abrdn Property Income Trust Limited – Annual Financial Report

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abrdn Property Income Trust Limited – Annual Financial Report

PR Newswire

Guernsey: 28 April 2026

LEI: 549300HHFBWZRKC7RW84

abrdn Property Income Trust Limited

(“API” or the “Company”)

FINAL RESULTS FOR THE YEAR ENDED 31 DECEMBER 2025

The Company’s Annual Report and Accounts for the year ended 31 December 2025 and
the Notice of the Annual General Meeting will shortly be available to view on
the Company’s corporate website at https://www.abrdnpit.co.uk/en-gb/literature.
The Documents have also been submitted to the National Storage Mechanism and are
available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism.  Hard copies will be
posted to shareholders shortly.

PERFORMANCE SUMMARY

Earnings, Dividends & 31 December 31 December
Costs
2025 2024
IFRS Loss per share (p) (0.9) (11.3)
Dividends paid per 0.9 3.0
ordinary share (p)
Dividends declared per – 0.0
ordinary share but not
yet paid (p) *
Capital Distributions (p) 3.0 52.0
Ongoing Charges **
As a % of average net 4.0 2.8
assets including direct
property costs
As a % of average net 3.9 1.2
assets excluding direct
property costs

Capital Values & Gearing 31 December 31 December Change

2025 2024 %
Net assets (£million) 12.1 30.4 (60.1)
Net asset value per share 3.2 8.0 (60.2)
(p) (note 20)
Ordinary Share Price (p) 2.4 6.9 (65.2)
(Discount)/Premium to NAV (24.6) (13.8)
(%) ***

Total Return 1 year 3 year 5 year 10 year

% return % return % return % return
Share Price ^ 5.5 21.6 41.3 30.6
FTSE All-Share Real 11.9 10.2 (2.4) (2.2)
Estate Investment Trusts
Index
FTSE All-Share Index 24.0 46.5 73.9 123.4

* Represents the special interim property income distribution to shareholders
(Ex-Dividend Date: 19 December 2024, Record Time: 20 December 2024) as a result
of exiting the REIT regime. This was in addition to the return of capital via
the redeemable bonus shares

** As defined and calculated under API’s Alternative Performance Measures (as
detailed in the full Annual Accounts which can be found via the following link:
https://www.abrdnpit.co.uk/en-gb/literature)

*** Differential between the Ordinary Share Price and the Net asset value per
share expressed as a percentage of the Net asset value per share.

^ Assumes re-investment of dividends excluding transaction costs.

Sources: Aberdeen PLC, MSCI

CHAIR’S STATEMENT

Background

As longer standing shareholders will be aware from previous communications, the
sale in November 2024 of abrdn Property Holdings Limited (aPH) resulted in the
disposal of the investment property portfolio barring one asset.  This final
holding is the land in the Cairngorms known as Far Ralia, which was originally
acquired as part of the Company’s Net Zero Carbon target and is currently being
marketed for sale.  There is an update on progress within the Investment
Manager’s report.

Following a sale of Far Ralia, and in line with the shareholder vote in May
2024, it is the Board’s intention to progress with a liquidation of the Company
and return the proceeds to shareholders.

Review of 2025

As outlined in the 2025 Interim Report & Accounts, the Board and Investment
Manager continue to work towards a formal liquidation of the Company, and it
remains their sole focus to maximise returns to shareholders and liquidate the
Company as soon as practically possible.

During the year and following agreement of the completion accounts in relation
to the sale of aPH, the Company returned approximately £15 million to
shareholders by way of a Return of Capital (via redeemable bonus shares) and a
Final Property Income Distribution.  The Board, in discussion with the
Investment Manager, is satisfied that following this distribution the Company
retains a prudent level of funds to cover its outgoings for a sufficient period
of time to facilitate a liquidation.

The Board remain cognisant that the Company no longer has any income producing
assets (excluding interest on cash holdings) and the costs of running the
Company are now eroding shareholder funds by approximately £600,000 per annum
(net of interest on cash holdings) based on current projections.  The Board and
Investment Manager are, therefore, focused on minimising expenditure.

In line with this, the Board have taken the decision to reduce their annual
Director’s fees by 10% from 1 April 2026.  Additionally, during the year the
Board decided to change the Company’s auditor from Deloitte LLP to Grant
Thornton Limited as the latter represented better value for money. This forms
part of an ongoing exercise whereby the costs of all the Company’s suppliers are
being scrutinised in efforts to reduce these where possible.

Potential Delisting

As part of these cost saving efforts, the Board considered the potential for the
Company to delist from the London Stock Exchange.  Whilst offering an attractive
reduction in costs, it was noted that this could have a material impact on some
shareholders.  In collaboration with the Company’s Broker, the Board consulted
with a range of shareholders to gauge their views and, on the whole,
shareholders preferred their shares to remain listed.

Board Composition

Since the resignation of three Directors in December 2024, the Board has
comprised two Directors.  It is felt that this better reflects the extent of
oversight the Company requires during the wind-down phase.  Depending on timing
and structure of any liquidation, this number will probably reduce to one for
the final wind-down of the Company.

Financial Resources

At the year end the Company held £4.6m in cash and had net current assets
excluding Far Ralia of £1.0m. No provision has been made for future operating
costs.  As previously advised, the Board has invested the Company’s cash
holdings into a shorter-term money market fund, the abrdn Liquidity Fund
(Sterling Class), to provide the balance of a competitive rate of interest and
security of capital.

Final Distributions and Outlook

The current NAV is 3.2p, of which 1.7p relates to Far Ralia. The timing and
value of its eventual sale will impact future distributions.

The Board are cognisant of ensuring that the final distribution is as close as
possible to the previously anticipated 64p per share as communicated following
the shareholder vote on implementing the Managed Wind-Down.  To date, a total of
59.9p per share has been distributed to shareholders (through a combination of
Income Distributions and the redemption of bonus shares). The Board believe that
the current NAV of 3.2p is still reflective of the initial projections (which
excluded future operating costs) except for the fall in valuation of Far Ralia
over 2025 as shown in the NAV bridge below.

NAV Bridge 2025
Pence per share
Target Distribution 64.0

Third Quarter PID, paid Nov 24 (1.0)
Capital Distribution, paid Dec 24 (52.0)
Interim Balancing PID, paid Jan 25 (3.0)
Capital Distribution, paid Nov 25 (3.0)
Final PID, paid Nov 25 (0.9)
Change in Far Ralia Valuation (0.9)
Residual NAV 3.2

Shareholders are reminded that as soon as liquidators are appointed the
Company’s shares will cease trading on the London Stock Exchange effectively
meaning the shares cannot be sold, with their value totally dependent on the
proceeds distributed by the liquidator after all assets are sold and liabilities
paid. Furthermore, the NAV of 3.2p excludes any provision for future costs
associated with the running of the Company through liquidation. To date, these
have largely been covered by the interest generated from the money market
investment, however given the recent distributions, interest income has fallen
and the NAV will decline over time.

The Board will continue to update shareholders regarding the sale of Far Ralia
when pertinent, and its likely impact on the ultimate distribution they will
receive.

Annual General Meeting (“AGM”)

The Annual General Meeting (“AGM”) will be held at 10.00am on Monday 10 August
2026 at the offices of Aberdeen Group PLC, 1 George Street, Edinburgh EH2 2LL.
The Board looks forward to welcoming shareholders in person where they will have
the opportunity to put questions to the Board and/or the Manager. Shareholders
are also invited to submit questions by email in advance to
[email protected]

27 April 2026

Mike Balfour

INVESTMENT MANAGER’S REPORT

Review of 2025

After the sale of aPH in November 2024, and with it the majority of the property
assets, the two main workstreams during 2025 were resolving the outstanding
matters in relation to the sale of aPH and progressing with the marketing of the
Company’s final asset, Far Ralia.

Given the size and complexity of the aPH transaction, there were a number of
matters that had to be resolved including the final completion accounts and
service charge reconciliations at a variety of the multi-let properties.  These
were worked through in conjunction with various external consultants, and once
concluded allowed the final Property Income Distribution and a Return of Capital
to be paid towards the end of the year.

Purchases

As shareholders will be aware, the Company only holds one property asset which
is its land holding in the Cairngorms.  Far Ralia is a 3,633-acre estate which
was acquired as part of the Company’s Net Zero strategy and on which the Company
has undertaken an extensive tree planting programme.  This was completed during
the year, along with a further “beating-up” exercise whereby failed saplings
were replaced.  As was noted in the Interim Report, the failure rate at Far
Ralia was below expectations and well within capital expenditure forecasts.

As part of the planting scheme, the Company will receive £1.65m in grant funding
from Scottish Forestry.  Due to the change in ownership of Far Ralia, whereby it
was transferred from aPH to abrdn Property Income Trust, extra-legal and
registration hurdles had to be overcome with the Scottish Government resulting
in a delayed payment of the grant funding.  All the legal documentation,
including Standard Security, has now been completed, and we await the payment
from Scottish Forestry.

During the course of the year the Investment Manager implemented a change in the
sale strategy by replacing the marketing agent and reducing the quoting price
for the asset.  Whilst the original pricing had always been a guide, it was felt
that a fresh approach would benefit the sales process.

Following the change in agent there has been an increase in the levels of
interest, albeit the number of potential buyers for this type of asset is very
limited.  In addition, the market for natural capital investments is noticeably
slower than more standard commercial property.  Current sentiment around ESG has
weakened as has the confidence around the future pricing of carbon units.  Given
that a significant proportion of the value in Far Ralia is linked to the Pending
Issuance Units (PIUs) that have now been validated, this has impacted the
conviction of potential buyers.

Outlook for 2026

The impact of the various ongoing global conflicts, in particular in the Middle
East, could cause further delay in the disposal of Far Ralia.  It is widely
anticipated that there will be an increase in UK inflation due to the
constrained oil supply, which in turn could lead to a reactive increase in the
Bank of England interest rates.  Any increase in the cost of capital and the
risk-free rate may reduce investor’s appetite and/or their pricing expectations.

