND SUPPLIERS

• All contractors are subject to thorough review by our property management team when first appointed and periodically thereafter. All contractors must sign up to our Contractor Code of Conduct. Similarly, all consultants or advisers are subject to review by the Board before appointment. Major appointments – such as the external auditors are subject to a formal tender process and annual appointment. The appointment of Moore Kingston Smith LLP as our auditors in 2024 followed this process.# STRATEGIC REPORT

STAKEHOLDER ENGAGEMENT

Regular contact between the part of the business that engages the contractor/supplier means that we are able to provide and receive feedback to improve the level of service going forward. The list below shows the key stakeholders identified and outlines the nature of our engagement with each of them; there were no changes in our key stakeholders during the year.

STAKEHOLDER GROUPS AND NATURE OF OUR ENGAGEMENT:

1. SHAREHOLDERS

2. In addition to reporting formal financial results twice a year, the AGM presentation and discussion and regulatory announcements throughout the year, the Chairman and other members of the Board hold ad hoc meetings or calls on request with shareholders. This includes annual discussions with the major shareholders to gather their views on the Company strategy and business model. Shareholders of all sizes contact us throughout the year by letter, phone or e-mail. We respond to questions on an individual basis or by regulatory announcements depending on the nature of questions asked. A summary of the matters covered in all contact with shareholders, whether by face to face or electronic means, is given to the Board at the next available meeting after the discussion or contact.

3. EMPLOYEES

4. Section 9 in the Directors’ report explains the arrangements in place to enable the Company’s staff to engage with the Board. Given the size of the Company’s workforce, rather than adopting one of the methods of engagement in provision 5 of the 2018 Code, the Board reviewed and determined that the current arrangements are sufficient.

5. FUNDERS – BANKS

   • The CFO holds regular meetings with our principal banks. At the time that facilities are renewed the CEO and CFO negotiate the new agreement.

6. CUSTOMERS – TENANTS AND BUYERS

   • REGULATED TENANCIES
7. These tenants form the bulk of our ‘customers’. We engage with them periodically in relation to services in the properties, when necessary to ensure our compliance with all obligations, to highlight opportunities - for example the ECO4 grants scheme or on an ad hoc basis. Should tenants report any issues with the property, while normal operating practices have been resumed for most tenants, there remain some who are vulnerable due to Covid-19 or other medical matters and we modify our work with them accordingly.
   • OTHER TENANCIES
8. Day-to-day engagement with these tenants tends to be through the property management team in relation to maintenance or the renewals team when tenancies are up for renewal. The same considerations apply to this group as they do with the regulated tenants.
   • BUYERS AT VACANT POSSESSION

9. These buyers tend to be one-off purchasers so that we do not have on-going relationships with buyers. We maintain a close working relationship with the auction houses and estate agents through whom we sell properties.

10. CORPORATE REGULATORY BODIES

11. This group includes the Financial Reporting Council (FRC), the Financial Conduct Authority (FCA) and others who are responsible for developments relevant to our listing and reporting to our shareholders and others. Their role includes changes in law, regulations, listing rules (UKLRs) and obligations, accounting and auditing standards, governance standards and any other relevant matters. We regularly review issuers’ websites to remain informed on changes to regulation; similarly our various external advisers also alert us to developments that they believe should be brought to our attention. These reviews will be followed by ad hoc contact as and when needed for clarification. Similarly, we also assist, when requested, in the periodic quality reviews carried out by the FRC and others.

12. OPERATIONAL REGULATORY BODIES

13. These bodies include the Gas Safe Register, the Health and Safety Executive, The Environment Agency and others. For all, in addition to responding to periodic updates, we monitor their websites to remain current on changes to regulation for their application to Mountview, followed by ad hoc contact as and when needed for clarification. We have appointed an external consultant to provide Mountview with its own Health and Safety policy which our contractors agree to abide by. This is monitored by the external consultant.

14. LOCAL GOVERNMENT

15. We liaise with various local Government bodies and review their websites on a need to know basis. Departments in local Government that we may contact on a property specific basis include Social Services & Environmental Health. We are currently using the Ministry of Housing, Communities & Local Government website in order to ensure compliance with Energy Performance Certificates. We also have regular contact with rent officers on matters concerning rent, property condition and maintenance and other matters that may arise on an ad hoc basis and periodic contact with local planning officers as and when works on properties, including trees with TPOs, need permission before work can start.

16. PROFESSIONAL ADVISERS

    • CORPORATE ADVISERS INCLUDING AUDITORS
17. As described more fully in the Audit and Risk Committee report, our auditors Moore Kingston Smith LLP are in their second year in role as our auditors. Our operating engagement with the auditors is set out in the Report of the Audit and Risk Committee on pages 46 and 48. Elsewhere, we have long standing relationships with other advisers noted on page 26. We work with them on a combination of retainer or ad hoc basis as they assist when matters relevant to their area of expertise arise – including input to the Annual Report and Accounts, including TCFD matters, and related market communications.
18. In addition we work with a range of external specialists as needed. For example in the current year this has included working with Allsop LLP on the valuation of investment properties (see Note 13 on page 81), EcoAct in relation to our Carbon reporting (see Note 7 on pages 29 to 31), Tax Systems and in relation to our ESEF filing and publication, FIT Remuneration Consultants LLP on remuneration matters, Stephenson Executive Search Ltd for non-executive recruitment and on employment, Forsters LLP.
    • OPERATIONAL ADVISERS

19. These advisers include the legal advisers that we work with, notably on property transactions, and auctioneers and agents who form an essential part of the sales process when properties become vacant.

20. LOCAL COMMUNITIES

21. We engage early with local communities when maintenance work could affect them for example the location of skips or disruption during works. Where possible when maintenance work is needed on our properties we employ well regarded locally based contractors who meet the criteria in our Contractor Code of Conduct.

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Mountview Estates P.L.C. Annual Report and Accounts 2025
Review of Operations (Continued)

TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES (TCFD) SUMMARY

INTRODUCTION

Mountview is a supporter of the TCFD including assessing, managing and reporting climate-related risks. This TCFD report summarises Mountview’s response to the TCFD recommendations and specifically the identified risks and opportunities. Climate-related information is also reported elsewhere in this Annual Report and is cross referenced in the following table below.

Governance

Response	The Board’s oversight of climate-related risks and opportunities	Mountview’s Board oversees climate-related matters and reviews reports from the Audit and Risk Committee and Climate Working Group (CWG) (see below). Mountview’s CWG progresses and leads on climate-related matters feeding in on an ongoing basis climate-related risks to Mountview’s Risk Matrix maintained by the Audit and Risk Committee. The Risk Matrix is reviewed at each Board meeting.	Page 19
Management’s role in assessing and managing climate-related risks and opportunities	Ultimate responsibility for climate-related matters lies with Mountview’s Board and accountability for implementation rests with the CEO and the Executive Directors. The CWG was specifically created in Q1 2022 to consider and review climate- related risks and opportunities.	Page 12

Strategy

Response	Climate-related risks and opportunities the organisation has identified over the short, medium and long term to medium term	Climate-related risks are included in the Risk Matrix as principal risks. Risks and opportunities affecting Mountview over the short, medium term include extreme weather impacts and increasing regulation on the property portfolio and over the long-term include changing tenant expectations.	Page 13
The impact of climate-related risks and opportunities on the organisation’s business, strategy and financial planning	Climate-related risks are considered in all property acquisitions and property management decisions. The implications of transitioning to net zero are considered during strategic and financial planning.	Page 21
The resilience of the organisation’s strategy, taking into consideration different climate-related scenarios, including a 2°C or lower scenario	Mountview has developed scenarios and assessed the property portfolio around increased regulation and extreme weather events. Mountview’s strategy includes upgrading the energy efficiency of the property portfolio (where possible) in line with evolving regulation and considering the impacts of climate such as extreme temperatures and associated heating/cooling measures.	Page 22
		Page 23

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Mountview Estates P.L.C. Annual Report and Accounts 2025# STRATEGIC REPORT

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Mountview Estates P.L.C. Annual Report and Accounts 2025

Review of Operations (Continued)

Risk Management: Response

The organisation’s processes for identifying and assessing climate-related risks	The CWG’s climate-related risk assessment identifies transitional and physical risks. The CWG’s findings are reviewed by the Audit and Risk Committee at each meeting and reported to the Board.	Page 23
The organisation’s processes for managing climate-related risks	The CWG manages and tracks the identified climate-related risks and reports to the Audit and Risk Committee and ultimately the Board.	Page 23
How processes for identifying, assessing and managing climate-related risks are integrated into the organisation’s overall risk management processes	Climate-related risks are included in Mountview’s general risk management processes using the TRAP (Terminate: Reduce; Accept; Pass on) model to determine the response to emerging risks.	Page 13 Page 24

Metrics and targets: Response

The metrics used by the organisation to assess climate-related risks and opportunities in line with its strategy and risk management process	Mountview has Key Performance Indicators to assess climate-related risks and opportunities.	Page 24
The organisation’s Scope 1, Scope 2, and Scope 3 greenhouse gas (GHG) emissions, and the related risks	Mountview’s Streamlined Energy and Carbon Report (SECR) includes Scope 1, Scope 2 and relevant Scope 3 GHG emissions.	Page 29 to 31
The targets used by the organisation to manage climate-related risks and opportunities and performance against targets for Scope 1 and Scope 2	The CWG has identified short term priorities for the coming year which have received Board approval. Longer term, Mountview has committed to meeting net zero required Scope 3 GHG emissions before 2050.	Page 25 Page 22

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Mountview Estates P.L.C. Annual Report and Accounts 2025

GOVERNANCE

1. BOARD OVERSIGHT OF CLIMATE-RELATED RISKS AND OPPORTUNITIES

Mountview’s Board oversees and has ultimate responsibility for climate-related matters supported by the senior management teams. The Board receives and reviews reports from the Audit and Risk Committee which is responsible for maintaining the Risk Matrix and are advised by the CWG in relation to climate-related risks.

Mountview’s CWG includes the Chair, Head of Property Management, Head of IT, deputy CFO and a Non-Executive Director as an independent observer to scrutinise recommendations, and was specifically created in Q1 2022 to consider and review climate-related risk and opportunities.

The CWG progresses and leads on climate-related matters feeding in on an ongoing basis climate-related risks to Mountview’s Risk Matrix which includes:
* previously identified risks plus
* any emerging risks or
* developments on any risk that may impact on the nature or characteristics of the risks or the proposed response.

The CWG reports quarterly to the Board and shares this information with the Audit and Risk Committee on any climate- related matters arising including, but not limited to those items included in the Action Plan (page 25). In more urgent cases the CWG has direct access to the Board via the CEO or Chair.

The CWG undertakes an annual climate-related risk assessment (which involves horizon scanning, assessing position on property inspections / maintenance, reviewing the Environmental Agency data to assess the properties at risk, and updating on the status and impact of impending legislation) and this feeds into and informs the Board during their annual strategic business review which includes a consideration of climate-related issues.

After each CWG meeting, the departmental heads review the outcomes which flow down into the relevant teams and are then taken into account when making business decisions.

The Audit and Risk Committee considers and reviews the Risk Matrix at every meeting (held at least five times per year). The Risk Matrix is reviewed at each Board meeting (held at least five times per year). Additionally, the Board receives ad hoc reports if there are any significant developments identified by the CWG that may affect the business. Further, the Board receives updates on any climate-related matters raised following any shareholder and other stakeholder engagement.

Climate-related issues are also considered by the Board and Executive Directors upon property acquisition or other major investment decisions, and the Executive Directors consider climate-related issues when setting, or on an exceptional basis when re-visiting business objectives.

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Mountview Estates P.L.C. Annual Report and Accounts 2025

STRATEGIC REPORT

New Board appointments now include consideration of ESG skills competency and experience. Existing Board members’ competency are reviewed during the annual review by the Nomination Committee. The CWG undertakes annual ESG training including on climate-related matters with relevant developments passed on to the functional teams.

The management structure is explained in the diagram below.

graph TD
    A[Board] --> B(Property Department)
    A --> C(Management Group)
    B --> D(Property Trading)
    C --> E(Climate Working Group)
    C --> F(Tenant and Rental Management)
    E --> G(The Audit and Risk Committee)
    E --> H(Other Departments)
    H --> I(Administration)
    H --> J(Accounting)
    H --> K(IT)
    G --> L(Board)
    E --> L
    C --> L
    B --> C

Board
Ultimate responsibility for climate-related matters.

Property Department
Leads work on climate-related matters, with oversight from Non-Executive Directors. Reports quarterly to the Board.

Management Group
Identifies and reviews the Risk Matrix and reviews climate-related risks. Reports into the Board.

Climate Working Group (CWG)
Identifies and reviews the Risk Matrix and reviews climate-related risks. Reports into the Board.

Tenant and Rental Management

Other Departments
Administration
Accounting
IT

The Audit and Risk Committee
Direct report

Board

Direct report
Informal, ad-hoc reporting

2. MANAGEMENT’S ROLE IN ASSESSING AND MANAGING CLIMATE-RELATED RISKS AND OPPORTUNITIES

The Board has ultimate responsibility but has delegated operational responsibility for management of climate-related issues to the Executive Directors with advice from the CWG.

Mountview’s principal risks, which include climate-related risks (see note 8 on page 13), action plans and priorities identified by the CWG are considered with departmental heads. This includes the property acquisition team and property management team so risks can be considered during the property acquisition process and subsequently as part of the property maintenance programme. These arrangements include an escalation process to the Executive Directors or the Board as deemed necessary depending on the nature of the risk.

Examples of climate-related risks and opportunities arising during 2023/4 and 2024/5 for Mountview include:
* Reviewing and where necessary updating contingency plans in relation to wildfires (no Mountview properties have been affected to date), extremes in temperatures (e.g. requirements for heating/cooling infrastructure) or flooding (no Mountview properties were affected in 2024/25 – two properties were affected in 2023/24 – see notes on Metrics Page 18);
* Review of climate-related risks covering both physical risks (e.g. flooding) and transition risks (e.g. taking account of Environmental Performance Certificate (EPC) ratings during the 2024/25 acquisition programme);
* Consideration of further steps to reduce Mountview’s carbon footprint in alignment with Mountview’s net zero aims; and
* Encouraging and supporting tenants who are eligible to apply for the ECO4 grants scheme. During the year the successful applications from 2024 were completed. In addition, a further 14 successful applications were made and installed or in progress at the year-end, 8 tenants declined the opportunity. The programme will be continued and extended during 2025/26.

Day-to-day responsibility for assessing and managing climate-related risks and opportunities and taking appropriate steps towards Mountview’s net zero aims rests with departmental heads who report to the Executive Directors.

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Mountview Estates P.L.C. Annual Report and Accounts 2025

STRATEGY

3. CLIMATE-RELATED RISKS AND OPPORTUNITIES IDENTIFIED OVER THE SHORT, MEDIUM AND LONG TERM

Mountview has adopted the following time horizons for considering all risks, including climate risks:
* operational risks are short-term, up to two-years;
* tactical risks are medium-term, up to ten years; and
* strategic risks are long-term, beyond ten years.

As a property trading company, the property portfolio will substantially change within the medium-term horizon due to properties being sold when tenancies end and being replaced by acquisition of further regulated tenancies (see Page 12). Therefore, risks identified under short- and medium-term time horizons are focused on the nature and condition of the current portfolio. The strategic risks set principles to be borne in mind when refreshing the portfolio.

The identified risks are discussed with shareholders when considering Mountview’s strategy and risk profile.# STRATEGIC REPORT

Review of Operations (Continued)

4. IMPACT OF CLIMATE-RELATED RISKS AND OPPORTUNITIES ON MOUNTVIEW’S BUSINESS, STRATEGY, AND FINANCIAL PLANNING

The impacts of climate-related risks and opportunities on Mountview’s business include:

• Property portfolio: Increased wear and tear on buildings from extreme climate events e.g. subsidence, heat stress;
• Property maintenance: Improvement costs to comply with EPC ratings or similar regulations and general maintenance;
• Operational matters: Disruption to supply chain or damage to Mountview’s physical fixed assets; and
• Acquisitions: Increased incidence of climate risks in properties under consideration for acquisition.

Climate-related issues are considered as part of the annual strategic review of the business and potentially affect acquisitions, maintenance, refurbishment and day to day operational matters. To mitigate potential climate-related risks and integrate opportunities the acquisition due diligence and property maintenance processes have been reviewed and updated to reflect the identified climate-related risks (e.g. to avoid exposing Mountview to high climate risk factors, encourage recycling and offering options to enhance energy efficiency when undertaking modifications / refurbishments).

The potential impacts on Mountview’s financial position and financial performance include:

• Increased costs related to energy procurement and compliance with regulation;
• Reduction in property values following damage arising from extreme weather events; and
• Requirement to re-locate tenants due to physical climate risks or any potential non-compliance due to tighter EPC regulations.

Mountview’s medium-term financial planning anticipates estimates of the costs required to improve properties (e.g. to comply with EPC regulations or any upward trend in damage arising from physical climate risks). The timeline for this is up to ten years to align with the Company’s medium-term horizon noted above.

Mountview self-insures and undertakes and finances repairs as they become necessary and to supplement this, maintains a reserve which is reviewed on an annual basis and maintained as a precautionary measure. The treatment of financial accounting for climate related works is kept under review. The external valuations of Mountview’s investment property portfolio will continue to incorporate climate-related considerations including the costs to improve buildings to meet future regulatory requirements.

Mountview has committed to achieving net zero carbon for Scope 1 and Scope 2 and required Scope 3 GHG emissions by 2050 to align with the Paris Agreement objective of 1.5 degrees. Mountview’s net zero carbon roadmap sets out the approach to achieve this through targeting three steps:

1. Identification of carbon exposure;
2. Implementation of steps to reduce such exposure; and
3. Once all steps have been exhausted using recognised schemes to offset any remaining exposure.

Despite Mountview’s limited carbon exposure (as reported in the SECR report on page 30) while steps 1 and 2 are in progress step 3 is under consideration.

5. RESILIENCE OF MOUNTVIEW’S STRATEGY, TAKING INTO CONSIDERATION DIFFERENT CLIMATE- RELATED SCENARIOS

Mountview has assets that are potentially vulnerable to both physical and transition risks. Therefore, Mountview has considered scenarios that reflect:

• Physical risks associated with a temperature increase up to 1.5 degrees; and
• Transition risks associated with increasing regulation.

Mountview considers the business’s strategy currently to be resilient under both climate scenarios. These scenarios were considered over two timelines aligned with those noted above for risks being medium term (up to ten years) and long term (beyond ten years). The longer-term risks identified focus on principles to be adopted when refreshing the portfolio. Refreshing the portfolio in the longer term is anticipated to take into consideration applicable regulation and climate-related conditions and so minimise shareholders’ exposure to any unnecessary risks. In the medium-term Mountview identified potential exposure to physical risks arising from flooding and high winds but for such to become material risks these would need to be widespread and persistently recurrent. Mountview’s exposure to transition risks in the short-term e.g. to tighter EPC legislation may involve a cost over the implementation period which will be assessed once requirements are clear. In the event of further regulation either covering EPC or other property related matters, then at that time we would review criteria in relation to property management and acquisition to either avoid or mitigate the effects of such regulation on the Company.

RISK MANAGEMENT

6. PROCESSES FOR IDENTIFYING, ASSESSING AND MANAGING CLIMATE-RELATED RISKS

Climate-related risks are included in the Risk Matrix and as a principal risk on page 13. The process for compiling, review and maintenance of the Risk Matrix is noted on page 12 and the responsibility for managing risks is as described in section 7 below. As described in the emerging risks section (page 13), Mountview identifies new or emerging risks, or changes in currently identified risks, including climate-related risks and opportunities, both from within Mountview through ongoing day- to- day management and staff experience and engagement, and from external sources such as industry bodies, institutes and associations and through advice from external consultants / advisers. Any suggested changes by the CWG are forwarded to the Audit and Risk Committee for consideration when reviewing the Risk Matrix. Any changes arising from this process are subsequently discussed at the next Board meeting.

7. MOUNTVIEW’S PROCESS FOR MANAGING CLIMATE-RELATED RISKS

Responding to active climate-related risks is built into Mountview’s processes for monitoring the current portfolio and for screening property acquisitions as follows:

• For existing properties - risks are identified through on-site reviews of properties by the property management team or contractors working on site, tracking EPC performance and by screening the portfolio against databases of known risks e.g. flood risk. The results are used to inform the property management team’s work programme.
• For new acquisitions - the acquisition due diligence process includes consideration of both physical and transition risks on a property by property basis. For any identified risks, the acquisitions team investigate further (including where necessary physical site investigations) to take any risks into account before concluding whether to make an offer, and if so at what level.

Any actions needed to manage a climate-related incident are handled under delegated authority by the department heads and their teams, with escalation to the Executive Directors and the Board in the event of a major incident.

8. INTEGRATING CLIMATE-RELATED RISKS INTO MOUNTVIEW’S OVERALL RISK MANAGEMENT PROCESS

A description of Mountview’s overall approach to risk management including climate-related risks are summarised in the Principal Risks section on pages 12 and 13.

---

The potential climate-related risks identified in Mountview’s Risk Matrix that may have a financial impact are:

Risk / opportunity	Timeline	Business response
Transition Risks: Increasing energy costs	Short-term	• Review of managed property to increase energy efficiency
Costs of meeting tighter EPC Regulations and similar regulations	Medium-term	• Existing EPC plans to be reviewed and updated to comply with future potential EPC Regulations • EPC considerations built into property acquisition due diligence and offer pricing • Assessing costs of required modifications
Changing tenant expectations (e.g. due to heat stress and rising energy costs)	Long-term	• Property acquisitions due diligence includes climate risks and energy efficiency considerations • EPC programme noted above considers improvements to property performance • Communication with tenants on the economic and environmental benefits of options offered to them
Physical Risks: Increased risk of flooding	Short-medium term	• Contingency plans developed for properties in ‘at risk’ areas. • Acquisition due diligence includes flood risk assessment
Increased severity and frequency of extreme weather events	Medium-term	• Acquisition due diligence includes physical climate risks assessment • Contingency plans developed for properties in ‘at risk’ areas

The Risk Matrix considers the impact and probability of incidence of all risks, including climate-related risks, using a High/ Moderate/Low scale. Monitoring the progress of EPC legislation and its requirements and the proposed modification financial cap per property is a key aspect for the Board, the property management team and the CWG. The property management team constantly monitor the portfolio and will use this knowledge to establish an EPC implementation plan (as undertaken during the previous iteration of EPC legislation) once the requirements are known.# Mountview Estates P.L.C. Annual Report and Accounts 2025

Climate risks identified as high probability and where the consequences can be clearly identified and quantified are added into the relevant departmental work programmes so they can be incorporated into ongoing property acquisition and management processes. Other risks are retained within the Risk Matrix and actively monitored by the CWG (see Action Plan on page 25) including developing a response plan should the risk arise.

METRICS AND TARGETS

9. METRICS USED BY MOUNTVIEW TO ASSESS CLIMATE-RELATED RISKS AND OPPORTUNITIES

Mountview uses the following metrics to track climate-related risks and opportunities

Metric	FY24-25	FY23-24
Physical risks
Number/Value of assets in locations with medium or high exposure to flooding	50/10.4m	46/5.6m
The incidence of maintenance triggered by extreme weather conditions (see note 1 under table)	<5% of Maintenance	<5% of Maintenance
Transition risks
Electricity consumption	74.1 MWh	73.3 MWh
Renewable electricity consumption	100% renewable	100% renewable
EPC Ratings: Meets EPC E rating or has exemption	90.1%	91.1%
Works in progress/access issues	9.9%	8.9%

Note 1 – In 2024/25 no properties suffered damage due to extreme weather events, (2023/24 two properties suffered damage due to flash flooding incurring repair costs of £60k. This was accommodated within existing maintenance budgets).

10. SCOPE 1, 2 AND 3 GHG EMISSIONS AND RELATED RISKS

Mountview’s Scope 1, Scope 2 and required Scope 3 emission (which includes energy use in common parts where such are Mountview’s responsibility) are computed by EcoAct and summarised in our Streamlined Energy and Carbon Report on pages 29 to 31. Additionally, Mountview recognises that there is a carbon impact associated with tenants living in the properties. The nature of regulated tenancies means that, unless it is essential in order to comply with legislation, improvements need the prior agreement of tenants all of whom have direct or indirect links to occupation of the property pre-dating 1989. Therefore, if improvement works are deemed to be required then options are provided that meet the necessary standards and describe their associated climate impact. The chosen option is agreed with tenants in advance of commencing work. The choice of energy provider is ultimately the tenant’s decision and thus is outside of Mountview’s organisational boundary, although Mountview seek to recommend low carbon energy sources. Given the legal requirements and difficulties in gathering relevant energy data tenant’s emissions are currently not collected or reported but Mountview is keeping this under review.