However, it remains the key focus of the Board and Investment Manager to dispose
of Far Ralia and liquidate the Company as quickly and efficiently as possible.
The Board and Investment Manager are acutely aware of the balance in maximising
a sale price for Far Ralia with the time taken to do so and the resultant
running costs of the Company, and this will influence any future decisions.

Valuation

The sole remaining asset, Far Ralia, is valued quarterly by Knight Frank LLP
under the provisions of the RICS Red Book.  As at 31 December 2025 it was valued
at £6.75m.

PRINCIPAL RISKS AND UNCERTAINTIES

The Board ensures that proper consideration of risk is undertaken in all aspects
of the Company’s business on a regular basis. The Board have assessed the
Company’s principal risks as summarised below:

Delays in the eventual liquidation of the Company.

The eventual liquidation of the Company is dependent on the timing of the sale
of the Company’s sole remaining asset, Far Ralia and the eventual recovery of
grant income from Scottish Forestry; the Board will provide an update to
Shareholders if this position changes. The risk therefore is that any delays in
the sales process will impact not just the timing of the liquidation but also
potentially the scale of final distribution to shareholders (see below).  The
risk is mitigated by an active marketing process including a change in marketing
strategy implemented during the year. Legal documentation in relation to Grant
Funding has now concluded and validation of PIUs from the Woodland Carbon Cide
has been received (which would likely be a requirement for any prospective
buyer). Scottish Forestry consent will still be required as part of the sales
process. Furthermore, the Board has been in contact with the potential
liquidators regarding the timing of when they could be appointed and the
retention they would require.

The ultimate total distribution to shareholders is less than expected.

To mitigate this risk, the Board received regular updates from the Investment
Manager during the initial negotiation period for the subsidiary sale and
subsequent negotiation over post completion matters (which have now concluded) –
establishing a prudent buffer at the point of initial capital distribution to
Shareholders during December 2024 and again at the point of the secondary
distribution during November 2025 (via the Redeemable Bonus Share issues). The
ultimate distribution to shareholders is highly dependent on the timing of the
sale of Far Ralia and the resultant sales price achieved; the former is likely
to impact the accumulated ongoing running costs prior to liquidation (i.e.
longer period to liquidation, higher running costs). This risk is mitigated
through the regular review of forecast costs, scrutiny of the selling agent, and
proactive discussions with the potential liquidator. There still remains a risk
around any unforeseen outcomes / liabilities associated with the former
subsidiaries (relating to the Company’s period of ownership). While there are
few avenues for mitigation of such a risk at present, the likelihood has been
deemed low given the robust governance and due diligence with which these
subsidiaries were managed and sold.

Environmental.

Extreme weather events both in the UK and globally are becoming a more regular
occurrence due to climate change, the impact of the environment on property and
on the wider UK economy is seen as an increasing risk.  Environmental risk was
historically considered as part of each purchase and monitored on an ongoing
basis by the Investment Manager.

Given the nature of the asset, the Company have taken out Insurance covering
physical loss, destruction or damage (including fire).

Other Risks.

Other risks faced by the Company include the following:

· Tax efficiency – following the change in structure of the (former) Group on
29 November 24, the Company can no longer qualify for REIT Tax status. As such,
there is a clear risk that the Company can no longer be seen as a tax efficient
investment vehicle for shareholders. In addition a future delisting may
ultimately impact shareholders invested via tax efficient wrappers such as ISAs.
· Regulatory – breach of regulatory rules could lead to the suspension of the
Company’s Stock Exchange Listing, financial penalties or a qualified audit
report. As part of this, the Board also considers the risk of failing to provide
open and relevant level of communication with shareholders and the market.
· Financial – inadequate controls by the Investment Manager or third-party
service providers could lead to misappropriation of assets. Inappropriate
accounting policies or failure to comply with accounting standards could lead to
misreporting or breaches of regulations.
· Operational – failure of the Investment Manager’s accounting systems or
disruption to the Investment Manager’s business, or that of third-party service
providers, could lead to an inability to provide accurate reporting and
monitoring, leading to loss of shareholder confidence.
· Business continuity – risks to any of the Company’s service providers or
properties, following a catastrophic event e.g. terrorist attack, cyber-attack,
power disruptions or civil unrest, leading to disruption of service, loss of
data etc.
· Cyber – the risk of large-scale network disruption through various forms
such as hacking, malware, phishing, DDOS, data breach or loss.  In addition,
Artificial Intelligence and it’s potential use in cyber attacks

The Board seeks to mitigate and manage all risks through review, policy setting
and enforcement of contractual obligations. It also regularly monitors the
investment environment and where the Company’s cash is invested.

Details of the Company’s internal controls are described in more detail in the
Corporate Governance Report in the full Annual Accounts which can be found via
the following link: https://www.abrdnpit.co.uk/en-gb/literature.

Emerging Risks

The Board continues to monitor emerging risks in accordance with its risk
management framework.

▸Future of the Company

Following the approval by shareholders in May 2024 to change the (former)
Group’s Investment Policy placing the Company and its former subsidiaries into a
Managed and Orderly Wind-Down, and the subsequent disposal of these subsidiaries
to GoldenTree Asset Management LP in November 2024, there now exists a clear
risk around the ultimate liquidation process itself. Once in liquidation, the
Company’s shares will no longer be traded on a stock exchange, and shareholders
will not be able to realise their investments and will be dependent on the
liquidator who will assume responsibilities over the operational management of
the Company during the liquidation period. The length of the liquidation itself
and timing of ultimate distributions relating to any residual cash due to
shareholders would be at their discretion.

▸Economic and Geopolitical

The current economic and geopolitical environment is unpredictable, and changing
rapidly, and this may affect real estate valuations and/or deter prospective
buyers, increasing the risk relating to the quantum and timing of the sale of
Far Ralia.

▸Climate

There continues to be a “greenlash” against climate policies following the
Republicans win in the US elections in 2024. This could derail progress against
global climate targets and dampen the demand for carbon offset assets.

Viability Statement

The Company’s sole remaining property asset is the land at Far Ralia. Other
assets comprise an investment in a money market fund, cash at bank and other net
current assets. The Board has therefore considered whether the Company could
still be considered `viable’.  As part of this assessment, the Board has
reviewed projected costs (up to and during a liquidation period) relative to
available resources and over various time periods up to three years.

The Board has also carried out a robust assessment of the principal and emerging
risks faced by the Company, as detailed above.

After review, the Board are confident that the Company has sufficient resources
to be able to meet its liabilities as they fall due.  However, it also
acknowledges that the Company can no longer be considered viable given there is
a clear intention to liquidate the Company and return surplus cash to
shareholders.

STATEMENT OF DIRECTOR’S RESPONSIBILITIES

The Directors are responsible for preparing the Annual Report and the Company
Financial Statements for each year which give a true and fair view, in
accordance with the applicable Guernsey law and IFRS Accounting Standards.

In preparing those Financial Statements, the Directors are required to:

· Select suitable accounting policies in accordance with IAS 8: Accounting
Policies, Changes in Accounting Estimates and Errors and then apply them
consistently;
· Make judgements and estimates that are reasonable and prudent;
· resent information, including accounting policies, in a manner that provides
relevant, reliable, comparable and understandable information;
· Provide additional disclosures when compliance with the specific
requirements in IFRS Accounting Standards are insufficient to enable users to
understand the impact of particular transactions, other events and conditions on
the Company’s financial position and financial performance;
· State that the Company has complied with IFRS Accounting Standards, subject
to any material departures disclosed and explained in the Company’s Financial
Statements; and
· Prepare the Company Financial Statements on a going concern basis unless it
is inappropriate to presume that the Company will continue in business.

The Directors confirm that they have complied with the above requirements in
preparing the Financial Statements.  As detailed further in note 2.1, the
Directors have deemed it appropriate to prepare the Financial Statements on a
basis other than that of a going concern.

The Directors are responsible for keeping adequate accounting records, that are
sufficient to show and explain the Company’s transactions and disclose with
reasonable accuracy at any time, the financial position of the Company and to
enable them to ensure that the Financial Statements comply with The Companies
(Guernsey) Law, 2008. They are also responsible for safeguarding the assets of
the Company and hence for taking reasonable steps for the prevention and
detection of fraud, error and non-compliance with law and regulations.

The maintenance and integrity of the Company’s website is the responsibility of
the Directors through its Investment Manager; the work carried out by the
auditors does not involve considerations of these matters and, accordingly, the
auditors accept no responsibility for any change that may have occurred to the
Financial Statements since they were initially presented on the website.
Legislation in Guernsey governing the preparation and dissemination of the
financial statements may differ from legislation in other jurisdictions.

Responsibility Statement of the Directors in respect of the Consolidated Annual
Report under the Disclosure and Transparency Rules

The Directors each confirm to the best of their knowledge that:

· The Financial Statements, prepared in accordance with IFRS Accounting
Standards, give a true and fair view of the assets, liabilities, financial
position and profit or loss of the Company; and
· The management report, which is incorporated into the Strategic Report,
Directors’ Report and Investment Manager’s Review, includes a fair review of the
development and performance of the business and the position of the Company,
together with a description of the principal risks and uncertainties that they
face.

Statement under the UK Corporate Governance Code

The Directors each confirm to the best of their knowledge and belief that the
Annual Report and Financial Statements taken as a whole are fair, balanced and
understandable and provide the information necessary to assess the Company’s
position and performance, business model and strategy.