11. TARGETS USED BY MOUNTVIEW TO MANAGE CLIMATE-RELATED RISKS

The CWG has identified the following Action Plan for the coming year:

• As a part of the existing site inspection programme, a review will be undertaken at a property level to assess the exposure to flood or other risks faced by the properties identified through Environment Agency data and developing contingency plans for the necessary action in the event of a threat materialising.
• Ongoing compliance work to ensure the property portfolio meets an E rating or has a valid exemption pursuant to the current EPC legislative requirements.
• Monitoring the development of the EPC legislation and, once requirements clarify, developing plans to achieve compliance.
• Continuing to reduce the SECR reported emissions by upgrading the car fleet to hybrid when leases end and seeking renewable energy sources where possible.
• Keeping under review the extent of required Scope 3 reporting and exposures as new sources are identified.
• Acting on the recommendations from EcoAct, including monitoring the energy efficiency in offices and the data of employees working from home and calculating employee business mileage.
• Appropriate and relevant training for the Board, CWG and staff members as appropriate throughout the year.

COMPLIANCE STATEMENT

Mountview confirms it believes that:

1. The climate-related financial disclosures for the year ended 31 March 2025 are consistent with the TCFD recommendations and recommended disclosures (as defined in Appendix 1 of the Financial Conduct Authority UK Listing Rules (UKLRs), noting that Scope 3 emissions disclosure relating to tenant emissions are currently not reported as they fall outside of Mountview’s operational control.
2. The annual disclosure is contained in the pages above, please also see the SECR section (pages 29 to 31) and our sustainability section on page 31.
3. The detail of the climate-related financial disclosures is conveyed in a decision-useful format to the users of this report.

Directors and Advisers as at the date of this Annual Report and Accounts

| The CWG has identified the following Action Plan for the coming year:
* As a part of the existing site inspection programme, a review will be undertaken at a property level to assess the exposure to flood or other risks faced by the properties identified through Environment Agency data and developing contingency plans for the necessary action in the event of a threat materialising.
* Ongoing compliance work to ensure the property portfolio meets an E rating or has a valid exemption pursuant to the current EPC legislative requirements.
* Monitoring the development of the EPC legislation and, once requirements clarify, developing plans to achieve compliance.
* Continuing to reduce the SECR reported emissions by upgrading the car fleet to hybrid when leases end and seeking renewable energy sources where possible.
* Keeping under review the extent of required Scope 3 reporting and exposures as new sources are identified.
* Acting on the recommendations from EcoAct, including monitoring the energy efficiency in offices and the data of employees working from home and calculating employee business mileage.
* Appropriate and relevant training for the Board, CWG and staff members as appropriate throughout the year.

COMPLIANCE STATEMENT

Mountview confirms it believes that:

1. The climate-related financial disclosures for the year ended 31 March 2025 are consistent with the TCFD recommendations and recommended disclosures (as defined in Appendix 1 of the Financial Conduct Authority UK Listing Rules (UKLRs), noting that Scope 3 emissions disclosure relating to tenant emissions are currently not reported as they fall outside of Mountview’s operational control.
2. The annual disclosure is contained in the pages above, please also see the SECR section (pages 29 to 31) and our sustainability section on page 31.
3. The detail of the climate-related financial disclosures is conveyed in a decision-useful format to the users of this report.

Directors’ Report

The Directors (as listed on page 26) have pleasure in presenting to the Members their 88th Annual Report together with the Financial Statements for the year ended 31 March 2025. The Corporate Governance Statement on pages 36 to 40 forms part of this Directors’ Report and is incorporated into the Directors’ Report by cross reference. Additional information which is incorporated by cross reference into this Directors’ Report, including information required in accordance with the Companies Act 2006 can be found as follows:

Disclosure	Location
Financial risk management objectives and policies	Notes to the financial statements, pages 76 and 77
Statement of Directors’ responsibilities	Page 35
Directors’ interests in share capital	Remuneration Report, page 66
Compensation for loss of office arrangements.	Remuneration Report, page 60

For the purpose of UKLR 6.6.1R shareholders are directed to information required to be disclosed and can be found at the following location:

Disclosure	Location
Controlling shareholder agreements and associated obligations	Directors’ Report, Note 20, page 33

All other sub-sections of UKLR 6.6.1R are not applicable.

1. RESULTS AND DIVIDENDS

The results for the year are set out in the Consolidated Statement of Comprehensive Income on page 67. The Directors recommend the payment of a final dividend of 275 pence per share (2024: 275 pence per share). The dividend will be paid on 18 August 2025, subject to approval at the Annual General Meeting (AGM) on 13 August 2025, to shareholders on the register at the close of business on 11 July 2025.# GOVERNANCE

Directors’ Report (Continued)

Details of the AGM, including the notice of AGM, are set out on pages 108 to 112.

1. ACTIVITIES

The principal activities of the Company and its subsidiary undertakings are as follows:

PARENT COMPANY
Mountview Estates P.L.C.
Property Trading
Registered Office: Mountview House, 151 High Street, Southgate, London, N14 6EW
Registered in England 328020

SUBSIDIARY UNDERTAKINGS (WHOLLY OWNED)
Hurstway Investment Company Limited
Property Trading
Registered Office: Mountview House, 151 High Street, Southgate, London, N14 6EW
Registered in England 344034

Louise Goodwin Limited
Property Investment
Registered Office: Mountview House, 151 High Street, Southgate, London, N14 6EW
Registered in England 691455

A.L.G. Properties Limited
Property Investment
Registered Office: Mountview House, 151 High Street, Southgate, London, N14 6EW
Registered in England 508842

1. BOARD OF DIRECTORS

The names of the current Directors, along with their details, are set out on page 26 and are incorporated into this report by reference.

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4. APPOINTMENT AND RETIREMENT OF DIRECTORS

The appointment and retirement of Directors is governed by the Company’s Articles of Association, the FRC's Corporate Governance Code 2018 (2018 Code), the Companies Act 2006 and related legislation. The Articles of Association contain the following provisions relating to the appointment and replacement of Directors:

• The Company may, by ordinary resolution, appoint a person who is willing to act as a Director, either to fill a vacancy or as an addition to the existing Board
• The Board has the power to appoint any person who is willing to act as a Director, either to fill a vacancy or as an addition to the existing Board. Any such Director holds office until the next AGM and may offer themself for election
• The total number of Directors (other than any alternate Directors) must not be more than 12 or less than two
• In addition to any power to remove a Director conferred by Section 168 of the Companies Act 2006, the Company may, by ordinary resolution, remove any Director before the expiration of his or her period of office, but without prejudice to any claim for damages which he or she may have for breach of any contract of service between him or her and the Company. The Company may then appoint another person, who is willing to act, as a Director in his or her place in accordance with the Articles of Association.

In accordance with the 2018 Code all Directors will seek re-election at the 2025 AGM, except for Ms Hartley who will seek election having been appointed as a director since the 2024 AGM and Ms Archibald who will retire at the conclusion of the 2025 AGM. The Nomination Committee report on page 43 describes the process currently used for identifying and appointing new Directors to the Board.

5. SHARE CAPITAL

The authorised share capital of the Company as at 31 March 2025 was £250,000 divided into 5,000,000 Ordinary Shares of 5p, of which 3,899,014 were in issue (2024: 3,899,014). As at 8 July 2025, there has been no change in the issued share capital. The rights and obligations attaching to the Company’s shares, as well as the powers of the Company’s Directors, are set out in the Company’s Articles of Association, a copy of which can be viewed on the Company’s website at www.mountviewplc.co.uk. There are no restrictions concerning the transfer of shares in the Company, no special rights with regard to control attached to the shares, no agreements between holders of shares regarding transfer known to the Company and no agreement which the Company is party to that affects its control following a takeover bid. Changes to the Company’s Articles of Association must be approved by shareholders in accordance with the Articles of Association and legislation in force from time to time.

6. NOTIFIABLE INTERESTS IN SHARE CAPITAL

As at 8 July 2025, the following disclosures of major holdings of voting rights have been made (and have not been amended or withdrawn) to the Company pursuant to the requirements of Chapter 5 of Disclosure Guidance and Transparency Rules:

	Ordinary Shares of 5p each	% of Issued Share Capital
Mr Ray Williams, Mr David Wright and Mr James Langrish-Smith, Trustees of the Frank and Daphne Sinclair Grandchildren Settlement*	324,791	8.33
Mrs M.A. Murphy** including: • BBTJ • ALFL Ltd	598,545	15.36
Mrs E. Langrish-Smith**	307,000	7.87
Mrs A. Williams**	137,750	3.53
Mrs S. Simkins**	148,220	3.80
Talisman Dynamic Master Fund Ltd*	278,088	7.13

* Denotes indirect holding.
** Denotes combined direct and indirect holding

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7. STREAMLINED ENERGY AND CARBON REPORTING DISCLOSURES

INTRODUCTION

The Directors of Mountview Estates P.L.C are required to report its energy consumption and greenhouse gas (GHG) emissions as part of its Annual Report and Accounts, in accordance with the Companies (Directors’ Report) and Limited Liability Partnerships (Energy and Carbon Report) Regulations 2018, also known as Streamlined Energy and Carbon Reporting (SECR). Mountview engaged Schneider Electric Limited, who have acquired EcoAct Ltd (EcoAct), to calculate its energy consumption and carbon footprint for the group for the reporting period of 1 April 2024 to 31 March 2025. EcoAct’s scope of work was to:

• Define the reporting boundary and collect the required data;
• Calculate Mountview’s energy consumption and carbon footprint; and
• Report the result and analysis.

EcoAct is a world-leading carbon management consultancy with a proven track record of helping organisations to measure, reduce and offset their carbon emissions.

EXECUTIVE SUMMARY

Total gross GHG emissions in the reporting period were 52.3 tCO₂e, which can be attributed as follows:

• Direct Emissions (Scope 1) 25.3 tCO₂e or 48% of the total
• Indirect Emissions (Scope 2) 16.5 tCO₂e or 32% of the total

• Indirect Other Emissions (Scope 3) 10.6 tCO₂e or 20% of the total.

• This year, for the first time, EcoAct has calculated our electricity emissions using two methods: the location-based method (as used in previous years) and the market-based method (which will be reported from 2025/26 onwards, provided it remains applicable). For the disclosures below, we have reported emissions using the location-based method to ensure comparability. However, we also note separately that the results from the market-based method have been reported. This year, Mountview is reporting market based emissions for the first time. Since Mountview purchases a 100% renewable electricity tariff, market based electricity emissions are 0 tCO₂e.

The results are presented below:

Figure 1: Total Emissions Broken Down by Activity and Scope 2025

Type of Emissions	Activity	tCO₂e	% of Total	tCO₂e	% of Total
		2025		2024
Direct (Scope 1)	Natural Gas	16.7	32%	12.5	26%
	Company Vehicles	8.5	16%	8.8	18%
	Subtotal	25.2	48%	21.3	44%
Indirect (Scope 2)	Electricity used in company hybrid vehicles	1.1	2%	2.2	5%
	Electricity	15.4	30%	15.2	31%
	Subtotal	16.5	32%	17.4	36%
Indirect (Scope 3)	WTT and T&D (All Scopes)	10.6	20%	10.2	20%
	Subtotal	10.6	20%	10.2	20%
TOTAL (tCO₂e)		52.3	100%	48.9	100%

1. Under the Mandatory Greenhouse Gas Regulation, a company is required to report its scope 1 and 2 emissions. It is not mandatory to report scope 3 emissions.
2. An operational control boundary was used to calculate Mountview’s carbon footprint.
3. Company hybrid mileage (62,500 miles) is also included in the company vehicle mileage (62,500 miles) reported above. Hybrid vehicle usage is associated with both Scope 1 emissions (fuel consumption of vehicles) and Scope 2 emissions (electricity consumption of vehicles).

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Figure 2: GHG Emissions (tCO₂e) by Activity (2024-25)

16.7 Purchased Natural Gas
15.4 Electricity
10.6 WTT and T&D
9.7 Company Owned Vehicles

Figure 3: Emissions Intensity Metrics

Figure 3 shows a year-on year comparison of emissions intensities using revenue and number of FTEs as normalisation factors:

Intensity Metric	2024/25	2023/24	% Change
Total Emissions (tCO₂e)	52.3	48.9	7.1%
Revenue (£’mil)	72.1	79.5	-9.3%
Number of employees (staff and directors)	30	30	–
tCO₂e per employee	1.7	1.6	7.1%
tCO₂e per £’mil turnover	0.7	0.6	18.1%

Total emissions normalised by the number of employees increased by 7.1%, whereas total emissions per million £ of turnover increased by 18.1%.

YEAR-ON-YEAR ANALYSIS

Emissions produced by Mountview have increased by 7.1% compared to last year from, 48.9 tCO₂e to 52.3 tCO₂e.
Scope 1 emissions have increased by 18.6%, from 21.3 to 25.3 tCO₂e compared with the previous reporting year. This can be attributed to:

• Emissions from company vehicles have decreased by 3.3%. This is due to the transition from diesel to plug-in hybrid vehicles.
• Scope 1 emissions from natural gas have increased by 34.1%. This is due to the upgrade of gas meters resulting in accurate recordings replacing estimates.

Scope 2 emissions have decreased by 5.1% compared to the previous reporting year. This can be attributed to the reduction in emissions attributable to company hybrid cars offset by:

• A 1.2% increase in the emission factor for UK grid electricity.# Mountview Estates P.L.C. Annual Report and Accounts 2025

8. SUSTAINABILITY AND CLIMATE CHANGE

As an asset owner and manager Mountview sits at the top of the investment chain and uses this position to influence those that we work with in relation to factors such as air pollution and energy uses. We do this in a number of ways including:
* Using local contractors wherever possible to reduce travel needed and also retain the economic and social benefits of work done within local communities
* Using sustainable source electricity suppliers
* On expiry of leases, replacing cars leased by the Group with more efficient hybrid models
* Converting lighting to ‘eco-lamps’ where possible

We have obtained an Energy Performance Certificate (E.P.C.), or have valid exemptions for 90.1% of properties in our portfolio with 9.0% awaiting re-test and 0.9% yet to review due to access issues. Following these reviews, we have undertaken, where necessary, loft insulation, cavity wall insulation, provision for storage heaters and dual plate power meters

In conjunction with our external advisers, we continue to monitor developments in relation to climate change. As noted in the Strategic Report, given the size of the Company and the current low impact on the environment as outlined above, the Company has informal rather than formal environmental policies. However this matter is kept under regular review including during consideration of risks as an agenda item at Board meetings and should the Board consider that due to external or internal developments that formulating formal policies would be beneficial then we would draft and adopt the relevant policies.

The office electricity consumption (kWh) increased by 0.9%; the estimated electricity consumption in managed communal areas increased by 6.2%. A small percentage (2.2%) of Scope 2 emissions is attributed to the plug-in hybrid company vehicles that consume additional electricity. Emissions from electricity account for 29.4% of Mountview’s overall carbon footprint. In addition to its head office, Mountview are also responsible for electricity use in the communal areas of 25 managed blocks of flats. Emissions have been estimated for these flats using the following assumptions:
* The Company pays an average £52 electricity charge per managed flat towards communal areas.
* The Company covers communal area charges for 25 properties.
* The average electricity standard rate is 31p/kWh. This is based on the average price of electricity purchased by non-domestic consumers in the UK with “very small” properties, for the last 3 quarters of 2025.

9. EMPLOYEES

Notwithstanding that the Group’s strategy, business model and operations are long established with well developed underlying processes that reflect our business drivers, the performance of the business could not be sustained without a strong, skilled and knowledgeable workforce who enjoy their work at Mountview. This is manifested in one statistic in particular which is the average time in role of our staff – which currently stands at over 12 years. The Group has family roots and it is our belief that a similar feel remains today within what is a small and highly skilled workforce of 25 staff plus the Directors. This is an environment in which every member of staff meets and talks with one or both of the Executive Directors, if not on a daily basis then on a weekly basis, either face-to-face or using electronic means. In addition, the Executive Directors have one on one meetings with staff annually to discuss performance, bonus and salary levels individually and in general. Matters raised during these discussions are reported to the Board and Remuneration Committee. In view of the size of the Group and the regular contact with all staff, more formal means of employee engagement are not considered appropriate at this time. This matter will be kept under regular review. This regular contact fosters an environment in which staff can air and discuss concerns. It is also the case that staff know that if there was any matter that they felt might be sensitive to raise within the operational side of the business that they can approach any of the Non-Executive Directors (NEDs) to discuss the matter.

Directors’ Report (Continued)

In this regard the Group has policies on whistleblowing and related policies on bribery, gifts, conflicts of interest and related matters that are included in the staff manual, explained to new staff on joining and are reviewed annually for continued suitability by the Audit and Risk Committee who report to the Board on this matter. It is a standing item on the Board agenda to receive a report on and consider any reporting made under these provisions; during 2024-25 no incidents were reported.

TRAINING:

The Group provides regular training related to the use of computer software and for the general professional development of the staff concerned. For example we provide appropriate training when there are developments in relevant legislation, regulation or practice. We review training providers used for all topics including climate matters and update our approved list as necessary. We encourage all of our staff to continue their education and support staff following courses aimed at gaining professional qualifications.

10. DIVERSITY

Mountview is committed to employing and retaining a skilled workforce with a diversity of qualifications and talents from a variety of backgrounds. Given the infrequency of recruitment Mountview does not have a formal diversity policy, instead having regard to evolving best practice at the time of an appointment. The Company is committed to equal opportunities for all and that recruitment and selection be strictly on the basis of merit and ability. As at 31 March 2025, the Group had one female Executive Director, Mrs Marie Bray, who has been on the Board since 2004, and two female NEDs, Ms Mhairi Archibald, who has been on the Board since July 2014 and Ms Tracey Hartley who has been on the Board since January 2025. Female Board membership represented 50% of the Board. The Group has seven Senior Managers (who are not Directors), three of whom are female. Of the 25 employees and six directors in the Group, 12 are male and 19 are female. Further details on diversity matters are included in our Nomination Committee Report on pages 43 and 44.

11. SIGNIFICANT AGREEMENTS

Certain banking agreements to which the Group is a party (described in Note 18 to the Consolidated Financial Statements) alter or terminate upon a change of control of the Group following a takeover bid. There are no other significant agreements to which the Group is a party that take effect, alter or terminate upon a change of control of the Group following a takeover bid. There are no contractual or other agreements or arrangements in place between the Group and third parties which, in the opinion of the Directors, are essential to the business of the Group.

12 DIRECTORS’ INTERESTS IN CONTRACTS

There was no contract in existence during or at the end of the financial year in which a Director of the Company is, or was, materially interested, and which is or was significant in relation to the Group’s business.

13. DIRECTORS’ AND OFFICERS’ LIABILITY INSURANCE

The Company purchases liability insurance covering the Directors and Officers of the Company and its Subsidiary undertakings and this has been in place throughout the financial year under review. The Company’s Articles of Association at Article 163 permit the provision of indemnities to the Directors (at the discretion of the Board), which constitute qualifying third party indemnity and qualifying pension scheme indemnity provisions under the Companies Act 2006.

14. HEALTH AND SAFETY

The Group is committed to achieving a high standard of health and safety. The Group regularly reviews its health and safety policies and practices to ensure that appropriate standards are maintained. The gas supply and appliances within all of the Group’s relevant residential properties are independently inspected under the Gas Safety (Installation and Use) Amended Regulations 1996 and certificates of compliance obtained. Similarly there is a regular programme of electrical inspections. We are complying with fire and health and safety legislation. The Group satisfies its commitments in respect of any remedial work identified by these inspections.

15. CHARITABLE DONATIONS

During the year the Group made charitable donations of £55,000 (2024: £4,000).

REFERENCES

The following sources have been used for the completion of this document:
* UK Government GHG Conversion Factors for Company Reporting for 2024, released by Department for Energy Security and Net Zero, as found in https://www.gov.uk/government/publications/greenhouse-gas-reporting-conversion- factors-2024
* Prices of fuels purchased by non-domestic consumers in the UK’, Table 34,2, March 2025, Department for Business, Energy & Industrial Strategy, as found in https://www.gov.uk/government/statistical-data-sets/gas-and-electricity- prices-in-the-non-domestic-sector
* The Greenhouse Gas Protocol - A Corporate Accounting and Reporting Standard, revised edition’, as found in https://ghgprotocol.org/sites/default/files/standards/ghg-protocol-revised. pdf# Mountview Estates P.L.C. Annual Report and Accounts 2025

Directors’ Report (Continued)

16. RESEARCH AND DEVELOPMENT
The Group has no research and development function or expenditure.

17. GOING CONCERN BASIS
The Directors continue to adopt the going concern basis in preparing the accounts. The financial position of the Group including key financial ratios is set out in the Review of Operations on page 11. The Group is historically profitable, has considerable liquidity and regularly reviews its long-term borrowing facilities with its lenders. As a result, the Directors believe the Group is very well placed to manage its business risks successfully and have a good expectation that both the Company and the Group have adequate resources to continue their operations for the foreseeable future. The Group’s longer term Viability Statement is presented on page 13.

18. AUDITORS
Messrs Moore Kingston Smith LLP have indicated their willingness to continue in office and a resolution for the reappointment of Moore Kingston Smith LLP as auditors for the ensuing year will be proposed at the 2025 AGM.

19. AUDITORS AND DISCLOSURE OF INFORMATION TO THE AUDITORS
So far as each Director is aware, there is no relevant audit information of which the Company’s auditors are unaware. Each Director has taken the steps that they ought to have taken as Directors in order to make themselves aware of any relevant audit information and to establish that the Company’s auditors are aware of that information.

20. CONCERT PARTY
Mountview Estates PLC is a family controlled company. There is a concert party of members of the Sinclair family (the Sinclair Family Concert Party) in existence whose aggregate shareholdings amount to over 50% of the issued share capital of the Company. The Company has entered into a relationship agreement with Sinclair Family Concert Party. The Company has complied with (i) the undertakings in UKLR 6.2.5R (regarding the re-election of independent directors); and (ii) UKLR6.6.1R(13)(a) and can confirm the Company continues to comply with the requirement in UKLR 6.2.3R and carries on, at all times, its main business activity independently of the Sinclair Family Concert Party.

21. GENERAL MEETING
At the AGM held on 14 August 2024, the resolutions concerning the re-election of both Mr A.W. Powell and Ms M. L. Archibald as Directors of the Company did not receive support of a majority of the independent shareholders who voted, which is a requirement of the UKLRs where the Company has a controlling shareholder, and therefore Mr Powell and Ms Archibald stood for re-election at a general meeting held on 18 November 2024 (General Meeting). Both Mr Powell and Ms Archibald were re-elected at the General Meeting. Between the 2024 AGM and the General Meeting certain Board members contacted a number of major shareholders. All shareholders (including the Sinclair Family Concert Party members) were entitled to vote on the resolutions to re-elect Mr Powell and Ms Archibald at the General Meeting. As reported through the regulatory announcement to the market, following the 2024 AGM, and then subsequently following the 2024 General Meeting, the Company identified as far as possible those shareholders who did not support the various resolutions and attempted to engage with them to seek their views. Some shareholders did not wish to engage, other shareholders raised matters which are under consideration by the Board. The Board is grateful to those shareholders who took part in the engagement process and value the feedback provided. The Company remains committed to shareholder engagement and we will continue to offer to meet with shareholders to take into account their concerns and considerations in the future.

The Directors’ report was approved by the Board on 8 July 2025 and is signed on its behalf by:

M.M. Bray
Company Secretary
8 July 2025

Statement of Directors’ Responsibilities

The Directors are responsible for preparing the Annual Report, the Directors’ Remuneration Report and the Group and Company financial statements in accordance with applicable law and regulations. Company law requires the Directors to prepare financial statements for each financial year. Under that law, the Directors are required to prepare the Group and Company financial statements in accordance with UK Adopted International Accounting Standards and applicable UK law. The Directors have elected to prepare the Company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (UK GAAP) including FRS 102 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 of the state of affairs of the Group and Company and of their profit or loss for that period.

In preparing these financial statements, the Directors are required to:
* select suitable accounting policies and then apply them consistently;
* make judgements and estimates that are reasonable and prudent;
* present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;
* in respect of Group financial statements, state whether UK Adopted International Accounting Standards in conformity with the requirements of the Companies Act 2006, have been followed, subject to any material departures disclosed and explained in the Financial Statements;
* in respect of the Company financial statements state whether applicable UK Accounting Standards in conformity with the requirements of the Companies Act 2006, have been followed, subject to any material departures disclosed and explained in those statements; and
* prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and the Company will continue in business.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group and Company’s transactions and disclose with reasonable accuracy at any time the financial position of the Group and Company and enable them to ensure that its financial statements comply with the Companies Act 2006. They have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group and Company to prevent and detect fraud and other irregularities.

WEBSITE PUBLICATION

The Directors are responsible for ensuring the Annual Report including the financial statements are made available on a website. Financial statements are published on the Company’s website in accordance with legislation in the UK governing the preparation and dissemination of financial statements, which may vary from legislation in other jurisdictions. The maintenance and integrity of the Company’s website is the responsibility of the Directors. The Directors’ responsibility also extends to the ongoing integrity of the financial statements contained therein.

DIRECTORS’ RESPONSIBILITIES PURSUANT TO DTR4

Each of the Directors, (as set out on page 26) as at the date of this Report, confirms to the best of their knowledge that:
* The Group financial statements, which have been prepared in accordance with UK Adopted International Accounting Standards, give a true and fair view of the assets, liabilities, financial position and profit of the Group.
* The Company financial statements, which have been prepared in accordance with United Kingdom Accounting Standards, comprising FRS 102, give a true and fair view of the assets, liabilities and financial position of the Company.
* The strategic report includes a fair review of the development and performance of the business and the position of the Group and the Company, together with a description of the principal risks and uncertainties that they face.
* The 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 performance, business model and strategy.

By Order of the Board

M.M. Bray
Company Secretary
8 July 2025

Corporate Governance

The Board is committed to establishing and sustaining strong corporate governance processes that reflect all of the prevailing UK Corporate Governance Code (2018 Code), the Group’s circumstances and structure and the external challenges and constraints that we face. Prior challenges, including Covid-19, have strengthened our processes by testing them under ‘stress’. As we describe in our discussion of summary prospects for the Group on page 9, we face stakeholder challenges. A key component of this approach is a strong focus on remaining up to date on current and emerging developments in our markets, legislation and regulation and the governance environment. This we achieve through a combination of reading, contact with our advisers and Directors attending updates, including via webinars, and then sharing salient points raised with the rest of the Board for discussion during Board meetings.# CORPORATE GOVERNANCE CODE COMPLIANCE STATEMENT

In respect of the year ended 31 March 2025, the Company was subject to the 2018 Code, a copy of which can be found at www.frc.org.uk/corporate/ukcgcode.cfm. The Board confirms that the Company applied the principles, with details throughout this annual report, and complied with the provisions of the 2018 Code, except as disclosed in this section.

In addition, in anticipation of the coming into force and application of the 2024 Code for the financial year commencing 1 April 2025, the Board has chosen to adopt early certain provisions as described on page 53 in the section 2024 Code.

Should there be a material change in the Company’s strategy, business model, structure or risk environment then these points would be revisited and, after consulting with shareholders on proposals, we would make such changes as are appropriate given the changed circumstances.

We remain committed to the benefits of a robust governance framework and believe that through our approach we are able to best safeguard the interests of, and deliver long term value to, our shareholders and other stakeholders.

In addition, we have both continuing and new uncertainties that will bring again worked closely with PRISM Cosec our corporate their own challenges to all processes – both operational governance consultants, and our other advisers to identify and governance. The last financial year has been another the best ways to build evolving practice into our approach. successful one for the Group and we view effective We are mindful that our structure, which has evolved governance, together with our Purpose, culture and values through our history and is aligned with our culture and as essential ingredients for this long-term success and the values, is not fully compliant with some of the provisions in generation of sustainable value for all our stakeholders. The the 2018 Code or the 2024 Code. result is that since we first reported under the 2018 Code Equally, we recognise the value of bringing different our processes have evolved, but throughout your Board perspectives to bear on issues arising within the business in has: has: terms of both contribution to debate and risk management • operated as normal, meeting both remotely and in and mitigation. We manage this by involving our various person for Board and Committee meetings as well as advisers when matters relevant to their areas of expertise having informal discussions between meetings arise. In this way we are able to ensure that we get the • retained close oversight of our operations and the necessary expert input when it is needed. continuing suitability of our strategy Taking account of the 2018 Code in the context of our size, • monitored our existing and emerging risks, updating with with 25 employees plus six Directors, our shareholdings our risk matrix as needed to ensure we have good risk and the nature of our operations where we have a focused, management and controls in place. stable and enduring strategy, and stable workforce and Throughout we believe that our purpose, culture and suppliers, we have looked at each of the principles and values have informed and supported the decisions that provisions of the 2018 Code to consider the spirit behind we have taken, supported by the commitment, experience them as well as the actual wording used. Given this context and creativity of all at Mountview. In addition, effective where the Board and the Executives in particular are much engagement with our stakeholders, as described in our closer to the employees and operations than is likely to Section 172 statement on page 14 has underpinned our be the case for many quoted companies, we have, as work during the year using both traditional and electronic envisaged by the 2018 Code, adopted alternative solutions means. Contact with stakeholders, is key to understanding to provisions where we believe this to be appropriate. their views and receiving their feedback. As a result a We are of the view that throughout we are operating considerable amount of Board time has been taken up within the spirit behind the principles of good corporate with reporting back on contact with shareholders and other governance – in a manner that is appropriate to our stakeholders and discussing and responding to points that business, our size and our economic footprint. In particular, they have raised. as a small Board, we recognise that there are matters concerning the size and composition of the Board that fall into this category. The Board and also shareholders, when consulted, are at one with their view that new Board positions should be created only when there is a clear need and when the appointee will add capacity or skills that are needed by the business in order for it to continue to pursue its strategy.

Below we note the areas where we believe we comply with the spirit of the 2018 Code but do not currently adhere completely to the detailed requirements in the provisions. These matters are kept under constant review as a whole by the Board.

INDEPENDENT NON-EXECUTIVE DIRECTORS (NEDS): (SECTION 2 PROVISION 11)

The number of independent NEDs (excluding the Chairman) is currently less than at least half the Board as required by the 2018 Code. As described more fully in the Report of the Nomination Committee, for the period up to the AGM this will be two independent NEDs and four NEDs (including the Chairman). After the AGM Ms M. L. Archibald will stand down and the composition will revert to being one independent NED and three NEDs (including the Chairman). This is a matter which the Board and the NEDs have reviewed in the context of the skills and experience needed either directly on the Board or indirectly through advisers and concluded that given the size of the Company and the stable nature of its strategy, business model and operations, the current composition of Executive Directors and NEDs supported by external advisers, remains appropriate.

APPOINTMENT OF A SENIOR INDEPENDENT DIRECTOR (SID): (SECTION 2 PROVISION 12)

Excluding the Chairman, the Company has two independent NEDs and after Ms M.L Archibald stands down will revert to having one Independent NED. The Board has concluded that it is too small to merit the appointment of a SID. Should this change and the Board and shareholders consider that the needs of the business warrant widening the NED pool for the longer term to a level that creates a clear SID role then we would appoint one.

COMPOSITION OF COMMITTEES IN GENERAL: (SECTION 3 PROVISION 17; SECTION 4 PROVISION 24; AND SECTION 5 PROVISION 32)

The Board is small and therefore the composition of each of the Committees is limited by the available pool of Directors. As noted above, should it be concluded that appointing further independent NEDs was appropriate and would bring value, then composition of the Committees would be reviewed.

BOARD EVALUATION AND DIVERSITY: (SECTION 3 PROVISIONS 21 AND 23)

The Directors consider that the small size of the Group and the Board does not warrant a formal performance evaluation process. However, performance of the Directors is evaluated on an ongoing basis by the Board. In addition, there is no formal policy on diversity and inclusion, again because of the size of the Company, although the Company is committed to equal opportunities for all and that recruitment and selection be strictly on the basis of merit and ability. Both these matters are continually kept under review.

CONCURRENCE – AUDIT COMMITTEE: (SECTION 4 PROVISION 24)

The Chairman of the Board is also the Chairman of the Audit and Risk Committee. The Board currently includes three accountants and the Board has determined that there is no need to appoint a further NED with financial experience. The Board, and separately the NEDs, have considered the Chairman’s role on the Audit and Risk Committee and are firmly of the view that this combined role continues to be in the best interests of the Company for the time being. This situation continues to be reviewed on a regular basis.

REMUNERATION OF THE CHAIRMAN: (SECTION 5 PROVISION 33)

The remuneration of the Chairman is not set by the Remuneration Committee. Instead, in line with the principle of no one being involved in setting their own remuneration, the Chairman’s remuneration, and that of the other NEDs is reviewed by the Executive Directors who make a recommendation to the Board as a whole for final approval, within the limits set by the Company’s Articles of Association.

IN THIS REPORT

In the following pages we describe our governance approach under the headings:
* Board leadership and Group Purpose (page 38)
* Division of Responsibilities (page 39)
* Composition, Succession and Evaluation – the report of the Nomination Committee (pages 41 to 44)
* Audit, Risk and Internal Control – the report of the Audit and Risk Committee (pages 45 to 50)
* Remuneration – the report of the Remuneration Committee (pages 51 to 66)

By Order of the Board

M.M. Bray
Company Secretary
8 July 2025

BOARD LEADERSHIP AND GROUP PURPOSE

The role of the Board is to provide leadership to the Group, called as and when required.

The Board meets formally at least five times a year, with ad hoc meetings to discuss particular transactions and events.# Mountview Estates P.L.C. Annual Report and Accounts 2025

Corporate Governance

All Directors are expected to attend all meetings of the Board, and any committees are members of, and devote sufficient time to enable the Group to meet its strategy and objectives. In addition, the Board ensures that there are appropriate financial and business systems and controls in place to safeguard shareholders’ interests and maintain an appropriate and effective governance framework. In making decisions throughout the year, the Board is strongly aware of its responsibilities to the Company’s shareholders as well as other stakeholders including managing possible conflicts of interest between different stakeholder groups.

The Board operates in accordance with the Company’s Articles of Association and there is a Schedule of Matters Reserved for Board Decision which includes approval of strategy, budgets, financial reports, public announcements, significant acquisitions of property, major capital expenditure, funding and dividend policy. In addition the Board reviews and approves matters related to the operation of the Board and its committees, and, where material, any new or significantly amended operational or staff policies. Routine operational questions are delegated to the relevant team. However, when needed, there is an escalation process to have a proposed course of action considered by the Executive Directors or the Board.

The Company Secretary sends out the agenda and supporting information to all members of the Board in advance of Board meetings. At each meeting the Executive Directors provide an operational update, noting any issues arising and upcoming sales or purchases in the pipeline. The Board receives, by rotation or exception, reports from the heads of department again noting any issues arising. The Risk Matrix, updated for any new information or emerging risks, is reviewed as are any potential conflicts of interest. Any meetings or other contact with shareholders or other key stakeholders are reported back and, where necessary, responses discussed and agreed.

The information supplied to the Board and its committees is kept under review to ensure it is fit for purpose, and that it enables sound decision-making. The Board is mindful of its responsibilities towards all stakeholders and engagement with them as described elsewhere in this Annual Report, including:
* our purpose and wider responsibilities (page 5)
* engagement with our employees (page 15)
* engagement with stakeholder groups (pages 15 to 16)

Understanding and taking into account the short and long term interests of stakeholders when making decisions is central to how the Company operates, recognising that these interests will vary by issue and that trade-offs will often be needed as noted in our Section 172 statement (page 14).

All Directors have access to independent professional advice at the expense of the Group and to the services of the Company Secretary who is responsible to the Board for ensuring the correct procedures are followed, as well as providing corporate governance updates and guidance.

The Directors consider that the small size of the Board does not warrant a formal performance evaluation process. However, performance of the Directors is evaluated on an ongoing basis by the Board. This is a matter continually under review.

SETTING OUR STRATEGY

Group strategy is proposed by the Executive Directors and that strategy is rigorously discussed, debated and agreed by the Board. The Executive Directors together with our employee teams work to implement the strategy reporting back to the Board on progress at each meeting. The Directors constantly seek feedback from any source or stakeholder on how well the current operations are working to meet the strategy as the working environment evolves. Information received is analysed for new and emerging risks and opportunities that may have implications for the strategy and operations, and the risks monitored.

CULTURE

We believe that in achieving these aims our Purpose, values and culture are integral to everything we do, with the tone being set by the way the Board, particularly our Executive team, conduct themselves. Given the long-standing tenure of the Executive Directors and the long average time in post of our staff, then the cultural expectations around day-to-day behaviours, informal norms, and ways of working are well known to all feeding down from the Executives and evolving organically over time to meet new challenges.

Attendance at and number of Board and committee meetings is set out below:

	Mr A.W. Powell	Mr D.M. Sinclair	Mrs M.M. Bray	Ms M.L. Archibald	Ms T.E.B Hartley	Dr A.R. Williams
Full Board	5	5	5	5	1	5
Audit and Risk Committee	5	5	5	5	1	5
Remuneration Committee	5	2	2	5	1	5
Nomination Committee	2	2	2	2	1	2

1. Mr D.M. Sinclair and Mrs M.M. Bray were invited to attend four Audit and Risk Committee Meetings and two Remuneration Committee Meetings.
2. Ms T. Hartley was appointed to the Board on 1 January 2025 and was eligible to attend one board meeting and one meeting of each of the committees.

In accordance with the 2018 Code, all members of the Board offer themselves for re-election each year, with the exception of Ms T. Hartley who is offering herself for election following her appointment to the Board on 1 January 2025, as described in the notice for the upcoming 2025 AGM and as set out in the Directors’ Report on page 34 and in the Notice of Meeting on page 109.

DIVISION OF RESPONSIBILITIES

The 2018 Code requires that there should be a clear division of responsibilities between the roles of CEO and Chairman, both roles being separate and distinct. The Chairman is responsible for leading the Board and ensuring its effectiveness, including the Board’s decision-making process, building a constructive relationship between Executive Directors and NEDs, and, for fostering open debate with an appropriate balance of challenge and support. The CEO is responsible for leading the development and execution of long-term strategies of the business and has specific responsibilities in relation to all matters to do with property purchase and sale.

THE EXECUTIVE DIRECTORS

Day-to-day management is delegated to the Executive Directors with focus on major transactions, business growth, strategy, cash management and control. There is regular communication with the NEDs in order to keep them informed about the Group’s operations. This is done via a schedule of regular Board meetings throughout the year supplemented by ad hoc in person or electronic meetings or by e-mail as needed to address specific matters arising.

The Group has seven Senior Managers reporting to the Executive Directors. There are six core departments – Accounts, Property Management, Property Trading, Rent, IT and Administration – with staff reporting either to the relevant managers and/or directly to the Executive Directors.

THE NON-EXECUTIVE DIRECTORS

The role of the NEDs, as described in their letters of appointment, is to bring independent and objective judgement and scrutiny to all matters before the Board and its committees. During the appointment process steps are taken to confirm that they will have the time needed to meet their responsibilities to the Group.

Throughout the year the NEDs hold meetings periodically without the Executive Directors including meetings to discuss remuneration of the Executive Directors and to meet with the external auditor to discuss the audit of the Annual Report and Accounts.

The 2018 Code requires at least half the Board, excluding the Chairman, should be independent NEDs. For the purpose of the 2018 Code, on appointment as a NED or on appointment as Chairman, Mr A.W. Powell was considered to be independent and Ms M.L. Archibald and Ms T.E.B Hartley are deemed to be independent NEDs. Dr A.R. Williams is a NED but he is not considered to be independent for the purposes of the 2018 Code.

At present the Board does not intend to appoint any Director to fulfil the role of SID, given the limited size of the Board, but may decide to do so in the future.

OUR GOVERNANCE FRAMEWORK

The Directors recognise their accountability as a Board to the shareholders for the effective stewardship of the Group and its strategy, operations, governance and control. In this the Board are supported by three committees whose roles and current composition are:

THE NOMINATION COMMITTEE

This Committee is responsible for reviewing the balance of experience, skills and knowledge on the Board, for succession planning and recommending any appointments to strengthen the Board’s expertise and for managing any re-appointments as needed. Due to the small size of the Board all members of the Board are members of the Nomination Committee.

THE AUDIT AND RISK COMMITTEE

This Committee is responsible for monitoring Mountview’s accounting policies and processes, audit arrangements and for reviewing the risk management and internal audit function framework. The Audit and Risk Committee on page 45 to 50 includes a description of the internal audit work carried out during the year.

The key procedures which the Directors have established with a view to providing effective internal financial control.# Mountview Estates P.L.C. Annual Report and Accounts 2025

Report of the Nomination Committee

MEETINGS

Committee Member	Meetings eligible to attend	Meetings Attended
Mr D.M. Sinclair – Chair	2	2
Mrs M.M. Bray	2	2
Ms M.L. Archibald	2	2
Ms T.E.B Hartley	1	1
Mr A.W. Powell	2	2
Dr A.R. Williams	2	2

All the Directors of the Company are members of the Nomination Committee.

Dear Shareholder, I am pleased to present the Nomination Committee report which sets out its role and activities during the year.

HOW THE NOMINATION COMMITTEE OPERATES

The Board considers that given its size, it would be unnecessarily burdensome to establish a separate Nomination Committee that did not include the entire Board and believes that this enables all Directors to be kept fully informed of any issues that arise. The Nomination Committee and the Board recognise that this means that of the five members meeting in 2024 only one was an independent NED and of the six members meeting in 2025 two were independent NEDs which is not in accordance with Provision 17 of the 2018 Code (see Corporate Governance Report page 37) but consider, that this is an appropriate and pragmatic alternative approach given the size of the Board.

The Nomination Committee met twice during the year ended 31 March 2025, supplemented by informal meetings and discussions. Only the members of the Nomination Committee have the right to attend meetings, but may invite other senior management or advisers to attend all or part of any meeting as appropriate.

ROLE OF THE NOMINATION COMMITTEE

The main roles and responsibilities of the Nomination Committee are set out in its terms of reference, which are reviewed annually and are available on the Group’s website. These responsibilities include assisting the Board in discharging its responsibilities relating to the composition and make-up of the Board and its committees, succession planning, the endorsement of Directors for re-election at the AGM and, when needed, the appointment of additional Directors.

The Board believes in the benefit of having a broad range of skills and backgrounds and the need to have a balance of experience, independence, diversity - including gender, and knowledge of the Group and its Board of Directors. These matters are taken into account during recruitment but ultimately we look to appoint the best candidate for the role on the basis of their merit and ability taking into account the needs of the Group, including the skills needed to support delivery of the Group’s strategic objectives and to ensure the effective functioning of the Board now and in the future.

ACTIVITIES OF THE COMMITTEE

The Nomination Committee, and related Board discussions, covered the following matters:

• the composition of the Board and the Board’s committees
• the balance of skills, experience and knowledge required by the Board and its committees and the business as a whole
• the re-election of all the Directors at the AGM in 2024 and the upcoming 2025 AGM, taking into account their contribution and time commitments
• the review of the Group’s approach to and provisions for succession planning, taking account of the length of service of each director, developing staff, diversity and gender balance and Board evaluation.

These matters are discussed in the Directors’ Report and the Corporate Governance Report and below in relation to succession planning for Mhairi Archibald, independent NED, the appointment of Tracey Hartley as an Independent NED and the extension of the tenure of Dr Andrew Williams as a non-independent NED.

As a result of their work, the Nomination Committee is satisfied that the Board has the necessary experience, knowledge and skills to lead the Group and deliver on its strategy. The Group has also developed succession planning arrangements to cover for both the short term absence of a Director, or the situation where we are seeking a new Director – when the process outlined below would be followed.

NED APPOINTMENTS

In the 2004 Annual Report the Nomination Committee reported that we had engaged an external recruitment consultant Stephenson Executive Search Ltd, which has no other connection with the Group, to carry out a search for a new, suitably experienced and qualified independent NED. As that search was ongoing the Committee agreed to extend Ms Archibald’s contract until 31 March 2025 with the aim of completing the new appointment and enabling a short period of overlap with Ms Archibald to ensure a smooth and seamless transition of Ms Archibald’s role and duties as chair of the Remuneration Committee and her other committee membership roles and responsibilities.

The search restarted in Autumn 2024 using the specification given to Stephenson's Executive Search Ltd in 2023. They interviewed potential candidates, producing a candidate list that was reviewed by the Committee to select a short list for interview. Based on the interviews, which included all members of the Board, the Committee identified and recommended to the Board, and subsequently approved by the Board, the appointment of Ms Tracey Hartley as an independent NED - with effect from 1 January 2025.

MHAIRI ARCHIBALD

In March 2025, and with the advice and support of external advisors, the Committee agreed that Mhairi Archibald’s appointment would be extended for a further short period up to and including the 2025 AGM.

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THE REMUNERATION COMMITTEE

The Committee is comprised of all the NEDs, including the Chairman, and is responsible for both setting remuneration policy and for the implementation of that policy as regards the Executive Directors. NED remuneration is proposed by the Executive Directors and determined by the Board.

Further detail on the Terms of Reference of these Committees can be found on the Company’s website (www.mountviewplc.co.uk). Reports of their activities follow later in this Annual Report and Accounts on pages 41 to 66.

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RISK MANAGEMENT AND INTERNAL FINANCIAL CONTROL

The Board has overall responsibility for risk management and the Audit and Risk Committee is specifically charged with the governance of the risk management, internal control and audit processes. The Board has carried out a robust assessment of the principal risks, as well as considering emerging risks faced by the Group which are set out on pages 12 and 13 and more detail on the function of the Audit and Risk Committee is set out on pages 45 to 50. Details of the Company’s financial risk management objectives and policies are included in Note 3 to the Consolidated Financial Statements on pages 76 and 77.

An ongoing process for identifying, evaluating and managing the significant operational risks faced by the Group was in place throughout the period from 1 April 2024 to the date of approval of the Annual Report and Accounts. The effectiveness of this process is reviewed annually by the Board.

The Directors are responsible for establishing and maintaining the Group’s system of internal financial control. Internal control systems in any group are designed to identify, evaluate and manage risks faced by the Group and meet the particular needs of the Group and the risks to which it is exposed. By their nature such systems can provide reasonable but not absolute protection against material misstatement or loss.

It is also responsible for the clarity and completeness of the Company’s disclosure to shareholders. The Committee is comprised of all the NEDs, including the Chairman.

Identification of business risks

The Board is responsible for identifying the major business risks, as well as emerging risks, faced by the Group. The principal risks and uncertainties faced by the Group are set out in the Review of Operations on pages 11 to 13 together with mitigating factors for each risk.

Management structure

The Board has overall responsibility for the Group and, as described on page 38, there is a formal schedule of matters specifically reserved for decision by the Board.

Corporate accounting

Responsibility levels are communicated throughout the Group as part of the corporate accounting procedures. These procedures set out authorisation levels, segregation of duties and other control procedures.

Quality and integrity of personnel

The integrity and competence of personnel is ensured through high recruitment standards, the regular day to day contact between the Executive Directors and staff, and close supervision.

Monitoring

Internal financial control procedures are monitored and reviewed by the Board as a whole. These reviews embrace the provision of regular information to management, and monitoring of performance and key performance indicators.

The Board is satisfied that the control procedures are adequate to provide accurate information and safeguard the assets of the Group.

2024 CODE

The Board is mindful of the issuance in January 2024 of a new version of the UK Corporate Governance Code – 2024 Code and related guidance. For the current year as well as continuing the practice from last year of using the changes as prompts to review existing disclosures in carrying out the review of the remuneration policy, as described more fully in the Report of the Remuneration Committee pages 51 to 66, the Remuneration Committee chose to adopt the requirements of Provision 37 and 38 of the 2024 Code as part of this review.# Mountview Estates P.L.C. Annual Report and Accounts 2025

Report of the Nomination Committee (Continued)

The Committee has given this careful consideration and believes this is appropriate and that Ms Archibald remains independent given the independence of character and judgement she has brought in her role to date, her knowledge of the Company's operations and her valuable experience arising from her other roles and it is felt this appointment provides valuable continuity at a time of change in Board composition. As noted Ms Archibald will not be standing for re-election but will retire at the conclusion of the 2025 AGM.

TRACEY HARTLEY

Following the search carried out by Stephenson Executive Search Ltd Ms Tracey Hartley MRICS was appointed as an independent NED with effect from 1 January 2025. Tracey has over 25 years of expertise in residential property investment, property, and asset management across Estate, Block, and Build to Rent (BTR) sectors. She has also established a strong track record in senior leadership, strategy, and operations. Her career includes a decade in Operations and Fund Management roles at Grainger P.L.C, and she has served as the Head of Residential at The Howard de Walden Estate, JLL (managing The Crown Estates Central London portfolio) and Chief Operating Officer at Cortland Europe and Senior Director - Operations at Compass Rock International and in June 2025 was appointed Head of Property Asset Management at Wellcome Trust. Ms Hartley has a keen focus on governance, risk, and compliance, ensuring best practices are followed across all levels of operations. Her industry shaping roles include participating in the Government's Private Rented Sector (PRS) Taskforce, serving as the current Chair of the British Property Federation (BPF) Residential Management Committee, being a member of the BPF Living Sectors Board and the RICS UK & Ireland World Regional Board.

DR ANDREW WILLIAMS

Dr Andrew Williams has been a non-independent NED and as a member of the Sinclair Family Concert Party has represented the interests of the family and private shareholders generally since his first appointment on 1 December 2015. Again with the advice and support of external advisors and following discussion, including with the Sinclair Family Concert Party members the Committee agreed to extend his contract for a further three years starting on 1 December 2024.

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PROCESS FOR BOARD APPOINTMENTS

As described above, during the year Tracey Hartley was appointed to the Board with effect from 1 January 2025. The Nomination Committee has a formal appointment process in place that embraces the principles described above and was applied during the year and would be used in future should the need for a new appointment be identified. The key steps in the process are:

• The Nomination Committee considers the skills and experience that it believes are needed for the Group to function effectively, taking account of the skills of the existing Board members and those of external advisers that the Board needs to draw on from time to time.
• Where a particular skill set is believed to be in continuous demand then the Nomination Committee will evaluate the balance of the skills currently on the Board in order to identify a specification of the personal attributes, skills and capabilities and experience needed, including, but not limited to, the skill set that prompted this evaluation.
• Should it be appropriate to filling the vacancy to look for an external candidate, then an independent external search consultant will be appointed, the needs of the appointment and the recruitment process discussed and agreed.
• The process, including interviews and evaluation will be followed in conjunction with the external consultant.
• The conclusion of the process would be a recommendation to the Board.