Approved by the Board on

27 April 2026

Mike Balfour

Chair

STATEMENT OF COMPREHENSIVE INCOME
For the year ended 31 December 2025

12 Months to 12 Months to
31 Dec 2025 31 Dec 2024
Notes £ £
Rental income – 24,070,912
Service charge income 4 – 4,899,881
Service charge expenditure 4 – (5,937,817)
Net Rental Income – 23,032,976

Administrative and other expenses
Investment management fee 4 (200,000) (1,399,114)
Other direct property operating 4 (5,525) (2,447,020)
expenses
Net impairment gain on trade 4 – (110,725)
receivables
Fees associated with strategic review 4 – (2,800,223)
and aborted merger
Fees associated with managed wind-down 4 – (399,197)
and portfolio disposal
Other administration expenses 4 (746,191) (1,505,185)
Total administrative and other (951,716) (8,661,464)
expenses
Operating (loss)/profit before changes (951,716) 14,371,512
in fair value of investment properties

Valuation (loss)/gain from land 8 (3,668,810) 475,876
Estimated costs arising from future (109,750) (165,000)
disposal of land
Loss on disposal of subsidiaries 10 – (48,152,578)
Adjustment to loss on disposal of 10 633,617 –
subsidiaries
Loss on disposal of investment 7 – (2,063,652)
properties
Operating loss (4,096,659) (35,533,842)

Finance income 5 768,187 649,889
Finance costs 5 – (7,955,137)
Loss for the year before taxation (3,328,472) (42,839,090)

Taxation
Tax credit/(charge) 6 55,110 (55,110)
Loss for the year, net of tax (3,273,362) (42,894,200)

Other comprehensive income
Movement in fair value on interest 15 – 98,784
rate cap
Total other comprehensive gain – 98,784

Total comprehensive loss for the year, (3,273,362) (42,795,416)
net of tax

Loss per share 2025 (p) 2024 (p)
Basic and diluted loss per share 18 (0.9) (11.3)

All items in the above Consolidated Statement of Comprehensive Income derive
from discontinuing operations.

The notes below are an integral part of these Consolidated Financial Statements.

STATEMENT OF FINANCIAL POSITION
As at 31 December 2025

31 Dec 25 31 Dec 24
Assets Notes £ £
Current assets
Land held for sale 8, 9 6,475,250 9,835,000
Trade and other receivables – 11 1,801,883 2,171,092
net
Cash and cash equivalents 12 4,617,554 36,655,166
12,894,687 48,661,258
Total assets 12,894,687 48,661,258

Liabilities
Current liabilities
Trade and other payables 13 752,858 6,860,858
Distributions payable 19 – 11,436,569
752,858 18,297,427
Total liabilities 752,858 18,297,427

Net assets 12,141,829 30,363,831

Equity
Capital and reserves
attributable to Company’s
equity holders
Share capital 16 228,383,857 228,383,857
Treasury share reserve 16 (18,400,876) (18,400,876)
Redeemable Bonus Share issue 16 (209,670,437) (198,233,868)
Retained Earnings 17 – –
Capital reserves 17 (52,057,450) (49,022,257)
Other distributable reserves 17 63,886,735 67,636,975
Total equity 12,141,829 30,363,831

2025 (p) 2024 (p)
NAV per share 20 3.2 8.0

Approved and authorised for issue by the Board of Directors on 27 April 2026 and
signed on their behalf by James Clifton-Brown

The accompanying notes below are an integral part of these Consolidated
Financial Statements.

STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2025

Notes Share Treasury Redeemable Retained
Capital Other Total Equity
Capital £ Shares £ Bonus Shares Earnings £
Reserves £ Distributable £
£
Reserves £
Opening 228,383,857 (18,400,876) (198,233,868) –
(49,022,257) 67,636,975 30,363,831
balance 1
January 2025
Loss for the – – – (3,273,362) –
– (3,273,362)
year
Total – – – (3,273,362) –
– (42,795,416)
comprehensive
loss for the
year
Redeemable 16 – – (11,436,569) – –
– (11,436,569)
Bonus Shares
Dividends 19 – – – (3,512,071) –
– (3,512,071)
paid in
respect of
the year
Valuation 8 – – – 3,668,810
(3,668,810) – –
loss from
land
Reclassified – – – 3,750,240 –
(3,750,240) –
from Other
distributable
reserves
Loss on – – – (633,617)
633,617 – –
disposal of
subsidiaries
Balance at 31 228,383,857 (18,400,876) (209,670,437) –
(52,057,450) 63,886,735 12,141,829
December
2025

For the year ended 31 December 2024

Notes Share Treasury Redeemable Retained
Capital Other Total Equity
Capital £ Shares £ Bonus Shares Earnings £
Reserves £ Distributable £
£
Reserves £
Opening 228,383,857 (18,400,876) – –
(9,660,578) 97,756,040 298,078,443
balance 1
January 2024
Loss for the – – – (42,894,200) –
– (42,894,200)
year
Other – – – –
98,784 – 98,784
comprehensive
loss
Total – – – (42,894,200)
98,784 – (42,795,416)
comprehensive
loss for the
year
Redeemable 16 – – (198,233,868) – –
– (198,233,868)
Bonus Shares
Dividends 19 – – – (15,248,759) –
– (15,248,759)
paid
Dividends 19 – – – (11,436,569) –
– (11,436,569)
payable
Valuation 8 – – – (475,876)
475,876 – –
gain from
land
Reclassified – – – 30,119,065 –
(30,119,065) –
from Other
distributable
reserves
Transfer (10,279,891)
10,279,891 – –
between
reserves
Loss on – – – 48,152,578
(48,152,578) – –
disposal of
subsidiaries
Loss on 7 – – – 2,063,652
(2,063,652) – –
disposal of
investment
properties
Balance at 31 228,383,857 (18,400,876) (198,233,868) –
(49,022,257) 67,636,975 30,363,831
December
2024

STATEMENT OF CASH FLOW
For the year ended 31 December 2025

12 months to 12 months to
31 Dec 2025 31 Dec 2024
Cash flows from operating Notes £ £
activities
Loss for the year before (3,328,472) (42,839,090)
taxation
Taxes on Income 6 55,110 –
Movement in lease incentives – 96,128
Movement in trade and other 369,209 3,055,794
receivables
Movement in trade and other (6,108,000) (2,023,484)
payables
Dividends payable to the 19 – (11,436,569)
Company’s shareholders
Finance costs 5 – 7,955,137
Finance income 5 (768,187) (649,889)
Valuation loss/(gain) from land 8 3,668,810 (475,876)
Estimated costs arising from 109,750 165,000
future disposal
(Gain)/loss on disposal of 10 (633,617) 48,152,578
subsidiaries
Loss on disposal of investment 7 – 2,063,652
properties
Net cash (outflow)/inflow from (6,635,397) 4,063,381
operating activities

Cash flows from investing
activities
Finance income 5 768,187 649,889
Purchase of land 8 (418,810) (1,274,124)
Net proceeds from disposal of 7 – 42,986,348
investment properties
Net proceeds from disposal of 10 633,617 234,298,743
subsidiaries
Net cash inflow from investing 982,994 276,660,856
activities

Cash flows from financing
activities
Bonus share distribution 16 (11,436,569) (198,233,868)
Borrowing on RCF 14 – 13,300,000
Repayment of RCF 14 – (41,874,379)
Interest paid on bank borrowing 5 – (9,755,493)
Receipts on Interest rate Cap 15 – 1,123,358
Finance lease interest 5 – (33,768)
Dividends paid to the Company’s 19 (14,948,640) (15,248,759)
shareholders
Net cash outflow from financing (26,385,209) (250,722,909)
activities

Net (decrease)/increase in cash (32,037,612) 30,001,328
and cash equivalents in the year
Cash and cash equivalents at 12 36,655,166 6,653,838
beginning of year

Cash and cash equivalents at end 12 4,617,554 36,655,166
of year

Notes TO the consolidated financial statements

1. General information

abrdn Property Income Trust Limited (“the Company”), having previously disposed
of its entire holding in its former subsidiaries, is now in the process of
winding-down prior to entering liquidation. The Company is a limited liability
company incorporated in Guernsey, Channel Islands. The Company has its listing
on the London Stock Exchange.

The address of the registered office is

PO Box 255,

Trafalgar Court,

Les Banques,

St Peter Port,

Guernsey.

These audited Financial Statements were approved for issue by the Board of
Directors on 27 April 2026.

2. Accounting policies

2.1 Basis of preparation

The audited Financial Statements of the Company have been prepared in accordance
with IFRS Accounting Standards as adopted by the EU (`IFRS Accounting
Standards’), and all applicable requirements of The Companies (Guernsey) Law,
2008. The audited Financial Statements of the Company have been prepared under
the historical cost convention as modified by the measurement of investment
property, land and derivative financial instruments at fair value. The Financial
Statements are presented in pounds sterling and all values are not rounded
except when otherwise indicated.

Assessment of Going Concern

At 31st December 2025, the Company holds an interest in the land at Far Ralia,
related grant income receivable and cash retained from the sales proceeds of
former subsidiaries to cover anticipated costs until fully liquidated.  The
Board is satisfied that the Company will have no material difficulty in meeting
its liabilities as they fall due until the Company enters liquidation. The Board
has a clear intention to enter liquidation once it is satisfied that the
remaining assets can be realised.  As such, in accordance with IAS1 para 25 and
IAS 10 (Events after the Reporting Period) para 14, these financial statements
have been prepared on a basis other than that of a going concern.

As a result of adopting a basis other than that of a going concern, the Board
has deemed it appropriate to reduce the fair value of the land by the expected
costs of disposal.  No other costs of liquidation have been recognised other
than those committed or incurred at the balance sheet date.

Following the shareholder vote to place the (former) Group into a Managed and
Orderly Wind-Down (“wind-down EGM”) on 28 May 2024, the Company and its former
subsidiaries were managed with the intention of realising all the assets in its
portfolio in an orderly manner, with a view to repaying borrowings and making
timely returns of capital to shareholders whilst aiming to obtain the best
achievable value for the assets.  As part of this process, the (former) Group
successfully disposed of 6 Investment Properties prior to reaching an agreement
with GoldenTree Asset Management LP for the sale of its wholly owned subsidiary
abrdn Property Holdings Limited (aPH).  The transaction, which completed on the
29th November, comprised the sale of 39 assets being the (former) Group’s entire
investment property portfolio excluding its interest in the land at Far Ralia
(which was subsequently transferred to the Company prior to year end following
subsequent Scottish Government consent).

Shareholders were given the opportunity to vote on a proposal for the Company to
make an initial return of the proceeds of sale by way of an initial issue and
redemption of Redeemable Bonus Shares repurchased for 52 pence per Redeemable
Bonus Share.  On 17th December 2024, approximately 99.5% of shareholders who
voted cast their votes in favour of this proposal and the funds were returned to
shareholders prior to 31 December 2024. Further to this, an issue and redemption
of Redeemable Bonus Shares repurchased for 3 pence per Redeemable Bonus Share
was made (effective 10 November 2025).

Changes in accounting policy and disclosure.

The following amendments to existing standards and interpretations were
effective for the year, but were deemed not applicable to the Company:

▸ Amendments to IAS 21 Lack of Exchangeability – The Effects of Changes in
Foreign Exchange Rates

New and revised IFRS Standards in issue but not yet effective

At the date of authorisation of these financial statements, the Company has not
applied the following new and revised IFRS Accounting Standards that have been
issued but are not yet effective.  The entity is currently assessing the impact
of the initial application of these standards. The entity expects to complete
its assessment prior to the date of initial application.

▸ Amendments to IFRS 9 Financial Instruments (Classification and Measurement)
[Effective 1 January 2026]

▸ Amendments to IFRS 9 Financial Instruments (Contracts Referencing Nature
-dependent Electricity) [Effective 1 January 2026]

▸ Annual Improvements to IFRS Accounting Standards (Volume 11) [Effective 1
January 2026]

▸ Amendments to IFRS 18 Presentation and Disclosure in Financial Statements
[Effective 1 January 2027]

▸ Amendments to IFRS 19 Subsidiaries without Public Accountability: Disclosures
[Effective 1 January 2027]

▸ Amendments to IFRS 10 Consolidated Financial Statements (Sale of Assets
between an Investor and its Associate or Joint venture) [To be determined]

2.2  Significant accounting judgements, estimates and assumptions

The preparation of the Company’s Financial Statements requires management to
make judgements, estimates and assumptions that affect the reported amounts of
revenues, expenses, assets and liabilities, and the disclosure of contingent
liabilities, at the reporting date. However, uncertainties about these
assumptions and estimates, could result in outcomes that could require a
material adjustment to the carrying amount of the asset or liability affected in
the future periods. The most significant estimates and judgements are set out
below. There were no significant accounting judgements.

Fair value (& presentation) of investment properties and land

Investment properties and land have historically been stated at fair value as at
the Balance Sheet date. Fair value was determined by independent external real
estate valuation experts using recognised valuation techniques and having regard
to any recent real estate transactions where available, with similar
characteristics and locations to those of the Company’s and the (former) Group’s
assets. The directors consider that there is a significantly wider range of
estimation uncertainty for land than for investment properties because there are
fewer comparable assets or recent transactions, and the estimates involved
(namely Carbon pricing and discount rates) have a wide range of possible values.
As detailed further in notes 2.4 and 8, the Directors have also assessed the
classification of Land as a current asset considering the current marketing of
the site and presentation of these financial statements on a basis other than
that of a going concern.

2.3  Summary of material accounting policies

Accounting policy information is material if, when considered together with
other information included in an entity’s financial statements, it can
reasonably be expected to influence decisions that the primary users of general
-purpose financial statements make on the basis of those financial statements.

Accounting policy information may also be material because of the nature of the
related transactions, events or conditions, even if the amounts are immaterial.
However, not all accounting policy information relating to material
transactions, events or conditions is itself material.

A Basis of consolidation

The audited Financial Statements have historically comprised the financial
statements of abrdn Property Income Trust Limited, and its material wholly owned
subsidiary undertakings.

Control was achieved when the Company (or its former subsidiaries) was exposed,
or had rights, to variable returns from its involvement with subsidiaries and
had the ability to affect those returns through its power over the subsidiary.
Specifically, the Company controlled a subsidiary if, and only if, it had:

· Power over the subsidiary (i.e. existing rights that gave it the current
ability to direct the relevant activities of the subsidiary)
· Exposure, or rights, to variable returns from its involvement with the
subsidiary
· The ability to use its power over the subsidiary to affect its returns

The Company assessed whether or not it controlled a subsidiary if facts and
circumstances indicated that there were changes to one or more of the three
elements of control. Consolidation of a subsidiary began when the Company
obtained control over the subsidiary and ceased when the Company lost control of
the subsidiary.

Assets, liabilities, income and expenses of a subsidiary acquired or disposed of
during the year were included in the consolidated statement of other
comprehensive income from the date the (former) Group gained control until the
date when the (former) Group ceased to control the subsidiary.

During 2024, the Company completed on the disposal of its wholly owned
subsidiaries.  As such, the Statement of Financial Position as at 31 December
2024 represented the Company in isolation, while the Statement of Comprehensive
Income included the consolidated income and expenditure for the subsidiaries up
to the date of disposal as noted above. For 2025, both the Statement of
financial Position and Statement of Comprehensive Income represent the Company
in isolation.

B Functional and presentation currency

Items included in the financial statements are measured using the currency of
the primary economic environment in which the entity operates (“the functional
currency”). The Financial Statements are presented in pound sterling, which is
also the Company’s functional currency.

C Revenue recognition

Revenue is recognised as follows;

i) Interest Income

Interest income is recognised on an accruals basis.

ii) Grant Income

Government grants that relate to the Company’s assets are accounted for as a
reduction in the cost of the asset to which they relate. They are only
recognised when there is both reasonable assurance that the Company will comply
with all material conditions attached to the grant and that the grant will be
received.

iii) Property disposals

Where revenue is obtained by the sale of properties, it is recognised once the
sale transaction has been completed, regardless of when contracts have been
exchanged. Any gains or losses on the disposal of investment properties were
recognised in the Statement of Comprehensive Income in the year of retirement or
disposal. Such gains or losses were determined as the difference between net
disposal proceeds and the carrying value of the asset in the previous full
period financial statements.

iv) Rental income

Rental income from operating leases was net of sales taxes and value added tax
(“VAT”) recognised on a straight-line basis over the lease term including lease
agreements with stepped rent increases. The initial direct costs incurred in
negotiating and arranging an operating lease were recognised as an expense over
the lease term on the same basis as the lease income. The cost of any lease
incentives provided were recognised over the lease term, on a straight-line
basis as a reduction of rental income. The resulting asset was reflected as a
receivable in the Balance Sheet.

Contingent rents, being those payments that were not fixed at the inception of
the lease, for example increases arising on rent reviews, were recorded as
income in periods when they were earned. Rent reviews which remained outstanding
at the year-end were recognised as income, based on estimates, when it was
reasonable to assume that they would be received.

v) Other income

The (former) Group was classified as the principal in its contract with the
managing agent. Service charges billed to tenants by the managing agent were
therefore recognised gross.

D Expenditure

All expenses are accounted for on an accruals basis. The investment management
and administration fees, finance and all other revenue expenses are charged
through the Statement of Comprehensive Income as and when incurred. The Company
also incurs capital expenditure which can result in movements in the capital
value of land and investment properties. Capital expenditure on land is
accounted for when incurred.

E Taxation

Current income tax assets and liabilities are measured at the amount expected to
be recovered from or paid to taxation authorities. The tax rates and tax laws
used to compute the amount are those that are enacted or substantively enacted
by the reporting date. Current income tax relating to items recognised directly
in other comprehensive income or in equity is recognised in other comprehensive
income and in equity respectively, and not in the income statement. Positions
taken in tax returns with respect to situations in which applicable tax
regulations are subject to interpretation, if any, are reviewed periodically and
provisions are established where appropriate. The Group recognises liabilities
for current taxes based on estimates of whether additional taxes will be due.
When the final tax outcome of these matters is different from the amounts that
were initially recorded, such differences will impact the income and deferred
tax provisions in the period in which the determination is made.

Deferred income tax is provided using the liability method on all temporary
differences at the reporting date between the tax bases of assets and
liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax assets are recognised only to the extent that it is probable
that taxable profit will be available against which deductible temporary
differences, carried forward tax credits or tax losses can be utilised. The
amount of deferred tax provided is based on the expected manner of realisation
or settlement of the carrying amount of assets and liabilities. In determining
the expected manner of realisation of an asset the Directors consider that the
Group will recover the value of investment property through sale. Deferred
income tax relating to items recognised directly in equity is recognised in
equity and not in profit or loss.

As detailed further in note 6, the Group ceased being treated as a UK REIT from
29 November 2024.

F Land (Held for sale)

The Company’s land is comprised of woodland creation and peatland restoration
projects.

Following the shareholder-approved managed wind-down and the clear intention to
dispose of the Company’s sole remaining property asset, the land at Far Ralia is
classified as a current asset held for sale as at 31 December 2025 in accordance
with IFRS 5 Non-current Assets Held for Sale and Discontinued Operations.

An asset is classified as held for sale when it’s carrying amount will be
recovered principally through a sale transaction rather than through continuing
use, the asset is available for immediate sale in its present condition, and the
sale is highly probable.

Assets classified as held for sale are measured at the lower of their carrying
amount and fair value less costs to sell, with fair value determined in
accordance with IFRS 13 Fair Value Measurement. Any subsequent movement in fair
value less costs to sell is recognised immediately in profit or loss.

The land is presented separately within current assets as “Assets held for sale”
in the Statement of Financial Position. As at 31 December 2025, no depreciation
or amortisation is charged on assets classified as held for sale.

G Trade and other receivables

Trade and other receivables of the Company include accrued grant income as
recognised in accordance with the Company’s policy for grant recognition (see
Note 2.3 C ii). The total amount claimable in each tax year is determined in
accordance with the applicable rules of the Forestry Grant Scheme.

Trade receivables are recognised and carried at the lower of their original
invoiced value and recoverable amount. Where the time value of money is
material, receivables are carried at amortised cost. A provision for impairment
of trade receivables is established when there is objective evidence that the
Company will not be able to collect all amounts due according to the original
terms of the receivables. Significant financial difficulties of the debtor,
probability that the debtor will enter bankruptcy or financial reorganisation,
and default or delinquency in payments (more than 30 days overdue) are
considered indicators that the trade receivable is impaired. The amount of the
provision is the difference between the asset’s carrying amount and the present
value of estimated future cash flows, discounted at the original effective
interest rate. The carrying amount of the asset is reduced through use of an
allowance account, and the amount of the expected credit loss is recognised in
the Statement of Comprehensive Income. When a trade receivable is uncollectible,
it is written off against the allowance account for trade receivables.
Subsequent recoveries of amounts previously written off are credited in the
Statement of Comprehensive Income.

The Company applies the IFRS 9 simplified approach to measuring expected credit
losses which uses a lifetime expected loss allowance for all trade receivables
and contract assets.