DIVERSITY

The Group aims to provide equality, fairness and respect for all employees and to oppose and avoid all forms of unlawful discrimination during recruitment and then while employed by the Company. Given the stability and the small size of the Company’s Board and workforce, and thus the infrequency of appointments, the Company has not converted these principles into a formal policy on diversity and inclusion for either the Board or other members of staff. The Board keeps this under review. The Board confirms that as at 31 March 2025 (being the reference date selected by the Board for the purposes of this disclosure), the Company complied with the regulatory targets set out in FCA's UKLR 6.6.6R(9)(a)(i) of having at least 40% of Board Directors being women and at least one senior Board position being held by a woman as there was 50% female representation on the Board, one of whom is the Chief Financial Officer. The chair of the Remuneration Committee is also female. The Board is aware that the target in UKLR 6.6.6R(9)(a)(ii), having at least one Board member from a minority ethnic background, has not been met and its consideration will form part of its deliberations in building a diverse and inclusive culture on the Board. The Company remains committed to the principle of diversity and aims to achieve the targets set out in UKLR 6.6.6R(9)(a). Diversity includes aspects such as diversity of skills, perspectives, industry experience, educational and professional, and social background, gender, ethnicity and age. The Company remains committed to equal opportunities for all and recruitment and selection of new Directors is strictly based on merit and ability. The Committee keeps the composition of the Board, and its diversity, under close review and in considering and acting upon its succession planning for the refreshment of the Board is ensuring that any search for a new Director is open to people of all backgrounds.

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GENDER REPRESENTATION DATA AS AT 31 MARCH, 2025:

As at 31 March 2025, the Group had one female Executive Director, Mrs Marie Bray, who has been on the Board since 2004, and two female NEDs, Ms Mhairi Archibald, who has been on the Board since July 2014 and Ms Tracey Hartley who has been on the Board since January 2025. Female Board membership represented 50% of the Board.

	Number in Number of Number	Percentage of Board members	Percentage of the Board	Senior executive positions*	Executive management**	Percentage of Senior management**
Men	3	50%	2	4	57%
Women	3	50%	1	3	43%
Other	0	0%	0	0	0%
Not specified/ prefer not to say	0	0%	0	0	0%

* Senior positions include: CEO, CFO, SID and Chair.
** Executive management

The Group has seven Senior Managers (who are not Directors). Overall, of our 25 employees and six Directors, 12 are male and 19 are female.

ETHNIC REPRESENTATION DATA AS AT 31 MARCH, 2025:

	Number in Number of Number	Percentage of Board members	Percentage of the Board	Senior executive positions*	Executive management**	Percentage of Senior management**
White British or other White (including minority-white groups)	6	100%	3	7	100%
Mixed/multiple ethnic groups	0	0%	0	0	0%
Asian/Asian British	0	0%	0	0	0%
Black/African/Caribbean/Black British	0	0%	0	0	0%
Other ethnic group, Including Arab	0	0%	0	0	0%
Not Specified/prefer not to say	0	0%	0	0	0%

* Senior positions include: CEO, CFO, SID and Chair.
** Executive management

The Group has 7 Senior Managers (who are not Directors).

APPROACH TO DATA COLLECTION

Mountview has used a consistent approach in collecting the gender and ethnicity data shown in the tables above, drawing data from the Group’s HR Information System based on self-identification responses given during recruitment as amended, if necessary, during employment. Regarding gender, employees can self-identify as either male, female or “other”.

BOARD AND COMMITTEE EVALUATION

The Directors consider that the small size of the Group and Board does not warrant a formal performance evaluation process. However, performance of the Directors is evaluated on an ongoing basis by the Board. This is a matter continually under review.

D.M. Sinclair
Chairman of the Nomination Committee
8 July 2025

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Report of the Audit and Risk Committee

MEETINGS

	Meetings eligible to attend	Committee Member	Attended
Mr A.W. Powell - Chair	5		5
Ms M.L. Archibald	5		5
Ms T.E.B. Hartley	1		1
Dr A.R. Williams	5		5
Non Member Mr D.M. Sinclair¹	5		–
Non Member Mrs M.M. Bray¹	5		–

1. Mr D.M. Sinclair and Mrs M.M. Bray were invited to attend five Audit and Risk Committee meetings.

Dear Shareholder,

I am pleased to present the Audit and Risk Committee Report for the year ended 31 March 2025. The Board considers that I have recent and relevant financial experience as recommended under provision 24 of the 2018 Code as it applies to the Company for the financial year under review. In line with the 2018 Code, the Audit and Risk Committee (the Committee) as a whole is deemed to have competence relevant to the sector in which the Company operates. The Committee and the Board recognises that, given the size and composition of the Board, only one NED is independent. Also as Chairman of the Board I have a dual role. It has been determined that while it is not in accordance with Provision 24 of the 2018 Code (see Corporate Governance Report on page 37) this is a pragmatic alternative approach given the size of the Board.# Report of the Audit and Risk Committee (Continued)

The Committee plays a vital role in ensuring that the interests of the shareholders are protected and in assisting the Board in discharging its responsibilities by challenging the integrity of the financial statements, in reviewing the effectiveness of the internal controls systems within the Group and in considering the scope of the annual audit and the nature and extent of any permitted non-audit work that may be undertaken by the external auditor. This report details the activities of the Committee that were undertaken during the year to 31 March 2025.

ROLE OF THE AUDIT AND RISK COMMITTEE

The Committee’s principal roles and responsibilities, as set out in its terms of reference (which can be found on the Group’s website at www.mountviewplc.co.uk), include:

• monitoring the integrity of the Group’s financial statements;
• reviewing the tone and content of the Interim Report, the Annual Report and Accounts and any associated regulatory news announcements;
• reviewing the Group’s internal financial controls and risk management systems;
• assessing the performance and independence of the external auditor, including the application of our policy on non- audit services;
• selecting the external auditor and making appropriate recommendations through the Board to permit shareholder consideration at the Annual General Meeting;
• assessing the effectiveness of the external audit process;
• acting as a conduit between the Board and the external auditor;
• agreeing and reviewing the programme for the internal audit function;
• reviewing any incidents of whistleblowing occurring within the Group and ensuring adequate review and investigation; and
• reporting to the Board on how it has discharged its responsibilities.

ACTIVITIES OF THE COMMITTEE

During the year the Committee met on five occasions, including meetings with Moore Kingston Smith LLP:

• prior to the issue of the preliminary results to review audit planning and conduct and then audit recommendations, where appropriate, and consider any significant issues arising from the audit and review process, and
• in March 2025 where the Committee agreed the external audit terms of engagement and the auditor’s scope, proposed approach and fees for the annual audit for the financial year 1 April 2024 to 31 March 2025.

Outside of the formal meeting programme, as Committee chairman I stay in contact with key individuals involved in the Company’s governance, including the Chief Executive Officer (CEO), the Chief Financial Officer (CFO), the external audit partner and other external advisers.

The Committee is satisfied that controls over accuracy and consistency of information presented in the Annual Report and Accounts are robust and has confirmed to the Board that it believes this Annual Report and Accounts are fair, balanced and understandable.

KEY AREAS FORMALLY DISCUSSED AND REVIEWED

Principal Responsibilities of the Committee
REPORTING AND EXTERNAL AUDIT	Results, commentary and announcements
• Monitoring the integrity of the Company’s financial statements and all formal announcements relating to the Company’s financial performance, reviewing financial reporting judgements contained within them	• Key accounting policy judgements, including valuations
• Making recommendations to the Board regarding approval of the external auditor’s remuneration, terms of engagement, monitoring independence, objectivity and effectiveness	• Impact of future financial reporting standards
• External auditor’s remuneration and audit tender frequency (last tendered 2023)	• Going concern and long term viability
• External auditor effectiveness	• External auditor management letter, containing observations arising from the annual audit leading to recommendations for financial reporting improvement
VALUATIONS	Annual report on the effectiveness of the valuer which considers the quality of the valuation process and judgement
• Monitoring and reviewing the valuation process for the investment properties	• Valuer competence and effectiveness
• Challenge the Executives in respect of both the independent external valuations and Directors’ valuations across the entire property portfolio
RISK AND INTERNAL CONTROL	Maintenance of the Risk Register including identifying and then making a robust assessment of the principal risks facing the Group
• Reviewing the principal risks and uncertainties as well as emerging risks, including those that could affect solvency or liquidity, future performance and its business model	• Horizon scanning for emerging risks
• Review of risk disclosures as part of review of accounts approach to risk in the Annual Report and Accounts	• Conduct scenario analysis for the long term viability statement
• Confirming the internal audit annual work programme	• Review outcomes of Internal Audit work
• Reviewing the effectiveness of internal controls, including those related to hybrid working and cyber risk from remote access	• Reviewed reports by the Executive Directors, senior managers, including IT, and the internal and external auditors on the operation of controls
OTHER	Reviewed and confirmed the Terms of Reference; execution and effectiveness monitored through a progress table and externally sourced questionnaires
• Reviewing the committee’s Terms of Reference and monitoring its execution	• Reviewed processes for monitoring and assessing the impact of new relevant regulation
• Considering compliance with legal requirements, accounting standards, the UK Listing Rules and Disclosure Guidance and Transparency Rules	• Reviewed whistle-blowing and related arrangements as set out in the staff manual. Confirmation from the CFO and their operation. that there have been none during the year
• Reviewing the whistle-blowing policy and operation and related policies including the anti-bribery and gift policy, and their operation.

EXTERNAL AUDIT

Audit tenure: – Following best practice and in accordance with its Terms of Reference, the Committee annually reviews the audit requirements of the Company and suitability of the auditor. Moore Kingston Smith LLP have been the Group’s auditors since January 2024 when they were appointed following a formal tender process. Current UK regulations require rotation of the lead audit partner every five years, a formal tender of the audit every ten years and a change of auditor every twenty years. The Senior Statutory Auditor for the 2024 audit Mital Shah has moved on from Moore Kingston Smith LLP and in his place Jonathan Russell has taken on this role for the 2025 audit and coming years.

Objectivity and independence: – These aspects are critical to the integrity of the Group’s audit. Prior to the planning meeting the Committee reviewed the auditor’s own policies and procedures concerning objectivity and independence, including reviewing their Transparency Report found on their website. We also confirmed that the auditor’s evaluation and remuneration processes did not contain incentives for cross-selling.

Planning and contact: – Prior to the audit the Committee, together with the Executive Directors, met with the external auditor Moore Kingston Smith LLP to review their proposals for the audit and agreed their terms of engagement, their proposed approach and their fees for the audit. The Committee is confident that appropriate plans were put in place to carry out an effective and high quality audit. Moore Kingston Smith LLP re-confirmed to the Committee during the meetings that they maintained appropriate internal safeguards to ensure their independence and objectivity.

Effectiveness of the external audit process: – The Committee appraised Moore Kingston Smith’s performance and independence by ensuring there is a comprehensive engagement letter in place, assessing their audit plan, including the quality and consistency of their team and then assessing the quality of their reports. The Chairman was in contact with the audit team, during the audit to discuss progress and any issues arising from the audit. In addition, we received feedback from Mountview’s finance team who noted that Moore Kingston Smith LLP were professional and constructive while maintaining their independence and robustness when carrying out their work. At the conclusion of their work the Committee met with the external auditor without the Executive Directors present to discuss their audit findings, including recommendations for financial reporting improvement and their management letter containing observations arising from the annual audit. The discussion also covered the application of materiality and adjusted and unadjusted audit differences. No material differences were identified during the current or prior year’s audit.# Re-appointment

– Based on their review the Committee believes Moore Kingston Smith LLP remains effective in its role and, Moore Kingston Smith LLP having indicated their willingness to be reappointed as the Group’s external auditor, the Committee has recommended to the Board that they be appointed for another year. A resolution to this effect will be proposed at the 2025 AGM.

Non-audit services: – The Group’s policy requires that all non-audit fee work that falls within the category of allowed services under the applicable Ethical Standards is reported to the Committee. The Committee can confirm that this policy was adhered to and that no such services were provided by Moore Kingston Smith LLP during the year. Accordingly, the Committee has concluded that the auditor’s objectivity and independence were safeguarded. The fees paid to Moore Kingston Smith LLP are shown in Note 6 to the Accounts.

INTERNAL AUDIT

Internal Audit focuses on the areas of potential risk to the Group. The annual audit planning cycle produces a proposed work programme for the year developed taking account of prior internal or external audit findings and monitoring the risk management process through the risk matrix. The work programme is designed to be flexible so that it can change in response to altering priorities and requirements, including those related to external factors that could affect the Group.

The internal audit programme for the year included:
• liaison with Moore Kingston Smith LLP during the conduct of their first audit in 2024 – a role which is continuing into 2025;
• reviewing management accounts preparation processes;
• reviewing tax computation and filing processes;
• review of admin expenditure; and
• review of payroll and pension processes.

This internal audit work complements the close day to day involvement of the Executive Directors and the internal control and risk management procedures in place. The Committee retains the power to commission assurance work from time to time as it sees fit if needed to complement existing skills and experience.

VIABILITY STATEMENT AND GOING CONCERN

The Committee provides advice to the Board on the form and basis underlying both the going concern and the longer-term viability statement, including the potential impact of market, climate, inflation and interest rate changes. The Committee are satisfied that while these remain relevant factors that, at the date of signing this report, a reverse scenario with the potential to seriously damage the validity of either statement is unlikely. Therefore the Committee concluded that it remains appropriate for the financial statements to be prepared on a going concern basis and recommended the viability statement to the Board.

The Company’s going concern statement can be found on page 33. The viability statement can be found on page 13.

Report of the Audit and Risk Committee (Continued)

SIGNIFICANT ISSUES CONSIDERED IN RELATION TO THE FINANCIAL STATEMENTS

Significant issues and accounting judgements are identified by the finance team and the external audit process and are considered and reviewed by the Committee. The significant issues considered by the Committee in respect of the year ended 31 March 2025 are set out in the table below

| Issues | How the issues were addressed # GOVERNANCE

Remuneration Report (Continued)

EXECUTIVE DIRECTORS’ AWARDS

As in prior years, and as noted elsewhere in this Annual Report, the Committee has been mindful of the role of chance and external factors outside the role or control of the Executive Directors when it comes to the properties becoming vacant for sale and also the cost of properties sold and thus gross margin and PBT. The Committee also noted, as in 2024, the executives role in purchasing during the year topping up the portfolio with further acquisitions. The Remuneration Committee has applied its own discretion when reaching decisions. Specifically, when looking at the performance of the Executive Directors we have been mindful of their contribution to ensuring that operations have run smoothly this year. The Mountview staff (excluding the Executive Directors) were not specifically consulted as part of the process. However, the Committee did take account of the general pay and conditions that apply to the staff which are determined by the Executive Directors with whom they work closely on a day to day basis. In the year in recognition of their continued diligence and commitment to the Company and its success staff were awarded salary increases averaging approximately 8% with percentage increases tapering for staff with higher salaries. Taking account of the ranges of awards being made within the peer group and similar sized quoted companies, the Remuneration Committee has agreed to an increase in Executive Director salaries of 3% which, as in previous years, is a substantially lower percentage increase than the increase for Mountview’s staff. In reviewing the bonus figures for the year, the Remuneration Committee has adopted the approach used in prior years of taking into account the financial metrics of the Group (primarily profit before tax), non-financial factors and, where relevant market benchmarks and trends. In light of the decrease in Profit before Tax for the year 2024/25, the Remuneration Committee set the bonus awards at £270,000 and £225,000 for the CEO and CFO respectively. We are grateful to our Executive Directors and their continuing efforts to deliver the best results to the benefit of shareholders and other stakeholders in line with the Company’s strategy. I am also thankful for the valuable contributions of my fellow Remuneration Committee members throughout the year.

M.L. Archibald
Chairman, Remuneration Committee
8 July 2025

REMUNERATION POLICY REVIEW

OBJECTIVES OF THE REVIEW

Following the 2022 review that restructured the remuneration packages for the Executive Directors the Remuneration Committee has tracked the performance of the Remuneration Policy which has operated as planned. Further, as described elsewhere in this report, the strategy and business model of the Group are reviewed regularly with shareholders and they continue to support both. With this in mind and also taking account of the evolution of governance, legislation and regulation, the Remuneration Committee’s key objectives for the current Remuneration Policy review were to ensure that:
* incentives remain aligned with the strategy;
* packages are competitive against our peer group;
* our remuneration policies are suitable to attract, motivate and retain the right talent; and
* our remuneration policies and practices are in line with the evolving legislation, regulation and good practice including matters arising from the revised UK Corporate Governance Code 2024 (2024 Code) published in 2024.

Notwithstanding the 2024 Code dropping Provision 40, in line with widespread practice, in the conduct of the review process and the updated policy we have sought to reflect the characteristics outlined in Provision 40 of the 2018 Code as follows:

• Clarity – we sought to engage with major shareholders during the review. The new policy with reasons for changes adopted and suggestions not taken up have been discussed with our shareholders and directors.
• Simplicity – as discussed further below, we have retained the simplicity of the current policy avoiding artificial or immaterial metrics.
• Risk – we have been mindful of the risk environment of the Group and aimed at ensuring that the policy reflected but did not add to that environment as could be the case with, for example, misaligned metrics that could encourage inappropriate risk taking.
• Predictability – the Short-Term Incentive (STI) arrangements lead to a predictable range of outcomes and are subject to a cap.
• Proportionality – the policy is designed to lead to awards that blend the objectivity of financial metrics and subjectivity involved in assessing non-financial performance.
• Alignment to culture – the principles of rewarding individual performance and thus contribution to Group results are reflected in remuneration structures throughout the Group.

OVERVIEW OF THE REVIEW

The Executive Directors have continued to lead the Company as it has delivered very good results despite the adversity faced, including market volatility, increasing interest rates and the higher inflation found in the cost-of-living crisis. These results continue to flow through to dividends to the benefit of all shareholders. These results have been delivered by applying a long-standing strategy and stable business model and operations that reflect this strategy. The maturity of these aspects of the business mean that, in the Remuneration Committee’s view, the inherent risk of the operations continue to be lower than for many other quoted companies and that, as a result, the rebalanced structure of the Executive Directors’ remuneration packages implemented in 2022 remains appropriate. Accordingly, for this review we have limited changes to those deriving from:
* the updated remuneration provisions of the 2024 Code that we have chosen to adopt early for this policy review, and
* evolution of best practice as proposed by our advisers.

The Remuneration Committee also noted the publication of the Investment Association’s updated 2024 Principles of Remuneration in October 2024. The Committee and our advisers have reviewed our current and the updated proposed remuneration policies against these Principles and are satisfied that the updated Remuneration Policy is consistent with them. In addition to the Remuneration Committee’s own deliberations, recent feedback and comments received from our advisers and shareholders have informed the process.

PROPOSED POLICY CHANGES

In developing the proposals set out in this report, the Remuneration Committee was informed by detailed consultation with, and research by, FIT and in their role as our employment lawyers responsible for our Executive and employment agreements, review of proposals by Forsters LLP, and through consultation with the Sinclair Family Concert Party and other major shareholders. While employees were not specifically consulted as a part of the review, the Remuneration Committee did take into account the general pay and conditions that apply to the Company’s employees which are determined by the Executive Directors with whom they work closely on a day-to-day basis. Following discussion and the research and feedback from advisors and shareholders, the Remuneration Committee are proposing the following action to accommodate the updated regulations:
1. Amendments to reflect the changes to Provisions 37 and 38 in the 2024 Code as described more fully below and
2. To align with prevailing market practice, in the section on “Shareholding requirement and post employment holding period”, clarifying the Committee’s position on how share ownership requirements and post employment holding periods are to be addressed for current and any incoming Executive Director.

In addition, where needed, minor editorial changes have been made without altering the substance of the previous policy. The Remuneration Committee is now seeking the wider shareholder approval of the proposed changes within the policy at the AGM on 13 August 2025

AMENDMENTS ARISING FROM THE 2024 CODE

The changes in provisions arising from the 2024 Code are as follows:
* Amended Provision 37: incorporating malus and clawback provisions into Executive Directors’ service agreements.
* New Provision 38: reporting on malus and clawback to include disclosure of (i) the circumstances in which malus and clawback provisions could be used; (ii) the period of application for malus and clawback and why the selected period is best suited to the Company and (iii) whether the provisions have been used in the last reporting period and a clear explanation of the reason for application. Specifically, item (i) was included in the 2022 policy and item (iii) was reported in 2024; whereas item (ii) is included in the 2024 review.# Deletion of Provision 40:

Notwithstanding the 2024 Code removing provision 40 of the 2018 Code concerning policy and practice areas that remuneration committees should address (clarity; simplicity; risk; predictability; proportionality; and alignment to culture), following discussions with our advisers and in line with widespread practice in this transition year we have retained notes on these matters which are set out above under the section: “Objectives of the review”.

KEY PRINCIPLES OF THE REMUNERATION POLICY

The Company’s Remuneration Policy continues to be designed to attract, motivate and retain the right talent for our business in order that it can continue to deliver excellent returns for shareholders. The Remuneration Committee believes that there should be a clear link between the Group’s financial results and the short-term incentive element of the remuneration of its Executive Directors. In order to achieve this, the Remuneration Policy provides for the Executive Directors’ total remuneration to comprise the following elements: base salary, a short-term incentive award, pension and benefits. All elements are considered annually by the Remuneration Committee, most notably its review focuses on base salary and the short-term incentive award. Base salary is reviewed with regard to seniority, inflationary increases, personal performance, changes in responsibilities, market trends and peer group; whereas the short-term incentive award is reviewed and aligned to:

1. the Group’s financial metrics (primarily profit before tax);
2. the Executive Director’s personal contribution; and
3. non-financial corporate goals to build for long-term sustainable success, including management development, succession planning and the maintenance of a robust business infrastructure.

At the same time the Remuneration Committee takes account of the pay and conditions for the Company’s employees and reviews market comparators to ensure that the reward is appropriate. The Remuneration Committee considers the relative performance of the Group’s results in relation to its peers in determining where appropriate benchmarks should be set (i.e. upper quartile, median or lower quartile). The Remuneration Committee then considers these factors in the context of historical and current performance when applying its judgment and discretion in the process for determining awards.

Given that the Executive Directors (particularly the Chief Executive Officer) have significant personal holdings of the Company’s shares that were not acquired through a share based incentive scheme, the Remuneration Committee does not consider that a long-term incentive share scheme (LTI) or other similar share schemes are appropriate. The Executive Directors do not receive a pension, but the Remuneration Policy still provides the ability to provide for a pension contribution in the event that new appointments are made in the future. Pension contributions are made on behalf of other employees working at the Company. The revised policy updates and clarifies the position on malus and clawback and also on shareholding requirements and post employment holding periods for both the current Executive Directors and also for any future Executive Director employed by the Group.

55

GOVERNANCE

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Mountview Estates P.L.C. Annual Report and Accounts 2025

Remuneration Report (Continued)

USE OF METRICS WHEN CONSIDERING THE SHORT TERM INCENTIVE

As noted elsewhere in this Annual Report and Accounts, the Group’s main drivers of their principal source of revenues and profit arising in the current year – sales on vacant possession – are beyond the control of the Group or the Executive Directors. The timing of vacant possession, the location and thus market price of properties disposed of, the original purchase date of the properties sold and the appetite for the properties that are sold are all factors beyond the Group’s control. It is also the case that at a transaction level, the net proceeds are a function of the historic and current astuteness, judgement and experience brought to bear when purchasing properties, setting reserve prices and the pricing of those sales being made by private treaty – all of which are ongoing activities within the remit of the Executive Directors and their teams. The Remuneration Committee considered that, while firmly of the view that there should be a clear link between the Group’s financial results and the short-term incentive element of the remuneration of the Executive Directors, the use of metrics that attempted to link Executive Director’s performance with the current year’s profits would be unreliable and, at best, be artificial and, at worst, be misleading. Consequently, the Remuneration Committee concluded that the current approach continued to be appropriate.

MALUS AND CLAWBACK PROVISIONS

Malus and clawback provisions operate in respect of the annual bonus to protect shareholder interests and reduce the risk of inappropriate risk taking. Events or actions that could trigger the activation of malus and clawback provisions would be:

• material misstatement of audited financial results and as a result the bonus award was made or paid to a greater extent than it should have been;
• an error in calculating a performance condition;
• serious failure of risk management;
• any circumstances justifying summary dismissal from office or employment with the Group (including but not limited to dishonesty, fraud or gross misconduct);
• significant reputational damage;
• corporate failure or insolvency having regard to the involvement of the individual executive in any events which occurred during such bonus year which led to such insolvency.

In the event of any of the matters noted above becoming applicable then the malus and/or clawback provisions may apply to the extent to which the Remuneration Committee considers that the relevant individual was involved (directly or through oversight) in such events for three years from the date of payment of any bonus. In complex cases, the Remuneration Committee, at its discretion, may extend this period for further two years to allow an investigation to take place. The Remuneration Committee considered the period of application for malus and clawback and concluded that three years was both in line with market norms and was also a reasonable timeframe in which financial misstatements or misconduct are likely to be identified. The malus and clawback provisions were not used in either of the years to 31 March 2025 or to 31 March 2024.

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Mountview Estates P.L.C. Annual Report and Accounts 2025

SHAREHOLDING REQUIREMENT AND POST EMPLOYMENT HOLDING PERIOD

Shareholding requirement:

The Company supports the principle that to promote stewardship and to align the interests of Executive Directors with those of shareholders, Executive Directors should build up and maintain a shareholding in the Company. The present Executive Directors both have long standing, substantial personal holdings in the Company, which the Remuneration Committee believe meets this principle. To continue this principle, any future Executive Director would be expected to build up and maintain a shareholding in the Company either through purchasing shares or through share awards earned under short- or long-term incentive plans. There will be no maximum level. However, to avoid placing undue financial pressure on a new Executive Director having to fund their investment in a substantial shareholding in the Company at the outset of their appointment, the Remuneration Committee will use its discretion in relation to both the nature and constituent components of their remuneration package and also in respect of the amount and period during which they will be required to build up their shareholding in the Company. In developing these requirements, the Remuneration Committee will be cognisant of the particular circumstances of the Company, and also of similar arrangements in operation within other quoted companies at that time.

Post-employment holding period:

Should a share based incentive scheme be introduced for current or new Executive Directors any shares awarded under such scheme will be subject to the above principles (as modified to reflect prevailing practice from time to time) and also to a post-cessation holding period. Following the cessation of their executive directorship, an Executive Director would be required to retain a shareholding in the Company for a two year period, on such terms and in such amounts as set out in the relevant share based inventive scheme. At the end of the post- employment holding period, the shares would become free to dispose of. For the purposes of this requirement an Executive Director’s relevant shareholding will include those shares awarded under any short- or long-term incentive plan but exclude shares acquired personally.

DISCRETION

The Remuneration Committee considers annually both salary and the STI awards which operate in accordance with the policy tables on pages 58 and 59. Consistent with market practice, the Remuneration Committee retains discretion over a number of areas relating to the operation and administration of these awards. This includes the ability within the policy to:

• adjust targets and/or set different measures or weightings for the applicable awards, if the Remuneration Committee determines that either for the current year external developments support modification of the terms or determines that the original conditions are no longer appropriate or do not fulfil their initial purpose for the longer term.# Mountview Estates P.L.C. Annual Report and Accounts 2025

Remuneration Report (Continued)

In either case such changes would be explained in the Directors’ Remuneration Report and, if appropriate, be discussed with our major shareholders • adjust the outcomes under the policy to ensure these are aligned to and are reflective of the underlying business aims and performance of the Group, or in response to external factors that affect the Group’s performance in a manner consistent with other listed companies In particular, in relation to the STI awards the areas of discretion include, but are not limited to, determining the participation of new Executive Directors, the award levels, setting or amending performance measures and targets, treatment of awards on a change of control, treatment of awards for leavers and adjusting awards (e.g. as a result of a change in capital structure).

REMUNERATION POLICY DETAIL TABLES

The tables below summarise the main elements of the remuneration packages of the Executive Directors, the key features of each element, their purpose and linkage to strategy.

EXECUTIVE DIRECTORS

Component	Purpose and link to strategy	Operation	Opportunity	Performance metrics
BASE SALARY	To provide a competitive level of non-variable remuneration and major element of total remuneration aligned to the Company’s peer group and reflective of the seniority of the post, the experience of the Executive and the known and expected contribution to the Group’s strategy.	Base salaries are reviewed each year with regard to the seniority of the individual, changes to responsibilities, performance, peer group developments and inflationary increases taking into account the Consumer Prices Index, published annual remuneration surveys and the average change in workforce salaries, excluding promotion, merit or similar components of workforce rises, if this is lower than the published inflation indices. While all the factors above are taken into account, the percentage annual increase will normally not exceed the small cap upper quartile figure increase for executives as reported annually by FIT or other reputable provider of survey data.	Base salaries are fixed for each financial year and effective from 1 April each year.	None
PENSION	To attract and retain high quality Executives by providing income in retirement.	The Company would offer contributions to an approved defined contribution pension scheme. The current Executive Directors do not receive contributions under a pension scheme.	Contributions would be made at the rate applied to workforce pensions and be based on base salary only. Contributions may be made at a higher rate through salary sacrifice.	None
BENEFITS	To aid the recruitment and retention of high quality Executives.	The Company provides private medical insurance, sick pay and life assurance. Other non-pensionable benefits may be provided if the Remuneration Committee considers it appropriate. The Remuneration Committee reserves the discretion to introduce new benefits where it concludes that it is appropriate to do so, having regard to the particular circumstances and to market practice.	The benefits are fixed in relation to the Executive’s base salary. The Remuneration Committee reviews the appropriateness of these benefits. The value of benefits may vary from year to year depending on the cost to the Company from third-party providers.	None
SHORT TERM INCENTIVE	Incentive awards are to be aligned with Group financial performance and reward personal contribution to results.	Awards are reviewed each year with regard to the individual’s performance and their contribution to the Group’s performance, financial results and peer group comparators.	Any award under this scheme will be set at a level that aligns the short- term incentive award with the Group’s financial performance, while also reflecting non- financial contributions and remaining comparable with our peer group. The maximum percentage of base salary payable for an award under this scheme is 100%.	The Remuneration Committee considers financial metrics (currently primarily profit before tax), other non-financial achievements and corresponding movements within the peer group over the course of the financial year under review.

NON-EXECUTIVE DIRECTORS

The policy on Non-Executive Directors’ fees is set out below:

| Component | Purpose and link to strategy | Operation # Remuneration Report (Continued)

ANNUAL REMUNERATION REPORT (AUDITED INFORMATION)

DIRECTORS’ TOTAL REMUNERATION

Benefits in kind	Total Fixed Remuneration	Bonus	Total
2025
£000	£000	£000	£000
Salary
Executive
D.M. Sinclair	890	40	930
M.M. Bray	725	–	725
Non-Executive
A.W. Powell	110	–	110
M.L. Archibald	45	–	45
Dr A.R. Williams	45	–	45
Ms T.E.B Hartley	11	–	11
	1,826	40	1,866

1. The Benefits in kind are as set out in the policy table.
2. The current Executive Directors do not receive a pension contribution thus the Total Fixed remuneration comprises salary and benefits.
3. The approach used for the bonus awards is described in the ‘Role of the Remuneration Committee’ note on page 51. The Company does not operate a LTI scheme, and thus the bonus figures are the Total Variable Remuneration
4. Commensurate with his role as Chairman Tony Powell’s salary was increased to £110k p.a. from 1 April 2024. The salary of both M.L. Archibald and Dr A.R. Williams was increased to £45k p.a. from 1 April 2024. Ms T.S.B. Hartley joined the Board with annual fees of £45k p.a.

Benefits in kind	Total Fixed Remuneration	Bonus	Total
2024
£000	£000	£000	£000
Salary
Executive
D.M. Sinclair	863	31	894
M.M. Bray	702	–	702
Non-Executive
A.W. Powell	108	–	108
M.L. Archibald	43	–	43
Dr A.R. Williams	43	–	43
	1,759	31	1,790

1. The Benefits in kind are as set out in the policy table.
2. The current Executive Directors do not receive a pension contribution thus the Total Fixed remuneration comprises salary and benefits.
3. The approach used for the bonus awards is described in the Role of the Remuneration Committee note on page 51. The Company does not operate a LTI scheme, and thus the bonus figures are the Total Variable Remuneration.

UNAUDITED INFORMATION

CEO SINGLE FIGURE

CEO single figure of Bonus as % of total remuneration	maximum bonus*
£000
2025 D.M. Sinclair	30.34%
2024 D.M. Sinclair	37.08%
2023 D.M. Sinclair	31.93%
2022 D.M. Sinclair	33.73%
2021 D.M. Sinclair	36.12%
2020 D.M. Sinclair	33.54%
2019 D.M. Sinclair	33.08%
2018 D.M. Sinclair	35.42%
2017 D.M. Sinclair	42.89%
2016 D.M. Sinclair	55.08%

• Prior to 2017 the Remuneration Policy did not have a maximum for STI – so the bonus as a percentage of maximum is not formally computable. However, for the purposes of comparison we have computed these percentages for earlier years as if the post 2022 policy applied.

CFO SINGLE FIGURE

CFO single figure of Bonus as % of total remuneration	maximum bonus*
£000
2025 M.M. Bray	31.03%
2024 M.M. Bray	37.75%
2023 M.M. Bray	32.59%
2022 M.M. Bray	34.62%
2021 M.M. Bray	37.43%
2020 M.M. Bray	34.53%
2019 M.M. Bray	34.05%
2018 M.M. Bray	36.55%
2017 M.M. Bray	44.68%
2016 M.M. Bray	57.14%

• Prior to 2017 the remuneration policy did not have a maximum for STI – so the bonus as a percentage of maximum is not formally computable. However, for the purposes of comparison we have computed these percentages for earlier years as if the post 2022 policy applied.

PERCENTAGE CHANGE IN REMUNERATION OF DIRECTORS AND EMPLOYEES

The percentage change in remuneration between 2020 and 2025 for the Directors and for all employees, excluding the Directors, in the Group was:

	2024-25	2023-24	2022-23	2021-22	2020-21
	Base Salary	Taxable Benefits	Annual Bonus	Base Salary	Taxable Benefits
Executive Directors*
D.M. Sincalir	3.13%	29.03%	(15.63)%	3.98%	19.23%
M.M. Bray	3.28%	N/A	(15.09)%	4.00%	N/A
Non-Executive Directors
A.W. Powell	1.85%	N/A	N/A	2.86%	N/A
M.L. Archibald	4.65%	N/A	N/A	4.88%	N/A
Dr A.R.	Williams 4.65% N/A N/A 4.88% N/A N/A 2.50% N/A N/A 2.56% N/A N/A 0.00% N/A N/A T.E.B Hartley N/A N/A N/A Employees 9.20% 6.45% (14.92%) 9.88% 0% 12.72% 9.78% (1.36) 14.00% 9.58% (16.75)% (1.97)% 4.02% (1.98)% 32.75%

• The 2024/25 staff taxable benefits have increased by 6.45%. As in recent years the car benefit reduced as, when a car lease ends diesel cars are replaced by hybrid cars. This switch attracts a lower taxable benefit resulting in a reduction in car benefits of 23.6% (2023/24 -16.9%; 2022/23 -6.7; 2021/22 -20%; 2020/21 -2.1%). Other taxable benefits increased by 52.2% (2023/24 increased by 42%; 2022/23 increased by 14.6%; 2021/22 reduced by 8%; 2020/21 increased by 0.6%).

** The percentage change in annual bonus for the Executive Directors shown for 2024/25, 2023/24 and 2022/23 is based on the rebalanced figures for their remuneration as described in the 2022 Remuneration Report notes on the revised policy presented to the 2022 AGM. Prior year's changes are as previously reported, and the current year’s changes are computed as a simple ratio.

PERFORMANCE GRAPH

The graph illustrates the Company’s performance compared to a broad equity market index over the past ten years. As the Company is a constituent of the FTSE 350 Real Estate Index, that index is considered the most appropriate form of broad equity market index against which the Company’s performance should be plotted. Performance is measured by Total Shareholder Return as represented by share price performance and dividend. The graph looks at the value of £100 invested in Mountview Estates P.L.C. compared to the value of £100 invested in the FTSE All-Share Index and the FTSE 350 Real Estate Index on 31 March each year.

10 YEAR TSR RETURN – ANNUAL CHART

200
150
100
50
0
31/03/2015 31/03/2016 31/03/2017 31/03/2018 31/03/2019 31/03/2020 31/03/2021 31/03/2022 31/03/2023 31/03/2024 29/03/2025
Mountview Estates – Total Return Index
FTSE 350 SS Real Estate £ – Total Return Index
FTSE All Share Index – Total Return Index

Mountview Estates P.L.C. Annual Report and Accounts 2025

RELATIVE IMPORTANCE OF SPEND ON PAY

The difference in actual expenditure between 2024/25 and 2023/24 on remuneration for all employees in comparison to profit after tax and distributions to shareholders by way of dividend is set out in the tabular graphs below:

	PROFIT AFTER TAX (£M)	DIVIDEND (£M)	TOTAL EMPLOYEE PAY
2025	4.93	20.47	23.49
2024	0.06M	5.44	20.47
2025		5.38
2024		28.42
2025			20.47
2024

STATEMENT OF IMPLEMENTATION OF REMUNERATION POLICY IN THE CURRENT FINANCIAL YEAR

Executive Directors: Following consultation with our advisers on the current trends in the market in relation to executive salary awards, with effect from 1 April 2025 the basic salary of the CEO will be increased to £917k p.a. and the CFO to £747k p.a.

Non-Executive Directors: The Board considered the fees payable to the Non-Executive Directors and given that many at Mountview experienced no overall increase in remuneration during the year it was agreed that NEDs fees would remain at their 2024/25 level.

DETAILS OF THE REMUNERATION COMMITTEE

During 2024/2025 the Remuneration Committee comprised all NEDs (three for meetings held in 2024 and four for meetings in 2025), including the Chairman who was independent on appointment, and one independent NED during 2024 and two during 2025. The Remuneration Committee and the Board recognize that this is not in accordance with Provision 32 of the 2018 Code (see Corporate Governance Report page 37) however, given the size and composition of the Board, believe that this alternative approach to the membership of the Remuneration Committee is pragmatic.

STATEMENT OF VOTING AT GENERAL MEETING

At the Annual General Meetings held on 14 August 2024 and 10 August 2022, the Directors’ Remuneration Report and the Directors’ Remuneration Policy received the following votes based on proxy forms from shareholders.

Resolution	Shares voting for	%	Shares voting against	%	Total votes cast	Votes withheld
Annual report on Remuneration (2024 AGM)	2,049,351	68.10%	960,160	31.90%	3,009,811	300
Remuneration Policy (2022 AGM)	2,027,587	67.02%	997,671	32.98%	3,025,258	0

As reported in a regulatory announcement on 14 February 2025: Following the 2024 AGM the Company identified as far as possible those shareholders who did not support the various resolutions and attempted to engage with them to seek their views. Some shareholders did not wish to engage, other shareholders raised matters which are under consideration by the Board. The Board is grateful to those shareholders who took part in the engagement process and value the feedback provided. The Company remains committed to shareholder engagement and we will continue to offer to have discussions with shareholders and will take into account their concerns and considerations in the future.

Mountview Estates P.L.C. Annual Report and Accounts 2025

Remuneration Report (Continued)

DIRECTORS’ INTERESTS IN SHARE CAPITAL*

The number of Ordinary Shares in the Company in which the Directors and their families were interested is as follows:

	31 March 2025	31 March 2024
Ordinary Shares of 5p each
D.M. Sinclair including: • holding of Mrs C.R Sinclair of 50,000 • holding of Sinclair Estates Limited of 55,965. (Mr Sinclair is a Director of Sinclair Estates Limited.) • holding of The Sinclair Charity of 58,117 (Mr Sinclair is a trustee of The Sinclair Charity.)	598,300	596,500
M.M. Bray	12,302	12,302
ML. Archibald	–	400
Dr A.R. Williams	58,106	61,206

• As noted on page 55 the Company does not operate any LTI or similar share schemes. All the above interests are beneficial unless otherwise stated. There were no other changes in shareholdings during the year and no changes between 31 March 2025 and the date of this report.

Ms. M.L. Archibald
Chairman of the Remuneration Committee

On behalf of the Board
8 July 2025

Mountview Estates P.L.C. Annual Report and Accounts 2025

Consolidated Statement of Comprehensive Income for the year ended 31 March 2025

	Year ended 31 March 2025	Year ended 31 March 2024
Notes	£000	£000
Revenue	4 72,132	79,472
Cost of sales	4 (29,954)	(31,023)
Gross profit	42,178	48,449
Administrative expenses	(6,765)	(7,006)
Gain on disposal of investment properties	13 885	–
Operating profit before changes in fair value of investment properties	36,298	41,443
(Decrease)/Increase in fair value of investment properties	13 (23)	153
Profit from operations	36,275	41,596
Net finance costs	8 (4,971)	(3,710)
Profit before taxation	31,304	37,886
Taxation – current	9 (8,701)	(9,429)
Taxation – deferred	19 890	(38)
Taxation total	9 (7,811)	(9,467)
Profit attributable to equity shareholders and total comprehensive income	23,493	28,419
Basic and diluted earnings per share (pence)	11 602.5p	728.9p

All the activities of the Group are classed as continuing. Basic and diluted earnings per share (pence) is from continuing and total operations.

The Notes on pages 71 to 87 are an integral part of these consolidated financial statements.

FINANCIAL STATEMENTS

Mountview Estates P.L.C. Annual Report and Accounts 2025

Consolidated Statement of Financial Position for the year ended 31 March 2025

	As at 31 March 2025	As at 31 March 2024
Notes	£000	£000
Assets
Non-current assets
Property, plant and equipment	12 1,387	1,440
Investment properties	13 21,670	25,568
Total non-current assets	23,057	27,008
Current assets
Inventories of trading properties	15 466,774	446,398
Trade and other receivables	16 1,566	1,479
Cash at bank	18 524	739
Total current assets	468,864	448,616
Total assets	491,921	475,624
Equity and liabilities
Capital and reserves attributable to equity holders of the Company
Share capital	21 195	195
Capital reserve	22 25	25
Capital redemption reserve	22 55	55
Other reserves	22 56	56
Retained earnings	23 402,324	399,301
Total equity	402,655	399,632
Non-current liabilities
Long-term borrowings	18 78,700	66,500
Deferred tax	19 4,915	5,805
Total non-current liabilities	83,615	72,305
Current liabilities
Bank overdrafts and short-term loans	18 1,402	–
Trade and other payables	17 1,893	2,303
Current tax payable	2,356	1,384
Total current liabilities	5,651	3,687
Total liabilities	89,266	75,992
Total equity and liabilities	491,921	475,624

Approved by the Board on 8 July 2025.

D.M. Sinclair
Chief Executive

M.M. Bray
Director

Company no: 00328020

The Notes on pages 71 to 87 are an integral part of these consolidated financial statements.# Annual Report and Accounts 2025

Consolidated Statement of Changes in Equity

for the year ended 31 March 2025

Changes in equity for year ended 31 March	Capital Share Capital redemption	Other reserve	Retained earnings	Total
£000	£000	£000	£000	£000
Balance as at 1 April 2023	195	25	55	56
Profit for the year	–	–	–	–
Dividends 10	–	–	–	–
Balance at 31 March 2024	23	195	25	55

Changes in equity for year ended 31 March	Capital Share Capital redemption	Other reserve	Retained earnings	Total
£000	£000	£000	£000	£000
Balance as at 1 April 2024	195	25	55	56
Profit for the year	–	–	–	–
Dividends 10	–	–	–	–
Balance at 31 March 2025	23	195	25	55

The Notes on pages 71 to 87 are an integral part of these consolidated financial statements.

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FINANCIAL STATEMENTS
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Mountview Estates P.L.C.
Annual Report and Accounts 2025

Consolidated Cash Flow Statement

for the year ended 31 March 2025

	Year ended 31 March 2025	Year ended 31 March 2024
£000	£000	£000
Cash flows from operating activities
Profit from operations	36,275	41,596
Adjustment for:
Depreciation 12	53	53
Gain on disposal of investment properties 13	(885)	–
Decrease/(Increase) in fair value of investment properties 13	23	(153)
Operating cash flows before movement in working capital	35,466	41,496
Increase in inventories 15	(20,376)	(23,656)
(Increase)/Decrease in receivables 16	(87)	5,177
(Decrease)/Increase in payables 17	(410)	319
Cash generated from operations	14,593	23,336
Interest paid 8	(4,971)	(3,710)
Income tax	(7,729)	(9,908)
Net cash inflow from operating activities	1,893	9,718
Investing activities
Proceeds from disposal of investment properties 13	4,760	–
Net cash inflow from investing activities	4,760	–
Cash flows from financing activities
Increase in borrowings 18	12,200	9,800
Equity dividends paid 23	(20,470)	(19,495)
Net cash outflow from financing activities	(8,270)	(9,695)
Net (Decrease)/Increase in cash and cash equivalents	(1,617)	23
Opening cash and cash equivalents	739	716
Cash and cash equivalents at end of year 18	(878)	739

The Notes on pages 71 to 87 are an integral part of these consolidated financial statements.

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Mountview Estates P.L.C.
Annual Report and Accounts 2025

Notes to the Consolidated Financial Statements

for the year ended 31 March 2025

1. GENERAL INFORMATION

Mountview Estates P.L.C. (the Company) and its subsidiaries (the Group) is a property trading company with a portfolio in England and Wales. The Company is a public limited company incorporated, domiciled and registered in England. The address of its registered office is: 151 High Street, Southgate, London N14 6EW. The Company website is: www.mountviewplc.co.uk. The Company meets the Equity Shares Commercial Companies (ESCC) classification of listing on the London Stock Exchange. These consolidated financial statements have been approved for issue by the Board of Directors on 8 July 2025.

2. ACCOUNTING POLICIES

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

(A) BASIS OF PREPARATION

The Group financial statements were prepared under the historical cost convention, as modified by the revaluation of investment properties. The Group financial statements were prepared in accordance with UK Adopted International Accounting Standards. The Company has elected to prepare its Parent Company financial statements in accordance with United Kingdom Generally Accepted Accounting Principles (UK GAAP) FRS102. These are presented on pages 94 to 101. The preparation of Group financial statements in conformity with UK Adopted International Accounting Standards requires management to make judgements, estimates and assumptions that affect the application of accounting policies. The areas involving a higher degree of judgement or complexity or areas where assumptions and estimates are significant to the Consolidated Financial Statements are disclosed in Note 2(R) ‘Critical Accounting Judgements and Key Areas of Estimation Uncertainty’.

(B) BASIS OF CONSOLIDATION

The Group’s financial statements incorporate the results of Mountview Estates P.L.C. and all of its subsidiary undertakings made up to 31 March each year. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. Control is recognised when the Group is exposed to, or has rights to, variable returns from its investment in the entity and has the ability to affect these returns through its power over the relevant activities of the entity. On acquisition, the identifiable assets, liabilities and contingent liabilities of a subsidiary are measured at their fair values at the date of acquisition. The purchase method has been used in consolidating the subsidiary financial statements. All significant inter-company transactions, balances and unrealised gains on transactions between Group companies are eliminated on consolidation within the consolidated accounts. Consistent accounting policies have been used across the Group.

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FINANCIAL STATEMENTS
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Mountview Estates P.L.C.
Annual Report and Accounts 2025

Notes to the Consolidated Financial Statements (Continued)

for the year ended 31 March 2025

2. ACCOUNTING POLICIES CONTINUED

(C) SEGMENT REPORTING

A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different from those of other business segments. The Group has identified two such segments as follows:
* Property Trading
* Property Investment

The segments are UK based. More details are given in Note 5 on page 78.

(D) INCOME TAX

The charge for current tax is based on the results for the year as adjusted for items which are non-assessable or disallowed. It is calculated using rates that have been enacted or substantively enacted by the balance sheet date. Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax base used in the computation of taxable profit. In principle, deferred tax liabilities are recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction, which affects neither the tax profit nor the accounting profit. Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax is calculated using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply when the asset or liability is settled. Deferred tax is charged or credited in the profit or loss, except when it relates to items credited or charged directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.

(E) REVENUE

Revenue includes proceeds from sales of properties, rental income from properties held as trading stock, investment and other sundry items of revenue before charging expenses. Rental income is recognised on a straight-line and accruals basis over the rental period. Sales of properties are recognised on legal completion as in the Directors’ opinion this is the point at which control passes to the buyer.

(F) DIVIDEND DISTRIBUTION

Dividend distribution to the Company’s shareholders is recognised as an expense in the Group’s financial statements in the period in which the dividends are approved.

(G) INTEREST EXPENSE

Interest expense for borrowings is recognised within ‘finance costs’ in the profit or loss using the effective interest rate method. The effective interest method is a method of calculating the financial liability and of allocating the interest expense over the relevant period.

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Mountview Estates P.L.C.
Annual Report and Accounts 2025

2. ACCOUNTING POLICIES CONTINUED

(H) PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment are stated at historical cost less accumulated depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of the item. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably.# Mountview Estates P.L.C. Annual Report and Accounts 2025

Notes to the Consolidated Financial Statements (Continued) for the year ended 31 March 2025

2. ACCOUNTING POLICIES CONTINUED

(I) IMPAIRMENT OF ASSETS

Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment. Assets that are subject to amortisation or depreciation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purpose of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash generating units). Any impairment is recognised in the profit or loss in the year in which it occurs.