A provision for impairment of trade receivables was established where the
Property Manager had indicated concerns over the recoverability of arrears based
upon their individual assessment of all outstanding balances which incorporated
forward looking information. Given this detailed approach, a collective
assessment methodology applying a provision matrix to determine expected credit
losses is not used.

The amount of the provision is recognised in the Balance Sheet and any changes
in provision recognised in the Statement of Comprehensive Income.

H Cash and cash equivalents

Cash and cash equivalents are defined as cash in hand, demand deposits, and
other short-term highly liquid investments readily convertible within three
months or less to known amounts of cash and subject to insignificant risk of
changes in value.

I Borrowings and interest expense

All loans and borrowings were initially recognised at the fair value of the
consideration received, less issue costs where applicable. After initial
recognition, all interest-bearing loans and borrowings were subsequently
measured at amortised cost. Amortised cost is calculated by taking into account
any discount or premium on settlement. Borrowing costs were recognised within
finance costs in the Statement of Comprehensive Income as incurred.

J Other financial liabilities

Trade and other payables are recognised and carried at invoiced value as they
are considered to have payment terms of 30 days or less and are not interest
bearing. The balance of trade and other payables are considered to meet the
definition of an accrual and have been expensed through the Income Statement or
Balance Sheet depending on classification.

K Accounting for derivative financial instruments and hedging activities

Interest Interest rate hedges were initially recognised at fair value on the
date a derivative contract was entered into and were subsequently remeasured at
their fair value. The method of recognising the resulting gain or loss depended
on whether the derivative was designated as a hedging instrument, and if so, the
nature of the item being hedged. The (former) Group documented at the inception
of the transaction the relationship between hedging instruments and hedged
items, as well as its risk management objective and strategy for undertaking
various hedging transactions. The (former) Group also documented its assessment
both at hedge inception and on an ongoing basis of whether the derivatives that
were used in hedging transactions were highly effective in offsetting changes in
fair values or cash flows of hedged items.

The effective portion of changes in the fair value of derivatives that were
designated and qualified as cash flow hedges were recognised in other
comprehensive income in the Statement of Comprehensive Income. The gains or
losses relating to the ineffective portion were recognised in operating profit
in the Statement of Comprehensive Income.

Amounts taken to equity were transferred to profit or loss when the hedged
transaction affected profit or loss, such as when the hedged financial income or
financial expenses were recognised.

When a derivative was held as an economic hedge for a period beyond 12 months
after the end of the reporting period, the derivative was classified as non
-current consistent with the classification of the underlying item. A derivative
instrument that was a designated and effective hedging instrument was classified
consistent with the classification of the underlying hedged item.

L Service charge

IFRS15 required the (former) Group to determine whether it was a principal or an
agent when goods or services were transferred to a customer. An entity is a
principal if the entity controls the promised good or service before the entity
transfers the goods or services to a customer. An entity is an agent if the
entity’s performance obligation is to arrange for the provision of goods and
services by another party.

Any leases entered into between the (former) Group and a tenant required the
(former) Group to provide ancillary services to the tenant such as maintenance
works etc, therefore these service charge obligations belonged to the (former)
Group. However, to meet this obligation the (former) Group appointed a managing
agent, Jones Lang Lasalle Inc “JLL” and directed it to fulfil the obligation on
its behalf. The contract between the (former) Group and the managing agent
created both a right to services and the ability to direct those services. This
was a clear indication that the (former) Group operated as a principal and the
managing agent operated as an agent. Therefore, it was necessary to recognise
the gross service charge revenue and expenditure billed to tenants as opposed to
recognising the net amount.

2.4  Adjustments to going concern basis of accounting

In addition to assessing the Company’s significant and material accounting
judgements, estimates and assumptions, the Board has also considered the
following areas where it might be appropriate to apply adjustments to the
`normal’ IFRS basis:

1) Measurement of Assets

It is appropriate to consider the need to write down assets to their net
realisable value.  Investment Properties and Land are stated at fair value,
while other assets including trade receivables are recognised at their
recoverable amount already and have not required re-measurement on adoption of a
non-going concern basis.  The Board has assessed the basis for and measurement
of the residual interest in Land and have decided to reduce fair value by the
estimated cost of disposal.  Further details can be found in note 23.

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2) Liabilities

The Board recognise that it would be appropriate to accrue costs associated with
potentially onerous contracts by applying guidance in IAS 37 `Provisions,
Contingent Liabilities and Contingent Assets’.  However, at the date of approval
of the financial statement, no such contracts exist, and accordingly no
provisions have been made.

3) Presentation and disclosure

The Board has assessed the classification of assets and liabilities between
current and non-current. Assets that met the criteria to be classified as held
for sale at 31 December 2025 have been classified as current assets.

The financial statements have not been presented with discontinued operations
disclosed as a separate line item of income or loss as required by IFRS 5. The
entity is preparing its financial statements on a basis other than going concern
and is in the process of ceasing all operations and liquidating. In these
circumstances, the Board considers that the objectives of IFRS 5 have been met
through the financial statements taken as a whole.

Finally, the Board has assessed whether adoption of a basis other than that of a
going concern would have any material impact on comparatives and have concluded
this not to be the case.

3. Financial Risk Management

The Company is exposed to market risk (including interest rate risk), credit
risk, and liquidity risk. The Company is not exposed to currency risk or price
risk; while it was formally exposed to capital risk and monitored this on the
basis of the gearing ratio, this is no longer deemed a primary risk following
the sale of the Company’s subsidiaries (including external debt). The Company is
engaged in a single segment of business, being property investment in one
geographical area, the United Kingdom. Therefore, the Company only engages in
one form of currency being pound sterling.

The Board of Directors reviews and agrees policies for managing each of these
risks which are summarised below.

The (former) Group’s principal financial liabilities have historically been
loans and borrowings. The main purpose of the (former) Group’s loans and
borrowings were to finance the acquisition and development of the property
portfolio. The (former) Group had rent and other receivables, trade and other
payables and cash and short-term deposits that arose directly from its
operations.

Market risk

Market risk is the risk that the fair values of financial instruments will
fluctuate because of changes in market prices. The Company’s financial
statements have very limited exposure to market risk.

The financial instruments held by the (former) Group that were affected by
market risk were principally the interest rate cap; this commenced 27 April 2023
and ceased to belong to the (former) Group on 29 November 2024.

i)                    Interest Rate risk

As described below the Company invested cash balances with Citibank and also
made an investment in the abrdn Liquidity Fund managed by Aberdeen PLC with the
excess proceeds from the sale of the subsidiaries. These balances expose the
Company to cash flow interest rate risk as the Company’s income and operating
cash flows will be affected by movements in the market rate of interest. There
is considered to be no fair value interest rate risk in regard to these
balances.

The bank borrowings as described in note 14 also historically exposed the
(former) Group to cash flow interest rate risk. The (former) Group’s policy has
historically been to manage its cash flow interest rate risk using interest rate
derivatives (see note 15). The (former) Group had floating rate borrowings at
the point of sale of the subsidiaries of £113,300,000; £85,000,000 of these
borrowings were fixed via an interest rate cap limiting the floating rate
exposure to 3.959%.

The fair value of the derivative was exposed to changes in the market interest
rate as their fair value was calculated as the present value of the estimated
future cash flows under the agreements. The accounting policy for recognising
the fair value movements in the interest rate derivatives is described in note
2.3 K.

Trade and other receivables and trade and other payables are interest free and
have settlement dates within one year and therefore are not considered to
present a fair value interest rate risk.

The tables below set out the carrying amount of the Company’s financial
instruments excluding the amortisation of borrowing costs as outlined in note
14.

As at 31 December 2025 Fixed rate Variable rate Interest rate
£ £ £
Cash and cash equivalents – 121,937 0.000%
Cash held in abrdn Liquidity fund – 4,495,617 4.374%
Bank borrowings – – 0.000%

As at 31 December 2024 Fixed rate Variable rate Interest rate
£ £ £
Cash and cash equivalents – 3,807,736 0.000%
Cash held in abrdn Liquidity fund – 32,847,430 4.870%
Bank borrowings – – 0.000%

At 31 December 2025, if market interest rates had been 100 basis points higher,
which is deemed appropriate given historical movements in interest rates, with
all other variables held constant, the profit for the year would have been
£173,920 higher (2024: £366,552 higher) as a result of the higher interest
income on cash and cash equivalents.

At 31 December 2025, if market interest rates had been 100 basis points lower
with all other variables held constant, the profit for the year would have been
£173,920 lower (2024: £366,552 lower) as a result of the lower interest income
on cash and cash equivalents.

Credit risk

Credit risk is the risk that a counterparty will be unable to meet a commitment
that it has entered into with the Company.

With respect to credit risk arising from financial assets of the Company, which
comprise cash and cash equivalents and accrued grant income, the Company’s
exposure to credit risk arises from default of the counterparty with a maximum
exposure equal to the carrying value of these instruments. As at 31 December
2025 £121,937 (2024: £3,807,736) was held with Citibank, while £4,495,617 was
invested in the abrdn Liquidity Fund (Lux) Sterling Fund (2024: £32,847,430).

The abrdn Liquidity Fund (Lux) Sterling Fund is a money market fund which offers
same day liquidity and has obtained an Aaa-mf money market fund rating from
Moody’s. Citibank is rated A-2 Stable by Standard & Poor’s and P-2 Stable by
Moody’s. The Scottish Government has been rated AA3 Stable by Moody’s and AA
Stable by Standard & Poor’s as a long-term issuer.

Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulties in
realising assets or otherwise raising funds to meet financial commitments. The
Company’s liquidity position is regularly monitored by management and is
reviewed quarterly by the Board of Directors who consider that the Company’s
cash and cash equivalents provide ample cover to meet financial liabilities as
they fall due.

The following table summarises the maturity profile of the Company’s financial
liabilities based on contractual undiscounted payments.

Year ended 31 On demand 12 months 1 to 5 years >5 years Total
December 2025
£ £ £ £ £
Trade and 752,858 – – – 752,858
other
payables
752,858 – – – 752,858

Year ended 31 On demand 12 months 1 to 5 years >5 years Total
December 2024
£ £ £ £ £
Trade and 18,297,427 – – – 18,297,427
other
payables
18,297,427 – – – 18,297,427

Fair values

There is no difference between carrying amount and the fair value of the
Company’s financial instruments in the current or prior period.