(J) INVESTMENT PROPERTY

Property that is held for long-term rental yields or for capital appreciation or both, and that is not occupied by the companies in the consolidated group, is classified as investment property. Investment property is measured initially at its cost including related transaction costs. After initial recognition, investment property is carried at fair value. Fair value is based on active market prices adjusted, if necessary, for any difference in the nature, location or condition of the specified asset. If this information is not available the Group uses alternative valuation methods such as recent prices or less active markets or discounted cash flow projections. Subsequent expenditure is included in the carrying amount of the property when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance costs are charged to the profit or loss during the financial period in which they are incurred. Gains or losses arising from changes in the fair value of the Group’s investment properties are included in the profit or loss of the period in which they arise.

(K) INVENTORIES – TRADING PROPERTIES

These comprise residential properties, all of which are held for resale, and are shown in the financial statements at the lower of cost and estimated net realisable value. Cost includes legal fees and commission charges incurred during acquisition together with improvement costs. Net realisable value is the net sale proceeds which the Group expects on sale of a property in its current condition with vacant possession. The analysis of the Group revenue as at 31 March 2025 is on page 77.

(L) PENSION COSTS

The Group operates a stakeholder contribution pension scheme for employees. The annual contributions payable are charged to the profit or loss. The Group has no further payment obligations once the contributions have been paid.

(M) FINANCIAL INSTRUMENTS

Financial assets and financial liabilities are recognised in the Group’s balance sheet when the Group has become a party to the contractual provisions of the instrument. Trade and other receivables, trade and other payables, and cash and cash equivalents are measured at amortised cost.

(N) BANK BORROWINGS

Loans are recorded at fair value at initial recognition and thereafter at amortised cost under the effective interest method.

(O) CASH AND CASH EQUIVALENTS

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts.

(P) LEASING

Group as lessor
The Group’s non-cancellable operating leases relate to regulated tenancies under which tenants have the right to remain in a property for the remainder of their lives. It is therefore not possible to estimate timing of future minimum payments in respect of these regulated tenancies, hence these are not separately disclosed in the financial statements.

Group as lessee
Rentals payable under leases for assets considered to be of low value are charged to the Consolidated Statement of Comprehensive Income on a straight-line basis over the term of the lease.

(Q) ADOPTION OF NEW AND REVISED INTERNATIONAL FINANCIAL REPORTING STANDARDS AND INTERPRETATIONS

Standards, interpretation and amendments effective in the current financial year have not had a material impact on the Group financial statements:
* IAS 1 ‘Presentation of Financial Statements’ (amendment) (Classification of Liabilities as Current or Non-Current)
* IAS 1 ‘Presentation of Financial Statements’ (amendment) (Non-current Liabilities with Covenants)
* IFRS 16 ‘Leases' (amendment) (Lease liability in a sale or leaseback)
* IAS 7 and IFRS 7 ‘Statement of Cash Flows and Financial Instrument Disclosure’ (amendment) (Supplier Finance Arrangements)

Standards, interpretations and amendments issued but not yet effective at the date of approval of the Consolidated Financial Statements:
* IAS 21 ‘The Effects of Changes in Foreign Exchange Rates’ (amendment) (Lack of Exchangeability) – Effective for periods beginning on or after 1 January 2025
* IFRS 7 and IFRS 9 (amended) – Classification and Measurement of Financial Instruments – Effective for periods beginning on or after 1 January 2026
* IFRS 18 – Presentation and Disclosure in Financial Statements - Effective for periods beginning on or after 1 January 2027
* IFRS 19 – Subsidiaries without Public Accountability: Disclosures - Effective for periods beginning on or after 1 January 2027
* IFRS 10 and IAS 28 (amended) – Sale or Contribution of Assets between an investor and its Associate or Joint Venture

These amendments are not expected to have any material impact on the Group financial statements. IFRS 18 is effective for annual periods beginning on or after 1 January 2027. The Group is assessing the impact of this new standard and the Group's financial reporting will be presented in accordance with this standard from 1 January 2027, in line with the requirements.

(R) CRITICAL ACCOUNTING JUDGEMENTS AND KEY AREAS OF ESTIMATION UNCERTAINTY

Going concern
The Directors are required to make an assessment of the Group’s ability to continue to trade as a going concern. The two main considerations were as follows:

1. Refinancing of banking facilities
   The Group has a £20 million (2024: £20 million) revolving loan facility with HSBC Bank. The termination date of this facility is March 2028. The Group has a £60 million (2024: £60 million) revolving loan facility with Barclays Bank. The termination date of this facility is March 2027.
2. Covenant compliance
   The core facility has two covenants, Consolidated Gross Borrowings as a percentage of Consolidated Net Tangible Assets, and the ratio of Consolidated PBIT to Consolidated Gross Financing Costs. The Group has remained well within both of these covenants during the year.

On the basis of the above, the Directors have a reasonable expectation that the Group and the Company have adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Distinction between investment and trading property
The Group considers the intention at the outset when each property is acquired in order to classify the property as either an investment or a trading property. Where the intention is to either trade the property or where the property is held for immediate sale upon receiving vacant possession within the ordinary course of business, the property is classified as trading property. Where the intention is to hold the property for its long-term rental yield and/or capital appreciation, the property is classified as an investment property.

Investment properties
In considering the values attributable to the investment portfolio, the following factors are taken into consideration:
* sales of properties within the Group’s portfolio during the preceding 12 months
* sales of properties in the same district whenever the information is available
* published market research concerning the performance of the property market in this region and district
* factors affecting individual properties and units in relation to value, and factors in the district which might affect the values of individual properties and units.

The valuation of the portfolios was made in accordance with the requirements of the RICS Valuation – Global Standards 2025.

Carrying value of trading stock
The Group’s residential trading stock is carried in the statement of financial position at the lower of cost and net realisable value.# Mountview Estates P.L.C.

Annual Report and Accounts 2025

Notes to the Consolidated Financial Statements (Continued)

for the year ended 31 March 2025

2. ACCOUNTING POLICIES CONTINUED

Inventory expected to be settled in more than 12 months

The Board estimates that inventory of £24.0 million will be settled within the next 12 months, with the remaining inventory value expected to be settled in more than 12 months. This estimation is based on the average cost of sales of inventory over the last three year period. Mountview’s business, both historic and current, has involved the purchase for sale of residential properties subject to regulated tenancies, such properties being sold when vacant possession is obtained. Regulated tenancies by their nature are not for any specific period of time and in most cases they do not become vacant until the death of the tenant. It is difficult to predict with any certainty the time at which Mountview’s inventory properties might become vacant.

(S) SHARE CAPITAL

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction from equity, net of tax effects.

3. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

1. FINANCIAL RISK FACTORS

The Group’s activities expose it to a variety of financial risks: market risk (including price risk and cash flow risk), credit risk and liquidity risk. The Group’s policies on financial risk management are to minimise the risk of adverse effect on performance and to ensure the ability of the Group to continue as a going concern. The financial risks relate to the following financial instruments: trade receivables, cash and cash equivalents, trade and other payables and borrowings.

(A) MARKET RISK

The Group is exposed to market risk through interest rates and availability of credit.

Price risk

• The Group is exposed to property price and property rental risk.

Cash flow and fair value interest rate risk

• As the Group has no significant interest bearing assets, its income and operating cash flows are substantially independent of changes in market interest rates.

Long-term borrowings

• Borrowings issued at variable rates expose the Group to cash flow interest rate risk. The Group’s cash flow and fair value interest rate risk is constantly monitored by the Group’s management. The Board is confident that based on the historical performance of the Group, the finance costs are sufficiently covered by the rental income. The Group has two covenants covering Consolidated Gross Borrowings as a percentage of Consolidated Net Tangible Assets, and the ratio of Consolidated PBIT to Consolidated Gross Financing Costs. These covenants were complied with during the financial year.

(B) CREDIT RISK

Exposure to credit risk and interest risk arises in the normal course of the Group’s business. The Group has no significant concentration of credit risk. Credit risk arises from cash and cash equivalents as well as credit exposures with respect to rental customers, including outstanding receivables. The Directors are of the opinion that credit risk is minimal due to the low level of trade receivables relative to the Balance Sheet totals. Regulated tenants are incentivised through the benefit of their tenancy agreement to avoid default on their rent. Lifetime tenancies are generally at low or zero rent and hence suffer minimal credit risk.

3. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES CONTINUED

(C) LIQUIDITY RISK

The Group’s liquidity position is monitored daily by management and is reviewed quarterly by the Board of Directors. The Group ensures that it maintains sufficient cash for operational requirements at all times. The nature of its business is very cash generative from its gross rents and sales of trading properties. In adverse trading conditions, new acquisitions can be minimised, and as a consequence will reduce the gearing level and improve the liquidity. A summary table with the majority of financial liabilities is presented in Note 18 on pages 83 and 84.

(D) CAPITAL RISK MANAGEMENT

The Group’s objective when managing capital is to safeguard the Group’s ability to continue as a going concern. The Group monitors capital on the basis of the gearing ratio. This ratio is calculated as net debt divided by total debt and equity.

	2025	2024
	£000	£000
Total borrowings	80,102	66,500
Less cash	(524)	(739)
Net borrowings	79,578	65,761
Total equity	402,655	399,632
Net borrowings plus equity	482,233	465,393
Gearing ratio	16.5%	14.1%

4. ANALYSIS OF REVENUE AND COST OF SALES

All revenue arises in England and Wales.

1. Rental income from tenancies of occupied properties. The income is recognised on an accruals basis.
2. Sale of stock properties. This is recognised on the date of legal completion.

	2025	2024
	£000	£000
Revenue
Gross sales of properties	49,832	59,080
Gross rental income	22,300	20,392
	72,132	79,472
Cost of sales
Cost of properties sold	23,575	24,680
Property expenses	6,379	6,343
	29,954	31,023
Gross profit
Sales of properties	26,257	34,400
Net rental income	15,921	14,049
	42,178	48,449

Sales of properties included in the Market Valuation undertaken by Allsop LLP as at 30 September 2014 (See Note 15 on page 82).

	Cost of £000	Allsop Properties £000	Sales Price £000
Value of the Properties included in the Market Valuation as at 30 September 2014 and sold during the year ended 31 March 2025	25,234	13,504	36,335
Properties purchased since 30 September 2014 and sold during the year ended 31 March 2025	10,071	13,497
Gross sales of properties	23,575		49,832

The Market Values were on the basis that properties would be sold subject to any then existing leases and tenancies.

5. SEGMENTAL INFORMATION

A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different from those of other business segments. The Group monitors its operations in the following segments:

	Property trading £000	Property investment £000	Group £000	Property trading £000	Property investment £000	Group £000
	2025	2025	2025	2024	2024	2024
Revenue	71,602	530	72,132	78,943	529	79,472
Operating profit before changes in fair value of investment properties	35,233	1,065	36,298	41,077	366	41,443
Finance costs	4,971	–	4,971	3,710	–	3,710
Profit after tax	22,696	797	23,493	28,030	389	28,419
Assets	470,168	21,753	491,921	449,977	25,647	475,624
Liabilities	82,640	6,626	89,266	70,061	5,931	75,992
Fixed assets
Capital expenditure	–	–	–	–	–	–
Depreciation	53	–	53	53	–	53

Revenue of the property investment segment is derived entirely from rental income. Head office costs have been allocated and included within the Group’s two operating segments. The Group’s two main business segments operate within England and Wales.

6. PROFIT FROM OPERATIONS

	2025	2024
	£000	£000
The operating profit is stated after taking into account:
Depreciation of tangible fixed assets	53	53
Gain on disposal of investment property	885	–
Auditors’ remuneration
– the audit of the Parent Company and Consolidated Financial Statements	83	80
– the audit of the Company’s subsidiaries pursuant to legislation	25	25
Operating expenses for investment properties	168	9
And after crediting:
– net rental income	15,921	14,049
– administrative charges to related companies (Note 24)	25	20

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

	2025	2024
Office and management	31	30

7. STAFF COSTS (INCLUDING DIRECTORS)

	2025	2024
	£000	£000
Wages and salaries	4,755	4,713
Social security costs	616	604
Pension costs	70	68
	5,441	5,385

Directors’ remuneration

Total Directors’ remuneration including salary, bonuses and benefits in kind amounted to:

	2025	2024
	2,361	2,375

The details of Directors’ remuneration are shown in the audited section of the Remuneration Report on page 62. The Company contributes 3% of the total annual gross salaries and bonuses of each employee, excluding Directors, to a Stakeholder Pension Scheme.

8. FINANCE COSTS

	2025	2024
	£000	£000
Interest on bank overdrafts and loans	4,971	3,710

9.# INCOME TAX EXPENSE

	2025	2024
£000	£000	£000
(a) Analysis of charge in the year
Current tax:
UK Corporation Tax 25% (2024: 25%)	8,701	9,429
Deferred tax:
Current year 25% (2024: 25%)	(890)	38
Taxation attributable to the Company and its subsidiaries	7,811	9,467
(b) Factors affecting income tax expense
The charge for the year can be reconciled to the profit per the profit or loss as follows:
Profit on ordinary activities before taxation	31,304	37,886
Profit on ordinary activities multiplied by rate of tax 25% (2024: 25%)	7,826	9,472
Expenses not deductible for tax	(6)	(9)
Depreciation in excess of capital allowances	6	4
Deferred tax on movement in investment properties	(15)	–
Taxation attributable to the Company and its subsidiaries	7,811	9,467

10. DIVIDENDS

On 19 August 2024, a dividend of 275p per share (2023: 250p per share) was paid to the shareholders. On 31 March 2025 a dividend of 250p per share (2024: 250p per share) was paid to the shareholders. This resulted in total dividends paid in the year of £20.5 million (2024: £19.5 million). In respect of the current year, the Directors propose that a final dividend of 275p per share will be paid to the shareholders on 18 August 2025. This dividend is subject to approval by the shareholders at the Annual General Meeting and has not been included as a liability in these financial statements. The proposed final dividend for 2025 is payable to all shareholders on the Register of Members on 11 July 2025. The total estimated final dividend to be paid is £10.72 million.

11. EARNINGS PER SHARE

	2025	2024
£000	£000	£000
The calculations of earnings per share are based on the following profits and number of shares:
Net profit for financial year (basic and fully diluted)	23,493	28,419
Weighted average number of Ordinary Shares for basic and fully diluted earnings per share	3,899,014	3,899,014
Basic and diluted earnings per share	602.5p	728.9p

The Company has no dilutive potential Ordinary Shares. Basic and diluted earnings per share (pence) is from continuing and total operations.

12. PROPERTY, PLANT AND EQUIPMENT

Freehold property

£000	Total
Cost	£000
At 1 April 2024	2,671
At 31 March 2025	2,671
Depreciation
At 1 April 2024	1,231
Charge for the year	53
At 31 March 2025	1,284
Net book value
At 31 March 2024	1,440
At 31 March 2025	1,387

Property, plant and equipment is located within England and Wales.

Freehold property

£000	Total
Cost	£000
At 1 April 2023	2,671
At 31 March 2024	2,671
Depreciation
At 1 April 2023	1,178
Charge for the year	53
At 31 March 2024	1,231
Net book value
At 31 March 2023	1,493
At 31 March 2024	1,440

Property, plant and equipment are located within England and Wales.

13. INVESTMENT PROPERTIES

£000	2025	2024
Fair value at 1 April 2024/(2023)	25,568	25,415
Disposals	(3,875)	–
(Decrease)/Increase in fair value during the year	(23)	153
At 31 March 2025/(2024)	21,670	25,568

The sales of investment properties are not included in the Group Revenue. During the financial year we disposed of 5 units for £4,760,000 (2024 £Nil). The difference between the sales price of £4,760,000 and the market value of £3,875,000 resulted in a gain of £885,000. This is shown as a separate line item in the Consolidated Statement of Comprehensive Income for the year ended 31 March 2025. We have disposed of all units in A.L.G. Properties Ltd on leases but retain the freehold which is included in the valuation of the investment portfolio below. The investment properties represent less than 4.4% of the Group’s portfolio.

LOUISE GOODWIN LIMITED AND A.L.G. PROPERTIES LIMITED

The Companies’ freehold properties were valued on 31st March 2025 by an External valuer, Joshua Ware, MRICS of Allsop LLP. The valuation is in accordance with the requirements of the RICS Valuation – Global Standards 2025. The properties are held for investment and the Market Values are on the basis that the properties would be sold subject to the existing leases and tenancies. The valuer’s opinion of Market Value was primarily derived using comparable recent market transactions on arm’s-length terms. This is the second year Mr Ware has valued the property with Mr Mayhew-Sanders having valued the property for seven years previously for accounts purposes. This is the fourteenth consecutive year in which Allsop LLP has undertaken this work. Allsop LLP has undertaken work for Mountview Estates P.L.C. for in excess of 20 years including acquisitions, disposals and valuations. In relation to Allsop LLP’s preceding financial year, the proportion of the total fees payable by Mountview Estates P.L.C. to the total fee income of Allsop LLP was less than 5% which is regarded by the RICS as negligible.

The aggregate Market Value of the Group’s interests in its investment portfolios was:

• LOUISE GOODWIN LIMITED • Freehold: £21,663,000 (2024: £22,120,000).
• A.L.G. PROPERTIES LIMITED • Freehold: £7,000 (2024: £3,448,000).

Information relating to the basis of valuation of investment properties and the judgements and assumption adopted by management is set out in Note 2(R) “Critical accounting judgements and key areas of estimation uncertainty”. A revaluation decrease of £23,000 has arisen on valuation of investment properties to Market Value as at 31 March 2025 (2024: increase of £153,000). This is shown as a separate line item in the Consolidated Statement of Comprehensive Income. The Directors are of the opinion that the Fair Value equates to the Market Value. Investment properties are the only assets of the Group measured at fair value. They are categorised as Level 3 within the fair value hierarchy of IFRS13.

14. SUBSIDIARY UNDERTAKINGS

The company's subsidiaries at 31 March 2025 are listed below. All Group entities are included in the consolidated financial statements. The company holds 100% of the voting rights and beneficial interests in the shares of subsidiaries listed below. The share capital of each of the companies comprises Ordinary Shares.

Subsidiary undertakings	Country of incorporation	Registered Office	No:
Hurstway Investment Company Limited	England, UK	Mountview House, 151 High Street, Southgate, London, N14 6EW	344034
Louise Goodwin Limited	England, UK	Mountview House, 151 High Street, Southgate, London, N14 6EW	691455
A.L.G. Properties Limited	England, UK	Mountview House, 151 High Street, Southgate, London, N14 6EW	508842

15. INVENTORIES OF TRADING PROPERTIES

£000	2025	2024
Residential properties	466,774	446,398

The Company’s freehold and long leasehold interests in its portfolio of properties held as Trading Stock were valued on 30 September 2014 at £665,866,266 (Six hundred and sixty-five million, eight hundred and sixty-six thousand, two hundred and sixty-six pounds) by an External Valuer, Martin Angel FRICS of Allsop LLP. The Trading Stock is carried in the Accounts at the lower of cost and net realisable value and such is the discipline we exercise when purchasing a property that, when influenced by the effects of property price inflation over an extended period of years, the valuation showed a spectacular increase. The individual values were not finely accurate, even though we have no reason to doubt the overall total of the valuation. Thus the valuation is not a useful tool for running the business because we are always going to await vacant possession, and no perceived uplift in value can justify selling a tenanted property. The nature of our business and the rules and conventions under which we operate place no obligation upon us to value our trading stock at any given time and therefore the valuation has not been updated since.

16. TRADE AND OTHER RECEIVABLES

£000	2025	2024
Trade receivables	389	91
Prepayments and accrued income	1,177	1,388
	1,566	1,479

The Directors consider that the carrying amount of trade and other receivables approximates their fair value. Included in trade receivables at 31 March 2025 is £0.3m arising on the sale of 1 unit that completed on 31 March 2025 for which the cash was not received until 1 April 2025. There are no bad or doubtful debts at the year end. There are no material debts past due, and there are no financial assets that are impaired.

17. TRADE AND OTHER PAYABLES

£000	2025	2024
Trade creditors	1,382	1,741
Other taxes and social security costs	304	330
Other creditors	207	232
	1,893	2,303

The Directors consider that the carrying amount of trade and other payables approximates their fair value.

18.# FINANCIAL STATEMENTS

Mountview Estates P.L.C.

Annual Report and Accounts 2025

Notes to the Consolidated Financial Statements (Continued)

for the year ended 31 March 2025

18. BANK OVERDRAFTS, LOANS AND CASH CONTINUED

The average interest rates paid were as follows:

	2025	2024
	%	%
Bank overdrafts	6.55	6.35
Bank loans	7.02	6.90

The Directors consider that the carrying amount of bank overdrafts and loans approximates their fair value. The other principal features of the Group’s borrowings are as follows.

1. The Group has a short-term borrowing facility of £10 million (2024: £10 million) with Barclays Bank. This is due for review in November 2025 and the rate of interest payable is:

   • 1.6% over base rate on overdraft
   • Headroom of this facility at 31 March 2025 amounted to £8.6 million (2024: £10 million).

2. The Group has a £60 million (2024: £60 million) long-term revolving loan facility with Barclays Bank with a termination date of March 2027. The rate of interest is 1.9% above SONIA. The loan is secured by a cross guarantee between Mountview Estates P.L.C. and its subsidiaries. The loan is not repayable by instalments. Headroom under this facility at 31 March 2025 amounted to £0.5 million (2024: £12.5 million).

3. The Group has a £20 million long-term revolving loan facility with HSBC Bank. The termination date for this facility is March 2028. The rate of interest payable on the loan is 2.1% above SONIA. The loan includes a Negative Pledge. The loan is not repayable by instalments. As at 31 March 2025 headroom under this facility amounted to £0.8 million (2024: £1.0 million).

19. DEFERRED TAX

	2025	2024
	£000	£000
Deferred tax liabilities	4,915	5,805
Net position at 31 March	4,915	5,805

The movement for the year in the Group’s net deferred tax position was as follows:

	2025	2024
	£000	£000
At 1 April	5,805	5,766
(Credit)/Debit to income for the year	(890)	39
At 31 March	4,915	5,805

The following are in deferred tax liabilities recognised by the Group and movements thereon during the period:

REVALUATION OF PROPERTIES

	2025	2024
	£000	£000
At 1 April	5,805	5,766
Gain on disposal of investment properties	(885)	39
Revaluation	(5)	–
At 31 March	4,915	5,805

20. FINANCIAL INSTRUMENTS

FAIR VALUE OF FINANCIAL ASSETS

The Group’s financial assets at the year end, which are measured at amortised cost, consist of cash at bank and in hand of £0.52 million (2024: £0.74 million) and trade receivables. The Directors consider that the carrying amount of cash at bank and in hand approximates their fair value. The trade receivables amounted to £0.40 million (2024: £0.09 million). The Directors consider that the carrying amount of trade receivables approximates their fair value.

FAIR VALUE OF BORROWINGS

	2025	2024
	£000	£000
Short-term loans	1,402	–
Secured bank loans	78,700	66,500
	80,102	66,500

Interest charged in the Statement of Comprehensive Income for the above borrowings amounted to £5.0 million (2024: £3.7million). The Directors consider that the carrying amount of borrowings approximates their fair value. The details of the terms of the borrowings together with the average interest rates can be seen in Note 18. As at 31 March 2025 it is estimated that a general increase of 1 point in interest rates would decrease the Group’s profit before tax by approximately £801,020 (2024: £665,000).

UNDISCOUNTED MATURITY PROFILE OF FINANCIAL LIABILITIES

The following table analyses the Group’s financial liabilities and derivative financial liabilities at the Balance Sheet date into relevant maturity groupings based on the remaining period to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows. As the amounts included in the table are the contractual undiscounted cash flows, these amounts will not always equal the amounts disclosed on the Balance Sheet for borrowings, derivative financial instruments, and trade and other payables. Trade and other payables due within 12 months equal their carrying balances as the impact of discounting is not significant.

	Less than 1 year	Between 1 and 5 years	Over 5 years	Total
At 31 March 2025	£000	£000	£000	£000
Interest-bearing loans and borrowings	1,402	78,700	–	80,102
Trade and other payables	1,893	–	–	1,893

	Less than 1 year	Between 1 and 5 years	Over 5 years	Total
At 31 March 2024	£000	£000	£000	£000
Interest-bearing loans and borrowings	–	66,500	–	66,500
Trade and other payables	2,303	–	–	2,303

The Group’s financial liabilities are measured at amortised cost.

RECONCILIATION OF MATURITY ANALYSIS

	Less than 1 year	Between 1 and 5 years	Over 5 years	Total
At 31 March 2025	£000	£000	£000	£000
Interest bearing loans and borrowings per accounts	1,402	78,700	–	80,102
Interest	5,126	6,299	–	11,425
Financial liability cash flows	6,528	84,999	–	91,527

	Less than 1 year	Between 1 and 5 years	Over 5 years	Total
At 31 March 2024	£000	£000	£000	£000
Interest bearing loans and borrowings per accounts	–	66,500	–	66,500
Interest	4,759	10,906	–	15,665
Financial liability cash flows	4,759	77,406	–	82,165

21. CALLED UP SHARE CAPITAL

	2025	2024
	£000	£000
Authorised:
5,000,000 Ordinary Shares of 5p each	250	250
Allotted, issued and fully paid:
3,899,014 Ordinary Shares of 5p each	195	195

22. OTHER RESERVES

	2025	2024
	£000	£000
Capital reserve	25	25
Capital redemption reserve	55	55
Other reserves	56	56
	136	136

The Capital redemption reserve relates to the buy-back of the Company’s own shares. The Group does not maintain insurance cover against other risks except where several properties are located in close physical vicinity. A reserve is maintained to deal with such non-insured risks and at 31 March 2025 stood at £56,000 (2024: £56,000).

23. RETAINED EARNINGS

	£000
Balance at 1 April 2024	399,301
Net profit for the year	23,493
Dividends paid	(20,470)
Balance at 31 March 2025	402,324

24. RELATED PARTY TRANSACTIONS

1. During the financial year there were no key management personnel emoluments, other than remuneration.
2. (a) Mountview Estates P.L.C. provides general management and administration services to Ossian Investors Limited and Sinclair Estates Limited, companies of which Mr D.M. Sinclair is a Director. Fees of £25,487 (2024: £19,867) were charged for these services.
   (b) Transactions between the Group and its subsidiaries, which are related parties, have been eliminated on consolidation and have not been disclosed in this note.
   (c) The only key management are the Directors.
   (d) As at 31 March 2025 the Group owed Mr D.M. Sinclair £5,298 (2024: £1,529) in relation to an informal loan.

Independent Auditor’s Report

to the members of Mountview Estates P.L.C.

year ended 31 March 2025

OPINION

We have audited the Consolidated Financial Statements of Mountview Estates P.L.C. (the ‘Group’) for the year ended 31 March 2025 which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Consolidated Statement of Changes in Equity, the Consolidated Cash Flow Statement, and notes to the Consolidated Financial Statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and UK Adopted International Accounting Standards.

In our opinion the consolidated financial statements:
* give a true and fair view of the state of the Group’s affairs as at 31 March 2025 and of the Group’s profit for the year then ended;
* have been properly prepared in accordance with UK adopted international accounting standards; and
* have been prepared in accordance with the requirements of the Companies Act 2006.

BASIS FOR OPINION

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the audit of the Consolidated Financial Statements section of our report.We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the Consolidated Financial Statements in the UK, including the FRC’s Ethical Standard as applied to listed public interest entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

OUR APPROACH TO THE AUDIT

Our approach to the audit

Our Group audit was scoped by obtaining an understanding of the Group and its environment, the applicable financial reporting framework and the Group’s system of internal control. On the basis of this, we identified and assessed the risks of material misstatement of the Consolidated Financial Statements. We also addressed the risk of management override of internal controls, including assessing whether there was evidence of bias by the Directors that may have represented a risk of material misstatement.

For the Group audit we determined the individual components on which the scope of our work would be undertaken, and for each of these components we then determined whether they are full scope requiring audit of the financial information, limited scope requiring audit of specific balances or out of scope. This assessment was based on a measure of materiality and likelihood to include risks of material misstatement relevant to the Consolidated Financial Statements. We determined there to be two full scope components, which were the parent company Mountview Estates P.L.C. and its subsidiary Hurstway Investment Company Limited. For these components, we evaluated controls by performing walkthroughs over the financial reporting systems identified as part of our risk assessment, reviewed the accounts production process and addressed critical accounting matters. We then undertook substantive testing on a number of classes of transactions, account balances or disclosures which represent risks of material misstatement at the assertion level for the Consolidated Financial Statements, including a number of significant audit risks, for the Consolidated Financial Statements.

Our work on Louise Goodwin Limited was carried out on a limited scope approach focusing on specific account balances and classes of transactions. A.L.G. Properties Limited was assessed to be out of scope. The entire operations of the group are in the United Kingdom and all components were audited by the group audit engagement team.

Mountview Estates P.L.C. Annual Report and Accounts 2025

KEY AUDIT MATTERS

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Consolidated Financial Statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the Consolidated Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

| Key Audit Matters # Independent Auditor’s Report

We agreed with the Audit and Risk Committee that we would report to them corrected and uncorrected differences in excess of 5% of the materiality level, as well as differences below that threshold that in our view warranted reporting on qualitative grounds.

CONCLUSIONS RELATING TO GOING CONCERN

In auditing the Consolidated Financial Statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the Consolidated Financial Statements is appropriate. Our evaluation of the directors’ assessment of the Group’s ability to continue to adopt the going concern basis of accounting included the following procedures:

• We assessed the Group's ability to meet its liabilities as they fall due, considered both internal factors and external factors and paid particular attention to any events or conditions identified in the viability statement provided, as these may significantly impact the Group’s ability to continue as a going concern.
• We evaluated the assumptions and scenarios outlined in the viability statement and assessed their alignment with the Group's financial position and prospects. We performed sensitivity analysis on the key assumptions and scenarios outlined in the viability statement to assess their impact on the Group's ability to meet its liabilities as they fall due.
• We assessed the Group’s interest risk on third party financing and covenants compliance.
• We assessed the rationale behind the directors' selection of the viability period and challenged its adequacy based on the Group's specific circumstances, industry dynamics, and market conditions.
• We ensured that the rationale for selecting the viability period is adequately disclosed within the Consolidated Financial Statements and Annual Report, including the viability statement and accompanying notes.
• We examined the disclosures in the Consolidated Financial Statements relating to the going concern basis of preparation and explanation of the directors’ assessment in light of the evidence obtained.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group’s ability to continue as a going concern for a period of at least twelve months from when the Consolidated Financial Statements are authorised for issue. Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

90

Mountview Estates P.L.C. Annual Report and Accounts 2025

OTHER INFORMATION

The other information comprises the information included in the Annual Report, other than the Consolidated Financial Statements and our Auditor’s Report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the Consolidated Financial Statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the Consolidated Financial Statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Consolidated Financial Statements or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the Consolidated Financial Statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

OPINIONS ON OTHER MATTERS PRESCRIBED BY THE COMPANIES ACT 2006

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

• the information given in the Strategic Report and the Directors’ Report for the financial year for which the Consolidated Financial Statements are prepared is consistent with the Consolidated Financial Statements; and
• the Strategic Report and the Directors’ Report have been prepared in accordance with applicable legal requirements.

MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION

In the light of the knowledge and understanding of the Group and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors’ report. We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

• certain disclosures of directors’ remuneration specified by law are not made; or
• we have not received all the information and explanations we require for our audit.

CORPORATE GOVERNANCE STATEMENT

We have reviewed the directors’ statement in relation to going concern, longer-term viability and that part of the Corporate Governance Statement relating to the entity’s compliance with the provisions of the UK Corporate Governance Code. Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate Governance Statement is materially consistent with the Consolidated Financial Statements and our knowledge obtained during the audit:

• The Directors’ statement with regards to the appropriateness of adopting the going concern basis of accounting and any material uncertainties identified set out on page 33;
• The Directors’ explanation at their assessment of the Group’s prospects, the period this assessment covers and why the period is appropriate set out on page 13;
• The Directors’ statement on whether it has a reasonable expectation that the Group will be able to continue in operation and meet its liabilities set out on page 13;
• The Directors’ statement on fair, balanced and understandable Consolidated Financial Statements set out on page 35;
• The Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set out on page 40;
• The section of the Annual Report that describes the review of effectiveness of risk management and internal control systems set out on page 40; and
• The section describing the work of the audit committee set out on pages 45 and 46.

91

Mountview Estates P.L.C. Annual Report and Accounts 2025

Independent Auditor’s Report (Continued)

to the members of Mountview Estates P.L.C.

year ended 31 March 2025

RESPONSIBILITIES OF DIRECTORS

As explained more fully in the Statement of Directors’ Responsibilities set out on page 35, the directors are responsible for the preparation of the Consolidated Financial Statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of Consolidated Financial Statements that are free from material misstatement, whether due to fraud or error.

In preparing the Consolidated Financial Statements, the directors are responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.

AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS

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

A further description of our responsibilities is available on the FRC’s website at https://www.frc.org.uk/library/standards-codes-policy/audit-assurance-and-ethics/auditors-responsibilities-for-the-audit/. This description forms part of our auditor’s report.

EXPLANATION AS TO WHAT EXTENT THE AUDIT WAS CONSIDERED CAPABLE OF DETECTING IRREGULARITIES, INCLUDING FRAUD

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the Consolidated Financial Statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the Group.# Independent Auditor's Report

Our approach was as follows:
* We obtained an understanding of the legal and regulatory requirements applicable to the Group and considered that the most significant are the Companies Act 2006, UK adopted international accounting standards, the Listing Rules, the Disclosure and Transparency Rules, and UK taxation legislation.
* We obtained an understanding of how the Group complies with these requirements by discussions with management and those charged with governance.
* We assessed the risk of material misstatement of the Consolidated Financial Statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.
* We also performed appropriate testing in respect of the risk of fraud in revenue recognition as described above under key audit matters. Additionally, the risk of management bias in the valuation of Property Inventory (Trading Stock) covered by our testing on each of these areas as described above under key audit matters.
* We also performed analytical review procedures to identify any unusual relationships that may indicate a material misstatement and additionally tested the appropriateness of journals to address the risk of fraud through management override of controls.
* We inquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations.
* We contacted the Group’s legal advisers and reviewed legal expenses.
* Based on this understanding, we designed specific appropriate audit procedures to identify instances of non- compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.
* We also designed additional procedures as part of our unpredictability testing over management override of controls to ensure sufficient coverage.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the Consolidated Financial Statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

OTHER MATTERS WHICH WE ARE REQUIRED TO ADDRESS

We were re-appointed at the Annual General Meeting by the Shareholders on 14 August 2024 to audit the Consolidated Financial Statements for the year ending 31 March 2025. Our total uninterrupted period of engagement is two years, covering the year ended 31 March 2024 and the year ended 31st March 2025. The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the Group and we remain independent of the Group in conducting our audit. Our audit opinion is consistent with the additional report to the audit committee. We have reported separately on the parent Company Financial Statements of Mountview Estates P.L.C. for the year ended 31 March 2025. That report includes details of the parent Company key audit matters; how we applied the concept of materiality in planning and performing our audit of the parent company and an overview of the scope of our audit of the Parent Company.

USE OF OUR REPORT

This report is made solely to the Group’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken for no purpose other than to draw to the attention of the Group’s members those matters which we are required to include in an auditor’s report addressed to them. To the fullest extent permitted by law, we do not accept or assume responsibility to any party other than the Group and Group’s members as a body, for our work, for this report, or for the opinions we have formed.

Jonathan Russell (Senior Statutory Auditor)
for and on behalf of Moore Kingston Smith LLP, Statutory Auditor
6th Floor, 9 Appold Street, London, EC1A 2AP
8 July 2025

FINANCIAL STATEMENTS

Company Balance Sheet under UK GAAP FRS 102 for the year ended 31 March 2025

	Notes	31 March 2025 £000	31 March 2024 £000
Fixed assets
Tangible assets	4	1,387	1,440
Investments	5	18,276	18,276
		19,663	19,716
Current assets
Stocks	6	437,137	418,651
Debtors	7	1,513	1,395
Cash at bank and in hand		449	689
		439,099	420,735
Creditors: amounts falling due within one year	8	(35,320)	(30,181)
Net current assets		403,779	390,554
Total assets less current liabilities		423,442	410,270
Creditors: amounts falling due after more than one year	9	(78,700)	(66,500)
Net assets		344,742	343,770
Capital and reserves
Called up share capital	10	195	195
Capital redemption reserve	11	55	55
Capital reserve	11	25	25
Other reserves	11	39	39
Profit and loss account	12	344,428	343,456
Shareholders funds		344,742	343,770

The Company’s profit for the year was £21.4m (2024: £25.8m). The company has taken advantage of the exemption in section 408 of the Companies Act from disclosing its individual profit and loss account.

Approved by the Board on 8 July 2025.

D.M. Sinclair M.M. Bray
Chief Executive Director
Company no: 00328020

The Notes on pages 96 to 101 are an integral part of the Parent Company financial statements.

Company Statement of Changes in Equity under UK GAAP FRS 102 for the year ended 31 March 2025

Changes in equity for year ended 31 March 2024	Capital Share capital	redemption reserve	Other reserve	Retained earnings	Total
Balance as at 1 April 2023	195	25	55	39	337,195
Profit for the year	–	–	–	–	25,756
Dividends	–	–	–	–	(19,495)
Balance at 31 March 2024	195	25	55	39	343,456

Changes in equity for year ended 31 March 2025	Capital Share capital	redemption reserve	Other reserve	Retained earnings	Total
Balance as at 1 April 2024	195	25	55	39	343,456
Profit for the year	–	–	–	–	21,442
Dividends	–	–	–	–	(20,470)
Balance at 31 March 2025	195	25	55	39	344,428

The Notes on pages 96 to 101 are an integral part of the Parent Company financial statements.

Notes to the Financial Statements under UK GAAP FRS 102 for the year ended 31 March 2025

1. STATEMENT OF COMPLIANCE

These financial statements have been prepared in compliance with FRS 102, ‘The Financial Reporting Standard applicable in the UK and the Republic of Ireland’.

2. ACCOUNTING POLICIES

BASIS OF PREPARATION

The financial statements have been prepared on the historical cost basis. The financial statements are prepared in sterling, which is the functional currency of the entity. The Company has taken advantage of the exemption in section 408 of the Companies Act from disclosing its individual profit and loss account. As permitted by FRS 102 the Company has taken advantage of the disclosure exemptions available under that standard in relation to financial instruments and presentation of a cash flow statement and related party transactions with other wholly- owned members of the Group. Where required, equivalent disclosures are given in the Group accounts of Mountview Estates P.L.C.

REVENUE RECOGNITION

Turnover includes proceeds of sales of properties, rents from properties which are held as trading stock, or investment and any other sundry items of revenue before charging expenses. Rental income is recognised on a straight-line and accruals basis over the rental period. Sales of properties are recognised on completion.

INCOME TAX

The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date. Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.

LEASING

Company as lessor
The Company’s non-cancellable operating leases relate to regulated tenancies under which tenants have the right to remain in a property for the remainder of their lives.# Mountview Estates P.L.C. Annual Report and Accounts 2025

2. ACCOUNTING POLICIES CONTINUED

DEPRECIATION

Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset using the straight-line method as follows:

• Freehold property – 2% per annum

INVESTMENTS

Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.

IMPAIRMENT OF FIXED ASSETS

A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date. For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash- generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets.

FINANCIAL INSTRUMENTS

Financial assets and financial liabilities are recognised in the Company’s balance sheet when the Company has become a party to the contractual provisions of the instrument. Trade and other receivables, trade and other payables, loans and cash and cash equivalents are measured at amortised cost.

STOCKS

These comprise residential properties, all of which are held for resale and are valued at the lower of cost and estimated net realisable value. Cost to the Company includes legal fees and commission charges incurred during acquisition together with improvement costs. Net realisable value is the net sale proceeds which the Company expects on sale of the property with vacant possession in its current condition.

PENSION COSTS

Contributions to defined contribution plans are recognised as an expense in the period in which the related service is provided. Prepaid contributions are recognised as an asset to the extent that the prepayment will lead to a reduction in future payments or a cash refund.

CRITICAL ACCOUNTING JUDGEMENTS AND KEY AREAS OF ESTIMATION UNCERTAINTY

Going concern

The Directors are required to make an assessment of the Company’s ability to continue to trade as a going concern. The two main considerations were as follows:

1. Refinancing of banking facilities
   The Company has a £60 million (2024: £60 million) revolving loan facility with Barclays Bank. The termination date of this facility is March 2027. The Company has a £20 million (2024: £20 million) revolving loan facility with HSBC Bank with a termination date of March 2028.

2. Covenant compliance
   The core facility has two covenants, Consolidated Gross Borrowing as a percentage of Consolidated Net Tangible Assets, and the ratio of Consolidated PBIT to Gross Financing Costs. The Company has remained well within both of these covenants during the year. On this basis, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Carrying value of trading stock

The Company’s residential trading stock is carried in the balance sheet at the lower of cost and net realisable value. As the Company’s business model is to sell trading stock on vacancy, net realisable value is the net sales proceeds which the Company expects on sale of a property with vacant possession. Given that by applying our buying criteria all stock is purchased at a discount to the value with vacant possession the Directors consider the risk of impairment to be low and accordingly the Company has no NRV provision.

Inventory expected to be settled in more than 12 months

The Board estimates that inventory of £23.3 million will be settled within the next 12 months, with the remaining inventory value expected to be settled in more than 12 months. This estimation is based on the average cost of sales of inventory over the last three year period. Mountview’s business, historic and current has involved the purchase for sale of residential properties subject to regulated tenancies, such properties being sold when vacant possession is obtained. Regulated tenancies by their nature are not for any specific period of time and in most cases they do not become vacant until the death of the tenant. It is difficult to predict with any certainty the time at which Mountview’s inventory properties might become vacant.

SHARE CAPITAL

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction from equity, net of tax effects.

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3. STAFF COSTS (INCLUDING DIRECTORS)

	2025 £000	2024 £000
Wages and salaries	4,755	4,713
Social security costs	616	604
Pension costs	70	68
	5,441	5,385

Directors’ Remuneration

	2025 £000	2024 £000
Total Directors’ remuneration including salary and bonuses and benefits in kind amounted to:	2,361	2,375

The details of Directors’ remuneration are shown in the audited section of the Remuneration Report on page 62. The Company contributes 3% of the total annual gross salaries and bonuses of each employee, excluding Directors, to a Stakeholder Pension Scheme. The average monthly number of employees during the year was as follows:

	2025	2024
Office and management	31	30

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4. TANGIBLE ASSETS

	Freehold property £000	Total £000
Cost
At 1 April 2024	2,671	2,671
At 31 March 2025	2,671	2,671
Depreciation
At 1 April 2024	1,231	1,231
Charge for the year	53	53
At 31 March 2025	1,284	1,284
Net book value
At 31 March 2024	1,440	1,440
At 31 March 2025	1,387	1,387

All tangible assets of the Company are located within England and Wales.

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5. INVESTMENTS

	Shares in Group undertakings £000
Cost
At 1 April 2024 and 31 March 2025	18,276
Impairment
At 1 April 2024 and 31 March 2025	–
Carrying amount
At 31 March 2025	18,276

The Company owns 100% of the Ordinary Share capital of the following companies:

Subsidiary undertaking	Country of incorporation	Principal activity	Registered Office	No:	Cost 2024 £000	Cost 2025 £000
Hurstway Investment Company Limited	England, UK	Property Trading¹	Mountview House, 151 High Street, Southgate, London, N14 6EW	344034
Louise Goodwin Limited	England, UK	Property Investment	Mountview House, 151 High Street, Southgate, London, N14 6EW	691455	15,351	15,351
A.L.G. Properties Limited	England, UK	Property Investment	Mountview House, 151 High Street, Southgate, London, N14 6EW	508842	2,924	2,924
					18,276	18,276

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6. STOCKS

	2025 £000	2024 £000
Residential properties	437,137	418,651

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7. DEBTORS: DUE WITHIN ONE YEAR

	2025 £000	2024 £000
Trade debtors	389	91
Prepayments and accrued income	1,124	1,304
	1,513	1,395

Included in trade debtors at 31 March 2025 is £0.3m arising of on the sale of 1 unit that completed on 31 March 2025 for which the cash was not received until 1 April 2025.

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8. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

	2025 £000	2024 £000
Bank overdraft	1,402	–
Amounts owed to Group undertakings	30,363	26,882
Accruals and deferred income	1,348	1,677
Corporation Tax	1,696	1,060
Other taxes and social security costs	304	330
Other creditors	207	232
	35,320	30,181

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9. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

	2025 £000	2024 £000
Bank loans	78,700	66,500
	78,700	66,500

The Directors consider that the carrying amount of bank overdrafts and loans approximates their fair value. The other principal features of the Company’s borrowings are as follows.

1. The Company has a short-term borrowing facility of £10 million (2024: £10 million) with Barclays Bank. This is due for review in November 2025 and the rate of interest payable is:

   • 1.6% over base rate on overdraft.
     Headroom of this facility at 31 March 2025 amounted to £8.6 million (2024: £10 million).
     2.The Company has a £60 million (2024: £60 million) long term revolving loan facility with Barclays Bank with a termination date of March 2027. The rate of interest is 1.9% above SONIA. The loan is secured by a cross guarantee between Mountview Estates P.L.C. and its subsidiaries. The loan is not repayable by instalments. Headroom under this facility at 31 March 2025 amounted to £0.5 million (2024: £12.5 million).

2. The Company has a £20 million (2024: £20 million) long-term revolving loan facility with HSBC Bank. The termination date for this facility is March 2028. The rate of interest payable on the loan is 2.1% above SONIA. The loan includes a Negative Pledge. The loan is not repayable by instalments. As at 31 March 2025 headroom under this facility amounted to £0.8 million (2024: £1.0 million).

10. CALLED UP SHARE CAPITAL

	2025	2024
£000
Authorised:
5,000,000 Ordinary Shares of 5p each	250	250
Allotted, issued and fully paid:
3,899,014 Ordinary Shares of 5p each	195	195

Mountview Estates P.L.C. Annual Report and Accounts 2025

11. OTHER RESERVES

	2025	2024
£000
Capital redemption reserve	55	55
Capital reserve	25	25
Other reserves	39	39
Balance at 31 March	119	119

The Capital redemption reserve relates to the buy-back of the Company’s own shares. The Company does not maintain insurance cover against other risks except where several properties are located in close physical vicinity. A reserve is maintained to deal with such non-insured risks and at 31 March 2025 stood at £39,000 (2024: £39,000).

12. RETAINED EARNINGS

	2025	2024
£000
Balance at 1 April	343,456	337,195
Net profit for the year	21,442	25,756
Dividends paid	(20,470)	(19,495)
Balance at 31 March	344,428	343,456

13. RELATED PARTY TRANSACTIONS

During the financial year there were no key management personnel emoluments, other than remuneration.

(a) Mountview Estates P.L.C. provides general management and administration services to Ossian Investors Limited and Sinclair Estates Limited, companies of which Mr D.M. Sinclair is a Director. Fees of £25,487 (2024: £19,867) were charged for these services.

(b) Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and have not been disclosed in this note.

(c) The only key management are the Directors.

(d) As at 31 March 2025 the Company owed Mr D.M. Sinclair £5,298 (2024: £1,529) in relation to an informal loan.

14. LEASE COMMITMENTS

At 31 March 2025 the Company had aggregate annual commitments under non-cancellable operating leases as follows.

	2025	2024
£000
Operating lease payments due:
Not later than one year	55	54
Later than one year and not later than five years	43	74
	98	128
	101

Mountview Estates P.L.C. Annual Report and Accounts 2025

Independent Auditor’s Report to the members of Mountview Estates P.L.C.

year ended 31 March 2025

OPINION

We have audited the parent Company Financial Statements of Mountview Estates P.L.C. for the year ended 31 March 2025 which comprise the Company Balance Sheet, Company Statement of Changes in Equity and Notes to the Financial Statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 ‘The Financial Reporting Standard Applicable in the UK and Republic of Ireland’ (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
* give a true and fair view of the state of the parent Company’s affairs as at 31 March 2025
* have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
* have been prepared in accordance with the requirements of the Companies Act 2006.

BASIS FOR OPINION

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the audit of the parent Company Financial Statements section of our report. We are independent of the parent Company in accordance with the ethical requirements that are relevant to our audit of the parent Company Financial Statements in the UK, including the FRC’s Ethical Standard as applied to listed public interest entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

OUR APPROACH TO THE AUDIT

Our audit was scoped by obtaining an understanding of the parent Company, and its environment, including its system of internal controls, and assessing the risks of material misstatement in the parent Company Financial Statements. We performed a full scope audit of the parent Company. There were no significant changes in our audit approach. We also reviewed the IT and General controls in relation to the parent Company property management system with the assistance of our internal IT experts. Our audit evidence was largely obtained through substantive audit procedures and we tested and examined information, using sampling and other techniques, to the extent we considered necessary to provide a reasonable basis for us to draw conclusions to enable us to form our opinion on the parent Company Financial Statements.

KEY AUDIT MATTERS

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the parent Company Financial Statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the parent Company Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

| Key Audit Matters | How our scope addressed this matter # INDEPENDENT AUDITOR'S REPORT

To the members of Mountview Estates P.L.C.

year ended 31 March 2025

In addition, we Trading Stock to ensure it is valued at compared the result with the property cost as recorded in the parent Company’s accounting the correct cost, the estimations are records. subjective and uncertain in nature. • Reviewing unsold property stock at the year end and challenging management if there were The Property Inventory valuation for any indicators of impairment. the year ended 31 March 2025 is • Reviewing post year-end sales to compare cost and NRV. £437,137,000 (2024: £418,651,000). • Checking Property Inventory (Trading Stock) valuation held by reference to any post balance sheet sales less selling costs, and other applicable costs to complete. Conclusion: Based on our audit procedures performed, we concluded that the carrying value of Property Inventory (Trading Stock) is not materially misstated in the parent Company Financial Statements and is recognised in accordance with the parent Company’s accounting policy and the requirements of FRS 102 section 13.