Fair values are estimated as the price that would be received to sell a
financial asset or paid to transfer a financial liability in an orderly
transaction between market participants at the measurement date. The following
methods and assumptions were used to estimate the fair value:

· Cash and cash equivalents, trade and other receivables and trade and other
payables are the same as fair value due to the short-term maturities of these
instruments.  Trade and other receivables/payables are measured in reference to
contractual amounts due to/from the Group.  These contractual amounts are
directly observable.

The table below shows an analysis of the fair values of financial assets and
liabilities recognised in the Balance Sheet by the level of the fair value
hierarchy:

Level 1 – Quoted (unadjusted) market prices in active markets for identical
assets or liabilities.

Level 2 – Valuation techniques for which the lowest level input that is
significant to the fair value measurement is directly or indirectly observable.

Level 3 – Valuation techniques for which the lowest level input that is
significant to the fair value measurement is unobservable.

Year ended 31 December 2025 Level 1 Level 2 Level 3 Total fair value

Financial assets
Cash and cash equivalents 4,617,554 – – 4,617,554
4,617,554 – – 4,617,554

Financial liabilities
– – – –

Year ended 31 December 2024 Level 1 Level 2 Level 3 Total fair value

Financial assets
Cash and cash equivalents 36,655,166 – – 36,655,166
36,655,166 – – 36,655,166

Financial liabilities
– – – –

4. Administrative and Other Expenses

2025 2024
Notes £ £
Investment management fees 4a 200,000 1,399,114

Other direct property
expenses
Vacant Costs (excluding void 5,525 1,263,429
service charge) *
Repairs and maintenance – 341,480
Letting fees – 377,364
Other costs – 464,747
Total Other direct property 5,525 2,447,020
expenses

Net Impairment loss/(gain) – 110,725
on trade receivables

Fees associated with 4b – 2,800,223
strategic review and aborted
merger

Fees associated with managed 4b – 399,197
wind down and disposal

Other administration
expenses
Directors’ fees and 23 121,396 389,757
subsistence
Valuer’s fees 4c 12,000 57,835
Auditor’s fees 4d 68,500 167,125
Marketing 4a 84,000 118,425
Other administration costs 4e 460,295 772,043
Total Other administration 746,191 1,505,185
expenses
Total Administrative and 951,716 8,661,464
other expenses

* Void Service charge costs for the year amounted to £nil (2024: £1,037,936).
These were reclassified as Service charge expenditure as noted below.

2025 2024
£ £
Total service charge billed to tenants – 4,244,088
Service charge due from/(to) tenants – 655,793
Service charge income – 4,899,881

Total service charge expenditure incurred – 4,899,881
Service charge incurred in respect of void units – 1,037,936
Service charge expenditure – 5,937,817

4a. Investment management fees

From 1 January 2023, the Investment Manager was entitled to a fee of 0.60% of
total assets up to £500m, and 0.50% of total assets in excess of £500 million.
Following the Shareholder vote to place the (former) Group into a Managed Wind
-Down, a new agreement was signed effective 31 May 2024.  Under the novated
agreement, the Investment Manager is entitled to a fee of 0.20% per annum on
total assets (with a floor of £50,000 per quarter until there are no properties
remaining and £35,000 thereafter). The Investment Manager is also entitled to a
further 0.40% payable based on the Gross Disposal proceeds of the underlying
portfolio – £1,459,100 has been recognised in accordance with the disposal of
the assets to date and was part of the realised loss on disposal recognised in
2024.

As detailed further in Note 24, the Investment Manager was due to receive an
`Incentive Fee’ based on the cumulative Gross Disposal Proceeds relative to
valuation of the portfolio as at 31 May 2024; the fee would only be triggered if
this was both greater than 90% of said valuation and if all assets were sold
prior to November 2025. The deadline for this has now lapsed and the fee will no
longer be triggered.

In addition, the Company paid the Investment Manager a sum of £70,000 excluding
VAT (2024: £98,688 excluding VAT) to participate in the Manager’s marketing
programme.

4b. Fees associated with strategic review, aborted merger and wind-down

During 2024, fees and costs of £3,199,420 were recognised of which £399,197
related to the Managed Wind-Down and portfolio disposal. These fees exclude
transaction costs which are explained in note 10.

4c. Valuers fee

Knight Frank LLP (“the Valuers”), external international real estate
consultants, were appointed as valuers in respect of the assets comprising the
property portfolio. The total valuation fees charged for the year amounted to
£12,000 (2024: £57,835).   Until the sale of the subsidiaries, the total
valuation fee comprised a base fee for the ongoing quarterly valuation at an
annual rate of 0.017 percent of the aggregate value of the property portfolio
(paid quarterly), and a one-off fee on acquisition of an asset.   Following the
conclusion of the sale, the agreement with Knight Frank was novated and fees
were an initial £5,000 (excluding VAT) for the first valuation (December 2024)
and £2,500 (excluding VAT) for each subsequent valuation undertaken.

The amount due and payable at the year-end amounted to £2,500 excluding VAT
(2024: £5,000 excluding VAT).

4d. Auditor’s fee

As part of the Board’s annual review over the contractual arrangements with
service providers (in terms of ensuring that these still met the needs of the
Company and its shareholders), it was decided to replace Deloitte LLP and
appoint Grant Thornton as independent auditor of the Company. The audit fees for
the year amounted to £68,500 (2024: £167,125) and relate to audit services
provided for the 2025 financial year. Grant Thornton did not provide any non
-audit services in the year (2024: nil).

4e. Administration, secretarial and registrar fees

On 19 December 2003 Northern Trust International Fund Administration Services
(Guernsey) Limited (“Northern Trust”) was appointed administrator, secretary and
registrar to the Company. Following increased activity early 2024, a novated
agreement with Northern Trust was agreed on 29 July 2024 – prior to this,
Northern Trust was entitled to an annual fee, payable quarterly in arrears, of
£65,000. From 1 August 2024 to 31 July 2025, Northern Trust were entitled to an
annual fee of £95,670 subject to annual fixed RPI increases of 6.3% effective on
the anniversary of 1 August. In addition, they were entitled to a fixed fee of
£25,000 in addition to fees of £3,000 (subject to RPI uplifts) for assistance
with each property disposal – replaced with a fee of £10,000 if multiple
properties are sold in tranches. Finally, Northern Trust is also entitled to
reimbursement of reasonable out of pocket expenses. Total fees and expenses
charged for the year amounted to £117,401 (2024: £136,262). The amount due and
payable at the year-end amounted to £72,080 (2024: £116,946).

5. Finance income and costs

2025 2024
£ £
Interest income on cash and cash equivalents 768,187 649,889
Finance income 768,187 649,889

Interest expense on bank borrowings – 7,607,108
Non-utilisation charges on facilites – 216,940
Receipt on interest rate caps – (910,100)
Amortisation of premium paid for interest rate cap – 762,904
Amortisation of arrangement costs (see note 14) – 244,517
Finance lease interest – 33,768
Finance costs – 7,955,137

6. Taxation

UK REIT Status

The (former) Group migrated tax residence to the UK and elected to be treated as
a UK REIT with effect from 1 January 2015. As a UK REIT, the income profits of
the (former) Group’s UK property rental business were exempt from corporation
tax as were any gains it made from the disposal of its properties, provided they
were not held for trading or sold within three years of completion of
development. The (former) Group was otherwise subject to UK corporation tax at
the prevailing rate.

Following the sale of the Company’s subsidiaries on 29th November 2024
(including the investment property portfolio), abrdn Property Income Trust
Limited automatically left the UK REIT regime; one of the quantitative
requirements for being a member of the UK REIT regime is that the qualifying
property rental business must contain at least three separate properties. Prior
to the sale, the Company consulted with their appointed tax advisors on
implications of leaving the REIT regime.

As the principal company of the REIT, the Company was required to distribute at
least 90% of the income profits of the (former) Group’s UK property rental
business. There were a number of other conditions that were also required to be
met by the Company and the (former) Group to maintain REIT tax status. These
conditions were met in the period up until the Company disposed of its
shareholding in the subsidiaries. Accordingly, deferred tax was not recognised
on temporary differences relating to the property rental business; the Company
in isolation does have brought forward tax losses of £3.4m albeit a deferred tax
asset has not been recognised given uncertainty over whether the Company will
have future taxable profits.

The Company and its former Guernsey subsidiary have obtained exempt company
status in Guernsey so that they were exempt from Guernsey taxation on income
arising outside Guernsey and bank interest receivable in Guernsey. A
reconciliation between the tax charge and the product of accounting profit
multiplied by the applicable tax rate for the year ended 31 December 2025 and
2024 is as follows:

2025 2024
£ £
Loss before tax (3,328,473) (42,839,090)

Tax calculated at UK statutory corporation (832,118) (10,709,772)
tax rate of 25%
Valuation loss in respect of Investment – 3,425,858
properties not subject to tax (pre-29th
Nov)
UK REIT exemption on net income – (1,711,456)
Valuation loss in respect of Lant at Far 944,640 164,562
Ralia post 29th Nov
Valuation (gain)/loss in respect of sale (158,404) 8,885,918
of Subsidiaries
Tax Loss carried forward 45,882 –
Current income tax charge – 55,110
Adjustment to previous year (55,110) –
Tax (credit)/charge (55,110) 55,110

7. Investment Properties

Following the sale of the  subsidiaries on the 29 November 2024, the Company no
longer held any investment properties barring its interest in the Land at Far
Ralia (see Note 8). The disclosure below represents the net movement as
recognised by the Company and (former) Group during 2024.