OUR APPLICATION OF MATERIALITY

We determined overall materiality for the parent Company to be £4.6 million, which is approximately 1% of gross assets. We concluded that determining materiality based on gross assets was consistent with industry peers and appropriately reflects the nature of the business and the metrics on which the users of the parent Company Financial Statements are likely to focus.

We calculated performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and undetected misstatements exceed the materiality level for the parent Company Financial Statements as a whole. On the basis of our risk assessment of the parent Company’s overall control environment, our judgement was that performance materiality for the parent Company should be 50% of overall parent Company Financial Statements materiality at £2.3m.

In addition, we applied a lower materiality of £1.4m (PM of £705k) to specific items in profit or loss, being net trading profits on the sale of properties, rental income, rental expenses, administrative expenses and finance charges, and £634k (PM of £317k) for directors’ transactions. We believe misstatement of these specific items of a lesser amount than materiality for the financial statements as a whole could reasonably be expected to influence the assessment of the financial performance of the parent Company by the users of the parent Company Financial Statements.

We agreed with the Audit and Risk Committee that we would report to them corrected and uncorrected differences in excess of 5% of the materiality level, as well as differences below that threshold that in our view warranted reporting on qualitative grounds.

CONCLUSIONS RELATING TO GOING CONCERN

In auditing the parent Company Financial Statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the parent Company Financial Statements is appropriate. Our evaluation of the directors’ assessment of the entity’s ability to continue to adopt the going concern basis of accounting included the following procedures:

• We assessed the parent Company's ability to meet its liabilities as they fall due, considered both internal factors and external factors and paid particular attention to any events or conditions identified in the viability statement provided, as these may significantly impact the parent Company’s ability to continue as a going concern.
• We evaluated the assumptions and scenarios outlined in the viability statement and assessed their alignment with the parent Company's financial position and prospects. We performed sensitivity analysis on the key assumptions and scenarios outlined in the viability statement to assess their impact on the parent Company's ability to meet its liabilities as they fall due.
• We assessed the parent Company’s interest risk on third party financing and covenants compliance.
• We assessed the rationale behind the directors' selection of the viability period and challenged its adequacy based on the parent Company's specific circumstances, industry dynamics, and market conditions.
• We ensured that the rationale for selecting the viability period is adequately disclosed within the parent Company's Financial Statements, including the viability statement and accompanying notes.
• We examined the disclosures in the parent Company Financial Statements relating to the going concern basis of preparation and explanation of the directors’ assessment in light of the evidence obtained.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the parent Company's ability to continue as a going concern for a period of at least twelve months from when the parent Company Financial Statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

OTHER INFORMATION

The other information comprises the information included in the annual report, other than the parent Company Financial Statements and our Auditor’s Report thereon. The directors are responsible for the other information within the annual report. Our opinion on the parent Company Financial Statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the parent Company Financial Statements or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material We have nothing to report in this regard.

OPINIONS ON OTHER MATTERS PRESCRIBED BY THE COMPANIES ACT 2006

In our opinion the part of the directors’ remuneration report to be audited has been properly prepared in accordance with the Companies Act 2006.

In our opinion, based on the work undertaken in the course of the audit:
* the information given in the Strategic Report and the Directors’ Report for the financial year for which the parent Company Financial Statements are prepared is consistent with the parent Company Financial Statements; and
* the Strategic Report and the Directors’ Report have been prepared in accordance with applicable legal requirements.

MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION.

In the light of the knowledge and understanding of the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors’ report. We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:
* adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
* the parent Company Financial Statements and the part of the Directors’ Remuneration Report to be audited are not in agreement with the accounting records and returns; or
* certain disclosures of directors’ remuneration specified by law are not made; or
* we have not received all the information and explanations we require for our audit.

RESPONSIBILITIES OF DIRECTORS

As explained more fully in the Statement of Directors’ Responsibilities set out on page 35, the directors are responsible for the preparation of the parent Company Financial Statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of parent Company Financial Statements that are free from material misstatement, whether due to fraud or error.

In preparing the parent Company Financial Statements, the directors are responsible for assessing the parent Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the parent Company or to cease operations, or have no realistic alternative but to do so.

AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS

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

A further description of our responsibilities is available on the FRC’s website at https://www.frc.org.uk/library/standards- codes-policy/audit-assurance-and-ethics/auditors-responsibilities-for-the-audit/.# INDEPENDENT AUDITOR'S REPORT

This description forms part of our auditor’s report.

EXPLANATION AS TO WHAT EXTENT THE AUDIT WAS CONSIDERED CAPABLE OF DETECTING IRREGULARITIES, INCLUDING FRAUD.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the parent Company Financial Statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the parent Company. Our approach was as follows:

• We obtained an understanding of the legal and regulatory requirements applicable to the parent Company and considered that the most significant are the Companies Act 2006, UK financial reporting standards as issued by the Financial Reporting Council, the Listing rules, the Disclosure and Transparency Rules, and UK taxation legislation.
• We obtained an understanding of how the parent Company complies with these requirements by discussions with management and those charged with governance.
• We assessed the risk of material misstatement of the parent Company Financial Statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.
• We also performed appropriate testing in respect of the risk of fraud in revenue recognition as described above under key audit matters. Additionally, the risk of management bias in the valuation of Property Inventory (Trading Stock), was covered by our testing on each of these areas as described above under key audit matters.
• We also performed analytical review procedures to identify any unusual relationships that may indicate a material misstatement and additionally tested the appropriateness of journals to address the risk of fraud through management override of controls.
• We also designed additional procedures as part of our unpredictability testing over management override of controls to ensure sufficient coverage.
• We inquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations.
• We contacted the parent Company’s legal advisers and reviewed legal expenses.
• Based on this understanding, we designed specific appropriate audit procedures to identify instances of non- compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the parent Company Financial Statements. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

105

Independent Auditor’s Report (Continued)

to the members of Mountview Estates P.L.C.

year ended 31 March 2025

OTHER MATTERS WHICH WE ARE REQUIRED TO ADDRESS.

We were re-appointed at the annual general meeting by the Shareholders on 14 August 2024 to audit the parent Company Financial Statements for the year ending 31 March 2025. Our total uninterrupted period of engagement is two years, covering the year ended 31 March 2024 to the year ended 31st March 2025. The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the parent Company and we remain independent of the parent Company in conducting our audit. Our audit opinion is consistent with the additional report to the audit committee. We have reported separately on the Consolidated Financial Statements of Mountview Estates P.L.C. for the year ended 31 March 2025. That report includes details of the group key audit matters; how we applied the concept of materiality in planning and performing our audit and an overview of the scope of our audit

USE OF OUR REPORT

This report is made solely to the parent Company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken for no purpose other than to draw to the attention of the parent Company’s members those matters which we are required to include in an auditor’s report addressed to them. To the fullest extent permitted by law, we do not accept or assume responsibility to any party other than the parent Company and parent Company’s members as a body, for our work, for this report, or for the opinions we have formed.

Jonathan Russell (Senior Statutory Auditor)
for and on behalf of Moore Kingston Smith LLP, Statutory Auditor
6th Floor, 9 Appold Street, London, EC1A 2AP
8 July 2025

106

Table of Comparative Figures (unaudited)

for the year ended 31 March 2025

As at 31 March 2025	IFRS 2019 £000	IFRS 2020 £000	IFRS 2021 £000	IFRS 2022 £000	IFRS 2023 £000	IFRS 2024 £000	IFRS 2025 £000
Revenue	65,428	64,873	65,730	66,010	73,593	79,472	72,132
Profit before taxation	34,567	34,941	38,134	34,868	32,764	37,886	31,304
Taxation	6,559	6,645	7,241	7,986	6,299	9,467	7,811
Profit after taxation	28,008	28,296	30,893	26,882	26,465	28,419	23,493
Earnings per share	718.3p	725.7p	792.3p	689.5p	678.8p	728.9p	602.5p
Rate of dividend	400p	400p	425p	750p	750p	525p	525p
Cover	1.75	1.81	1.86	0.92	0.91	1.39	1.15
Cost of dividend	15,596	15,596	16,571	29,242	29,242	20,470	20,470*
Total remuneration (including Directors)	3,928	4,093	4,433	4,556	4,967	5,385	5,441
Executive Directors’ remuneration	1,667	1,756	1,875	1,877	2,016	2,181	2,150
Total remuneration (including Directors) as a percentage of dividend	25.19%	26.24%	26.76%	15.58%	16.99%	26.31%	26.58%
Cost of Executive Directors’ remuneration as a percentage of total remuneration	42.44%	42.90%	42.30%	41.20%	40.59%	40.50%	39.51%
Cost of Executive Directors’ remuneration as a percentage of dividend	10.69%	11.26%	11.32%	6.42%	6.89%	10.65%	10.50%
Executive Directors’ remuneration as a percentage of profit before taxation	4.82%	5.03%	4.92%	5.39%	6.15%	5.76%	6.87%

* The £20.50 million dividend in relation to 2025 is made up of the interim dividend of £9.75 million and the final dividend of £10.72 million, which will be paid on 18 August 2025, subject to approval at the AGM on 13 August 2025.

107

Notice of Meeting

ATTENDANCE AT THE MEETING

We look forward to welcoming shareholders to our 2025 Annual General Meeting (2025 AGM), which will be held at the offices of Norton Rose Fulbright LLP (see the Notice of Annual General Meeting for details). Any changes to the arrangements for the 2025 AGM prior to the meeting, if there are any unforeseen circumstances, such as health and safety arrangements, will be published on the Company’s website: www.mountviewplc.co.uk

All resolutions for the consideration at the 2025 AGM will be voted on a poll, rather than a show of hands, and all valid proxy votes cast will count towards the poll votes. The results will be announced via a regulatory announcement and will be posted on the Company’s website as soon as practicable after the 2025 AGM. Shareholders are encouraged to vote in advance by appointing a proxy, regardless of whether or not they intend to attend the 2025 AGM in person, see details below for appointing a proxy.

APPOINTING A PROXY

Shareholders can vote ahead of the 2025 AGM by appointing a proxy to vote on the resolutions set out in the Notice of Annual General Meeting (see page 109) and should do so as soon as possible, and in any event by 11.00 am on 11 August 2025. All shareholders are encouraged to appoint the chairman of the meeting as their proxy even if they intend to attend in person at the 2025 AGM. This is to ensure that your vote is counted even if you (or any other proxy you might otherwise appoint) are not able to attend in person on the day of the 2025 AGM.

Shareholders can vote ahead of the 2025 AGM, either by completing and returning a Proxy Form or by appointing a proxy electronically via the Investor Centre app or by accessing the web browser at https://uk.investorcentre.mpms.mufg.com/. The completion and submission of a form of proxy will not prevent you from attending and voting in person at the 2025 AGM.# Mountview Estates P.L.C. Annual Report and Accounts 2025

NOTICE OF ANNUAL GENERAL MEETING

Notice is hereby given that the 88th Annual General Meeting of the Members of Mountview Estates P.L.C. (incorporated in England and Wales with registered number 00328020) (the Company) will be held at the offices of Norton Rose Fulbright LLP, 3 More London Riverside, London SE1 2AQ on 13 August 2025 at 11.00 am.

Shareholders will be asked to consider and, if thought fit, pass the following resolutions, which will be proposed as ordinary resolutions and must each receive more than 50 per cent of the votes cast in favour in order to be passed (not counting votes withheld).

1. To receive and consider the Reports of the Directors and the Auditors and the audited Statements of Accounts of the Company for the year ended 31 March 2025.
2. To declare a final dividend of 275 pence per share payable on 18 August 2025 to shareholders on the register at 11 July 2025.
3. To re-elect Mrs M.M. Bray as a Director of the Company.
4. To re-elect Mr D.M. Sinclair as a Director of the Company.
5. To re-elect Mr A.W. Powell as a Director of the Company, provided that resolution 12 is passed.
6. To re-elect Dr A.R. Williams as a Director of the Company.
7. To elect Ms T.E.B. Hartley as a Director of the Company, provided that resolution 13 is passed.
8. To approve the Directors’ Remuneration Report (other than the part containing the Directors’ Remuneration Policy) in the Annual Report and Accounts for the year ended 31 March 2025.
9. To approve the Directors’ Remuneration Policy set out on pages 55 to 61 of the Remuneration Report which is contained in the Annual Report and Accounts for the year ended 31 March 2025, such policy to take effect from the conclusion of the Annual General Meeting.
10. To appoint Messrs Moore Kingston Smith LLP as auditors of the Company to hold office from the conclusion of the Annual General Meeting to the conclusion of the next meeting at which the Company’s Annual Report and Accounts are laid before the meeting.
11. To authorise the Directors to determine the auditors’ remuneration for the ensuing year.

In accordance with UK Listing Rule 6.2.8R notice is also hereby given for the independent shareholders of the Company only:

1. To re-elect Mr A.W. Powell as a Director of the Company, provided that resolution 5 is passed.
2. To elect Ms T.E.B Hartley as a Director of the Company, provided that resolution 7 is passed.

By Order of the Board

M.M. Bray
Company Secretary

Mountview House
151 High Street
Southgate
London N14 6EW
8 July 2025

Notice of Meeting (Continued)

NOTES:

1. A Member who is entitled to attend and vote at the meeting is entitled to appoint one or more proxies to attend, speak and vote instead of him/her. A proxy need not also be a Member of the Company. If a Member appoints more than one proxy to attend the meeting, each proxy must be appointed to exercise the rights attached to a different share or shares held by the Member. If a Member wishes to appoint more than one proxy and so requires additional Forms of Proxy, the Member should contact MUFG Corporate Markets (formerly Link Group), PXS 1, Central Square, 29 Wellington Street, Leeds, LS1 4DL, or you may photocopy the form.
2. A Form of Proxy is enclosed with this Annual Report and Accounts and Notice of the 2025 AGM and should be completed in accordance with the instructions contained therein. To be effective, the Form of Proxy and any power of attorney or other authority under which it is signed (or a notarially certified copy of such authority) must be deposited at the office of the Company’s Registrars, MUFG Corporate Markets (formerly Link Group), PXS 1, Central Square, 29 Wellington Street, Leeds, LS1 4DL, by 11.00 am on 11 August 2025 or in the case of any adjournment of the meeting, not later than 48 hours before the time of such adjourned meeting. Amended instructions must also be received by the Company’s Registrars by the deadline for receipt of Forms of Proxy.
3. Shareholders can vote electronically via the Investor Centre, a free app for smartphone and tablet provided by MUFG Corporate Markets (the company's registrar). It allows you to securely manage and monitor your shareholdings in real time, take part in online voting, keep your details up to date, access a range of information including payment history and much more. The app is available to download on both the Apple App Store and Google Play, or by scanning the relevant QR code below. Alternatively, you may access the Investor Centre via a browser at: https://uk.investorcentre.mpms.mufg.com/. In order to be a valid proxy appointment, the member’s electronic message confirming the details of the appointment completed in accordance with those instructions must be transmitted so as to be received no later than 11.00 am on 11 August 2025. The proxy appointment will not be accepted if found to contain a computer virus.
4. To appoint a proxy or to give or amend an instruction to a previously appointed proxy via the CREST system, the CREST message must be received by the issuer’s agent RA10 by 11.00 am on 11 August 2025 or in the case of any adjournment of the meeting, not later than 48 hours before the time of such adjourned meeting. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp applied to the message by the CREST Applications Host) from which the issuer’s agent is able to retrieve the message. After this time any change of instructions to a proxy appointed through CREST should be communicated to the proxy by other means. CREST Personal Members or other CREST sponsored members, and those CREST Members who have appointed voting service provider(s) should contact their CREST sponsor or voting service provider(s) for assistance with appointing proxies via CREST. For further information on CREST procedures, limitations and system timings please refer to the CREST Manual. We may treat as invalid a proxy appointment sent by CREST in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001 (as amended). In any case your proxy instruction must be received by the Company’s Registrars, MUFG Corporate Markets (formerly Link Group), PXS 1, Central Square, 29 Wellington Street, Leeds, LS1 4DL by 11.00 am on 11 August 2025 or not later than 48 hours before the time of any adjourned meeting. Unless otherwise indicated on the Form of Proxy, CREST or any other electronic voting instruction, the proxy will vote as they think fit, or at their discretion, withhold from voting.
5. Any person receiving a copy of this Notice as a person nominated by a Member to enjoy information rights under Section 146 of the Companies Act 2006 (a “Nominated Person”) should note that the provisions in Notes 1 and 2 above concerning the appointment of a proxy or proxies to attend the meeting in place of a Member, do not apply to a Nominated Person as only Members have the right to appoint a proxy. However, a Nominated Person may have a right under an agreement between the Nominated Person and the Member by whom he or she was nominated to be appointed, or to have someone else appointed, as a proxy for the meeting. If a Nominated Person has no such proxy appointment right or does not wish to exercise it, he/she may have a right under such an agreement to give instructions to the Member as to the exercise of voting rights at the meeting. Nominated persons should also remember that their main point of contact in terms of their investment in the Company remains the Member who nominated the Nominated Person to enjoy information rights (or, perhaps the custodian or broker who administers the investment on their behalf). Nominated Persons should continue to contact that Member, custodian or broker (and not the Company) regarding any changes or queries relating to the Nominated Person’s personal details and interest in the Company (including any administrative matter). The only exception to this is where the Company expressly requests a response from a Nominated Person.
6. Pursuant to Regulation 41 of the Uncertificated Securities Regulations 2001 (as amended) and for the purposes of Section 360B of the Companies Act 2006, entitlement to attend and vote at the meeting and the number of votes which may be cast thereat will be determined by reference to the Register of Members of the Company as at close of business on 11 August 2025 (the ”Specified Time”) or 48 hours (excluding any day or part of any day that is not a working day) before the date of any adjourned meeting. If the meeting is adjourned to a time not more than 48 hours after the Specified Time, that time will also apply for the purpose of determining the entitlement of Members to attend and vote and for the purpose of determining the number of votes they may cast at the adjourned meeting.# Mountview Estates P.L.C. Annual Report and Accounts 2025

Notice of Meeting (Continued)

Changes to entries on the Register of Members after the relevant deadline shall be disregarded in determining the rights of any person to attend and vote at the meeting.

1. Any corporation which is a Member can appoint one or more corporate representatives who may exercise on its behalf all of its powers as a Member, provided that, if it is appointing more than one corporate representative, it does not do so in relation to the same shares.

2. If the Chairman of the meeting as a result of any proxy appointments, is given discretion as to how the votes the subject of those proxies are cast and the voting rights in respect of those discretionary proxies, when added to the interests in the Company’s securities already held by the Chairman of the meeting result in the Chairman of the meeting holding such number of voting rights that he has a notifiable obligation under the Disclosure Guidance and Transparency Rules, the Chairman of the meeting will make the necessary notifications to the Company and the Financial Conduct Authority. As a result, any Member holding 3% or more of the voting rights in the Company who grants the Chairman of the meeting a discretionary proxy in respect of some or all of those voting rights and so would otherwise have a notification obligation under the Disclosure Guidance and Transparency Rules, need not make a separate notification to the Company and the Financial Conduct Authority.

3. This Notice, together with information about the total numbers of shares in the Company in respect of which Members are entitled to exercise voting rights at the meeting as at, 8 July 2025, being the last business day prior to the printing of this Notice and, if applicable, any Members’ statements, Members’ resolutions or Members’ matters of business received by the Company after the date of this Notice, will be available on the Company’s website www.mountviewplc.co.uk.

4. Under Section 527 of the Companies Act 2006, Members meeting the threshold requirements set out in that section have the right to require the Company to publish on a website a statement setting out any matter relating to:
   (a) the audit of the Company’s accounts (including the Auditors’ report and the conduct of the audit) that are to be laid before the meeting; or
   (b) any circumstance connected with an auditor of the Company ceasing to hold office since the previous meeting at which annual accounts and reports were laid in accordance with Section 437 of the Companies Act 2006.
   The Company may not require the Members requesting any such website publication to pay its expenses in complying with Sections 527 or 528 Companies Act 2006. Where the Company is required to place a statement on a website under Section 527 Companies Act 2006, it must forward the statement to the Company’s Auditors not later than the time when it makes the statement available on the website. The business which may be dealt with at the meeting includes any statement that the Company has been required under Section 527 Companies Act 2006 to publish on a website.

5. Any Member attending the meeting has the right to ask questions. The Company must cause to be answered any question relating to the business being dealt with at the meeting put by a member attending the meeting. However, Members should note that no answer need be given in the following circumstances:
   (a) if to do so would interfere unduly with the preparation of the meeting or would involve a disclosure of confidential information;
   (b) if the answer has already been given on a website in the form of an answer to a question; or
   (c) if it is undesirable in the interests of the Company or the good order of the meeting that the question be answered.

Members can also send to the Company any questions in relation to the business of the meeting in advance by email to reception@mountviewplc.co.uk or by writing to the Company Secretary, Mountview House, 151 High Street, Southgate, London N14 6EW. Please submit questions as soon as possible and in any event no later than 1 August 2025. Responses to relevant questions submitted by 1 August 2025 will be provided, by way of a written Q&A, grouped into themes, posted on the Company’s website as soon as practicable in advance of the meeting, and no later than 8 August 2025. Some, but not all, questions may receive individual responses. For questions received after 1 August 2025, the Directors will endeavour to provide answers as soon as practicable but responses may be provided after 8 August 2025. Responses will not be provided to questions which do not relate to the business of the meeting or that the Directors determine require disclosure of confidential or commercially sensitive information or are already answered on the website or are already addressed elsewhere including in the annual report and accounts. The Company reserves the right to answer questions only from Members or those legally permitted to raise questions at the meeting.

1. Any electronic address provided either in this Notice or in any related documents (including the Form of Proxy) may not be used to communicate with the Company for any purposes other than those expressly stated.

2. As at, 8 July 2025, being the last business day prior to the printing of this Notice, the Company’s issued capital consisted of 3,899,014 Ordinary Shares carrying one vote each. Therefore, the total voting rights in the Company as at, 8 July 2025, are 3,899,014.

3. Copies of the Directors’ service contracts and letters of appointment with the Company are available for inspection at the registered office at Mountview House, 151 High Street, Southgate, London N14 6EW during normal business hours on weekdays (Saturdays, Sundays and English public holidays excepted) from the date of this Notice and at the place of meeting from 15 minutes before the meeting until it ends.

4. Your personal data includes all data provided by you, or on your behalf, which relates to you as a shareholder, including your name and contact details, the votes you cast and your Shareholder Reference Number (attributed to you by the Company). The Company determines the purposes for which and the manner in which your personal data is to be processed. The Company and any third party to which it discloses the data (including the Company’s registrar) may process your personal data for the purposes of compiling and updating the Company’s records, fulfilling its legal obligations and processing the shareholder rights you exercise. A copy of the Company’s privacy policy can be found online at: https://mountviewplc.co.uk/privacy.html

5. Explanatory note for resolutions 5, 7, 12 and 13: In accordance with the Financial Conduct Authority’s UK Listing Rules (UKLR) there are certain voting requirements for the election of independent Directors in listed companies with a controlling shareholder (a shareholder who exercises 30% or more of the votes). Under the rules, the election or re-election of any Director whom the Company has determined to be independent under the UK Corporate Governance Code must be approved by the shareholders as a whole, and separately by all shareholders excluding the Sinclair Family Concert Party which is collectively deemed to be a controlling shareholder (the Independent Shareholders). Therefore at this year’s meeting there will be two votes each in relation to the election of the Non-Executive Director, Ms. T.E.B. Hartley and the re-election of the Non-Executive Director, Mr. A. W. Powell, one vote by the shareholders as a whole and another vote by the Independent Shareholders. If a vote to elect/re-elect a Non-Executive Director is not passed by the Independent Shareholders, the Company may propose a further resolution to elect/re-elect the relevant Director between 90 and 120 days from the date of the original vote. This further resolution in respect of each Non-Executive Director must be passed by a majority of the shareholders as a whole only, and there is no requirement for an additional vote by the Independent Shareholders. UKLR 6.2.7R allows any Non-Executive Director who is not elected/re-elected by the Independent Shareholders to remain in office until the further resolution has been voted on.

Shareholder Information

FINANCIAL CALENDAR 2025

Event	Date
Final dividend record date	11 July
Annual Report posted to Shareholders	11 July
Annual General Meeting	13 August
Final dividend payment	18 August
Interim results	20 November

Copies of this statement are being sent to Shareholders. Copies may be obtained from the Company’s registered office:
Mountview House
151 High Street, Southgate, London, N14 6EW

All administrative enquiries relating to shareholdings should be addressed to the Company’s Registrars:
MUFG Corporate Markets (formerly Link Group)
Central Square, 29 Wellington Street, Leeds, LS1 4DL

The production of this report supports the work of the Woodland Trust, the UK’s leading woodland conservation charity. Each tree planted will grow into a vital carbon store, helping to reduce environmental impact as well as creating natural havens for wildlife and people.# Mountview House, 151 High Street, Southgate, London N14 6EW Tel:+44 (0) 20 8920 5777 Fax:+44 (0) 20 8882 9981 www.mountviewplc.co.uk 3267032670MountviewMountviewAR2025.inddAR2025.indd1107/07/202507/07/202513:31:3513:31:35 MOUntccouAandtrpoReAnnualC..Ls.SEATTSEWEIVTNP2025