UK UK UK UK
Industrial Office Retail Other Total
2024 2024 2024 2024 2024
£ £ £ £ £
Market value 250,070,037 72,575,000 72,390,000 35,900,000
430,935,037
at 1 January
Purchase of – – – – –
investment
properties
Capital – – – – –
expenditure
on
investment
properties
Opening (29,700,000) (15,350,000) – –
(45,050,000)
market value
of
disposed
investment
properties
Market value 220,370,037 57,225,000 72,390,000 35,900,000
385,885,037
prior to
sale
of
subsidiaries
Opening (220,370,037) (57,225,000) (72,390,000) (35,900,000)
(385,885,037)
market value
of
disposed
investment
properties
Market value – – – – –
at 31
December
Carrying – – – – –
value at 31
December

The valuations were historically performed by Knight Frank LLP, acting in the
capacity of a valuation adviser to the AIFM,  accredited external valuers with
recognised and relevant professional qualifications and recent experience of the
location  and category of the investment properties being valued. The valuation
model in accordance with Royal Institute of Chartered  Surveyors (`RICS’)
requirements on disclosure for Regulated Purpose Valuations was applied (RICS
Valuation – Global  Standards, which incorporate the International Valuation
Standards). These valuation models were consistent with the  principles in IFRS
13.

In the Cash Flow Statement, proceeds from disposal of investment properties
comprise:

2025 2024
£ £
Opening market value of disposed investment properties – 45,050,000
Loss on disposal of investment properties – (2,063,652)
Net proceeds from disposal of investment properties – 42,986,348

Valuation Methodology

The fair value of completed investment properties were historically determined
using the income capitalisation method and were all categorised as Level 3.

The income capitalisation method is based on capitalising the net income stream
at an appropriate yield. In establishing the net income stream the valuers
reflected the current rent (the gross rent) payable to lease expiry, at which
point the valuer assumed that each unit would be re-let at their opinion of ERV.
The valuers made allowances for voids where appropriate, as well as deducting
non recoverable costs where applicable. The appropriate yield was selected on
the basis of the location of the building, its quality, tenant credit quality
and lease terms amongst other factors.

8. Land held for sale

2025 2024
£ £
Cost
Balance at the beginning of the year 10,869,679 9,595,555
Additions 418,810 2,300,154
Government Grant Income receivable – (1,026,030)
Balance at the end of the year 11,288,489 10,869,679

Accumulated depreciation and amortisation
Balance at the beginning of the year (869,679) (1,345,555)
Valuation gain/(loss) from land (3,668,810) 475,876
Balance at the end of the year (4,538,489) (869,679)

Projected sales costs (see note 23) (274,750) (165,000)

Carrying amount as at 31 December 6,475,250 9,835,000

Additions represent costs associated with the reforestation and peatland
restoration at Far Ralia.  Grants are receivable from the Scottish Government
for such costs. The conditions of the grant are deemed to be complied with on
initial completion of work on the associated Work Areas identified under the
Grant agreement.  As at 31 December 2025, no grant income has yet been received,
however, £1,646,507 (2024: £1,646,507) has been recognised in accordance with
the Company’s policy for grant recognition (see Note 2.3 C ii).  Per the terms
of the Grant contracts, no further grant income has been recognised in the
period as the next claim cannot be made until the 2026/27 tax year; this will
only be payable to the entity who submits the claim / owns Far Ralia at the
point of approval. As part of the grant process the Company has entered into a
Standard Security over Far Ralia in favour of Scottish Forestry, which has no
impact on the valuation or marketing exercise. While management believes all
conditions of the grant income have been met, the timing of the eventual receipt
of the grant income remains subject to administrative processing by the granting
authority.

Valuation methodology

In accordance with the Company’s accounting policy (see Note 2.3 F), the Land is
held at fair value less cost to sell.  The Company appoints suitable valuers
(such appointment is reviewed on a periodic basis) to undertake a valuation of
the land. The valuation is undertaken in accordance with the current RICS
guidelines by Knight Frank LLP whose credentials are set out in note 7. The
method of valuation is capitalisation of net grant income, inputs being the
carbon credits, grant income and capitalisation yield.

As noted in more detail in notes 2.1, 2.3F and 2.4, the current Annual Report &
Accounts are not prepared on a going concern basis with the carrying value
reduced by estimated costs of disposal and £274,750 has been recognised to write
down the Land to its projected net realisable value.  Further details are
provided in note 23.

The valuation above is sensitive to movements in the underlying inputs – an
increase in the growth rate of Carbon Prices per T/CO2 (10% over base
assumptions during an initial 26-year period) would result in an increase in
valuation of £800k.  Whereas a decrease in growth rates (10% during the same
period) would result in a decrease in valuation of £1.35m. Additionally, a 10%
increase/decrease in the initial Carbon Price itself (rather than growth rate)
would result in an increase/decrease in valuation of £750k. Finally, a 10%
increase/decrease in the internal rate of return would result in a decrease in
valuation of £1.35m or an increase in valuation of £1.78m.

9. Investment Properties Held for Sale

Following the sale of the  subsidiaries on the 29 November 2024, the Group no
longer held any investment properties.

10. Investments in Limited Partnership and Subsidiaries

The Company disposed of its interests in subsidiaries during the prior year and
recognised a loss on disposal of £48,152,578 as explained below. During the
current year negotiations in relation to that disposal were completed. These
gave rise to various adjustments which reduced the loss on disposal by £548,824
as detailed below.

The adjustment to the disposal price of abrdn Property Holdings Limited of
£20,031 represents minor costs relating to the property portfolio previously not
accounted for in the completion accounts.

After a negotiation period with the appointed agents, an agreement was reached
on the net settlement of service charges (£10,034 due to the Company).

In addition to the net settlement noted above, there has been a further £643,614
of trade and other receivables transferred to the Company following the sale,
made up of:

· £326,314 – Representing the return of forward funding on service charges.
· £274,931 – Following the period post completion, the appointed agents for
GoldenTree received income from tenants relating to the Company’s period of
ownership.
· £42,369 – Net return of historic arrears

The Company historically owned 100 per cent of the issued ordinary share capital
of abrdn Property Holdings Limited, a company with limited liability
incorporated and domiciled in Guernsey, Channel Islands, whose principal
business is property investment. abrdn Property Holdings Limited, in turn, owned
the entire issued share capital of a General Partner which held, through a
Limited Partnership, a portfolio of UK real estate assets.

· abrdn Property Holdings Limited, a property investment company with limited
liability incorporated in Guernsey, Channel Islands.
· abrdn (APIT) Limited Partnership, a property investment limited partnership
established in England.
· abrdn APIT (General Partner) Limited, a company with limited liability
incorporated in England, whose principal business is property investment.
· abrdn (APIT Nominee) Limited, a company with limited liability incorporated
and domiciled in England, whose principal business is property investment.

On 29th November 2024, the Company completed on the disposal of 100% of the
share capital of abrdn Property Holdings Limited.  The transaction included the
disposal of the entire group of subsidiaries listed above. Following subsequent
negotiations over the Completion Accounts, the final price paid by GoldenTree
was £234.3m. Included within the transaction costs associated with the sale,
were £1,459,100 payable to the Investment Manager.

2025 2024
£ £
Disposal of abrdn Property Holdings (20,031) 234,298,743
Limited
Less: transaction costs associated with – (5,237,261)
the sale
Net Proceeds (20,031) 229,061,482

Net Assets of disposal group at date of – 276,614,616
sale (post completion account review)
Derecognition of Far Ralia (transferred – (10,000,000)
to Company)
Derecognition of Accrued Grant Income – (1,646,507)
for Far Ralia (transferred to Company)
Net Settlement of Service Charge post (10,034) –
completion
Trade and Other Receivables transferred (643,614) (505,296)
to Company
Adjusted Net Assets of disposal Group (653,648) 264,462,813

Loss on Disposal of Subsidiaries (633,617) 35,401,331
Reclassification of unrealised losses in – 12,751,247
Investment Portfolio to Realised Losses
Realised Loss on Disposal of (633,617) 48,152,578
Subsidiaries

11. Trade and other receivables – net

2025 2024
£ £
Trade receivables – 189,460
Less: provision for impairment of trade receivables – (189,460)
Trade receivables (net) – –

Accrued Grant Income (see Note 8) 1,646,507 1,646,507
Other receivables 155,376 524,585
Total trade and other receivables 1,801,883 2,171,092

Reconciliation for changes in the provision for impairment of trade receivables:

2025 2024
£ £
Opening balance (189,460) (832,240)
(Charge)/Credit for the year – (110,725)
Reversal for amounts written-off 189,460 369,386
Derecognition on disposal of subsidiaries – 384,119
Closing balance – (189,460)

The estimated fair values of receivables are the discounted amount of the
estimated future cash flows expected to be received and approximate their
carrying amounts.

Amounts are considered impaired when it becomes unlikely that the full value of
a receivable will be recovered. Movements in the balance considered to be
impaired have been included in other direct property costs in the Statement of
Comprehensive Income.

The ageing of these receivables is as follows:

2025 2024
£ £
0 to 3 months – (9,485)
3 to 6 months – (18,299)
Over 6 months – (161,676)
– (189,460)

As of 31 December 2025, trade receivables of £nil (2024: £nil) were less than 3
months past due but considered not impaired.

12. Cash and cash equivalents

2025 2024
£ £
Cash held at bank 121,937 3,807,736
Cash held in abrdn Liquidity fund 4,495,617 32,847,430
Cash held on deposit with RBS – –
4,617,554 36,655,166

Cash held at bank earns interest at floating rates based on daily bank deposit
rates. Deposits are made for varying periods of between one day and three
months, depending on the immediate cash requirements of the Company, and earn
interest at the applicable short-term deposit rates. The abrdn Liquidity fund
was £16.6bn in size at 31st March 2026 (31 December 2024: £18.3bn), had a
weighted average maturity of 57 days (31 December 2024: 48 days) and provided a
Gross 30-day annualised yield of 3.9% (December 2024: 4.87%).

13. Trade and other payables

2025 2024
£ £
Trade and other payables 752,858 6.860,858
752,858 6,860,858

Trade and other payables are recognised at amortised cost. Trade payables are
non-interest bearing and normally settled on 30-day terms.

14. Bank borrowings

2025 2024

£ £
Loan facility (including Rolling Credit Facility) – –

Drawn down outstanding balance – –

The (former) Group’s £165m debt facility with Royal Bank of Scotland
International (`RBSI’) was transferred as part of the sale of the subsidiaries
on 29 November 2024.  At the time of the disposal, £28.3m of the RCF was drawn
in addition to the term loan of £85m.

2025 2024

£ £
Opening carrying value of new facility as at 1 January – 141,251,910
Borrowings during the period on new RCF – 13,300,000
Repayment of new RCF – (41,874,379)
Elimination of RCF indebtedness on sale – (28,300,000)
Elimination of Term Loan indebtedness on sale – (85,000,000)
Eliminate residual unamortised arrangement costs on sale – 377,952
Amortisation arrangement costs – 244,517
Closing carrying value – –

2025 2024
£ £
Amortisation of arrangement costs 244,517 244,517
See Note 5 244,517 244,517

Analysis of Cash and Interest 2025 Cash and Interest
2024
movement in cash -bearing cash -bearing
net equivalents loans Net debt equivalents loans
Net debt
debt
£ £ £ £ £
£
Opening 36,655,166 – 36,655,166 6,653,838 (141,251,910)
(134,598,072)
balance
Cash (32,037,612) – (32,037,612) 32,851,922 28,574,379
61,426,301
movement
Elimination – – – (2,850,594) 112,922,048
110,071,454
on
sale
Amortisation – – – – (244,517)
(244,517)
of
arrangement
costs
Closing 4,617,554 – 4,617,554 36,655,166 –
36,655,166
balance

The loan facility was historically secured by fixed and floating charges over
the assets of the Company and its wholly owned subsidiaries, abrdn Property
Holdings Limited and abrdn (APIT) Limited Partnership.

15. Interest rate Cap

In order to mitigate any interest rate risk linked to their debt facilities, the
(former) Group’s policy was to manage its cash flow using hedging instruments.
Following this approach, the (former) Group had previously agreed an interest
rate cap against a notional amount of £85,000,000 (commencing 27 April 2023)
with a cap level (SONIA) set at 3.959%.  The cost of purchasing this cap was
£2,507,177 and would have expired in April 2026 at the same time as the loan
facility.

2025 2024
£ £
Opening fair value of interest rate cap at 1 January – 1,408,781
Net Change in fair value – (794,477)
Derecognition of Interest Rate Cap on disposal of subsidiary – (614,304)
Closing fair value of interest rate cap at 31 December – –

The change in fair value of the interest rate cap comprises fair value changes
and interest received, paid and accrued.

2024
Cost of hedging Cash flow hedge Total
£ £ £
Opening fair value 625,276 783,505 1,408,781
Valuation (loss)/gain (625,276) 871,254 245,978
Interest received – (1,040,455) (1,040,455)
Net Change in fair value (625,276) (169,201) (794,477)

Closing fair value of interest – 614,304 614,304
rate cap at 31 December

Less Closing Interest Accrual – (82,903) (82,903)
*
Adjusted fair value of – 531,401 531,401
interest rate cap at 31
December

Opening Adjusted fair value of 625,276 783,505 1,408,781
interest rate cap at 1 January
Valuation (loss)/gain (625,276) (252,104) (877,380)
recognised on Adjusted
Valuation

Net Change in fair value (as (625,276) (169,201) (794,477)
above)
Less Closing Interest Accrual – (82,903) (82,903)
(as above) *
Valuation (loss)/gain (625,276) (252,104) (877,380)
recognised on Adjusted
Valuation

* As the valuation of the interest rate cap includes a valuation attributable to
the unsettled interest (due to 21st January) a separate accrual has not been
recorded in the balance sheet.  Instead, this represents a recycling of the
change in Other Comprehensive Income for the Cash flow hedge to Finance Cost.

2024
Interest Rate Cap Reserves Cost of Cash flow Total
Reconciliation hedging hedge
reserve reserve
£ £ £
Opening Reserve (1,316,871) 570,245 (746,626)
Valuation (loss)/gain (625,276) (252,104) (877,380)
recognised on Adjusted
Valuation
Less Prior accrual – 213,260 213,260
Amortisation of Premium 762,904 – 762,904
(See Note 5)
Valuation loss as 137,628 (38,844) 98,784
recognised in Other
Comprehensive Income

Derecognition of residual 1,179,243 – 1,179,243
premium
Derecognition of residual – (531,401) (531,401)
value

Closing Reserve – – –

The Interest associated with the cap recognised as an offset against Finance
Cost is summarised below:

2025 2024
£ £
Interest received – 1,040,455
Closing Interest Accrual – 82,903
Less Interest Accrued from prior year – (213,260)
Receipt on interest rate caps (see Note 5) – 910,098

16. Share capital

Under the Company’s Articles of Incorporation, the Company may issue an
unlimited number of ordinary shares of 1 pence each, subject to issuance limits
set at the AGM each year. As at 31 December 2025 there were 381,218,977 ordinary
shares of 1p each in issue (2024: 381,218,977). All ordinary shares rank equally
for dividends and distributions and carry one vote each (as noted below, these
shares no longer carry the right to vote on voluntary winding up of the
Company). There are no restrictions concerning the transfer of ordinary shares
in the Company, no special rights with regard to control attached to the
ordinary shares, no agreements between holders of ordinary shares regarding
their transfer known to the Company and no agreement which the Company is party
to that affects its control following a takeover bid.

Allotted, called up and fully paid: 2025 2024
£ £
Opening balance 228,383,857 228,383,857
Shares issued – –
Closing balance 228,383,857 228,383857

The number of shares in issue as at
31 December 2025/2024 are as follows
2025 2024
Number of shares Number of shares
Opening balance 381,218,977 381,218,977
Issue of Redeemable Bonus Share 381,218,977 381,218,977
Redemption / cancellation of (381,218,977) (381,218,977)
Redeemable Bonus Shares
Closing balance 381,218,977 381,218,977

Redeemable Bonus Shares

Following the disposal of the Company’s subsidiaries on 29 November 2024, the
Company issued to Shareholders a recommended proposal for adoption of a
Redeemable Bonus Share Scheme to return capital to Shareholders as efficiently
as possible.  The proposal noted that each API Shareholder would receive 1
Redeemable Bonus Share for each API Share they held, which would then be
immediately redeemed for a cash payment equal to the redemption price.  On 17
December 2024, Shareholders voted in favour of this motion and an initial
redemption / cancellation  of these shares (at a declared redemption price of
52p) occurred on 19 December 2024, with proceeds subsequently being returned to
Shareholders on 24 December 2024.

The motion as voted on by Shareholders granted the Company the ability to issue
future Redeemable Bonus Shares beyond the initial return of capital.  Following
the conclusion of post completion negotiations with the buyer of the Company’s
subsidiaries, it was announced that each API Shareholder would receive a further
Redeemable Bonus Share for each API Share they held, which would also be
immediately redeemed for a cash payment equal to the redemption price of 3p
effective 10 November 2025 – with proceeds being returned to Shareholders on 13
November 2025. The table below summarises the cumulative amounts returned to
shareholders using the Company’s Redeemable Bonus Share arrangements.

2025 2024
£ £
Opening balance 198,233,868 –
Shares redeemed during the year 11,436,569 198,233,868
Closing balance 209,670,437 198,233,868

Winding Up Shares

As previously announced, the Board intends that the Company is placed into
voluntary winding up at an appropriate time with the exact timing being
dependent on a number of factors, primarily the sale of Far Ralia.  Placing the
Company into Voluntary Winding Up would normally require the approval of
Shareholders at the General Meeting. However, to prevent the need for a further
General Meeting, and because Guernsey law does not allow liquidators to be
appointed on a conditional basis, a proposal was put to Shareholders to amend
the Company’s Articles of Incorporation to allow for the creation and issue of a
new class of share.  The intention was for one such share to be issued at some
point in the future to a director of the Company, with the share given the sole
right to vote on the voluntary winding up of the Company; the proposal noted
that the change to the articles would also remove the right of API ordinary
shares to vote at such a meeting.

On 17 December 2024, Shareholders voted in favour of this motion however as at
31 December 2025 such a share had not yet been issued.

Treasury Shares

In 2022, the Company undertook a share buyback programme at various levels of
discount to the prevailing NAV. There were no shares bought back or issued or
removed from Treasury during the current or previous year.

17. Reserves

The detailed movement of the below reserves for the years to 31 December 2025
and 31 December 2024 can be found in the Consolidated Statement of Changes in
Equity above. The reserves below represent the cumulative earnings of the
Company which are likely available for distribution to shareholders in the
future.

Retained earnings

This is a distributable reserve and represents the cumulative revenue earnings
of the Company less dividends paid to the Company’s shareholders.

Capital reserves

This reserve represents realised gains and losses on disposed investment
properties and unrealised valuation gains and losses on investment properties
and land and cash flow hedges since the Company’s launch.

Other distributable reserves

This reserve represents the share premium raised on launch of the Company which
was subsequently converted to a distributable reserve by special resolution
dated 4 December 2003.

18. Earnings per share

Basic earnings per share amounts are calculated by dividing profit/loss for the
year net of tax attributable to ordinary equity holders by the weighted average
number of ordinary shares outstanding during the year. As there are no dilutive
instruments outstanding, basic and diluted earnings per share are identical. The
earnings per share for the year is set out in the table below.

The following reflects the income/(loss) and share data used in the basic and
diluted earnings per share computations:

2025 2024
£ £
Loss for (3,273,362) (42,894,200)
the year
net of tax

2025 2024
Weighted 381,218,977 381,218,977
average
number of
ordinary
shares
outstanding
during the
year
Loss per (0.9) (11.3)
ordinary
share
(pence per
share)
(Loss)/profi (128,419) 7,011,154
t for the
year
excluding
capital
items (£)
(Loss)/profi (0.0) 1.8
t for the
year
excluding
capital
items
(pence per
share)

19. Dividends and Property Income Distributions Gross of Income Tax

12
months
to Dec
25
Dividends PID Non Total PID Non
-PID -PID
pence Pence £
pence
£
Accrued initial distribution on 3.0000 – 3.0000 11,436,569 –
exiting REIT regime (paid in
January)
Distribution on exiting REIT 0.9213 – 0.9213 3,512,071 –
regime (paid in November)
Total dividends paid 3.9213 – 3.9213 14,948,640 –
Accrued prior year distributions (3.0000) – (3.0000) (11,436,569) –
paid in January
Total dividends paid for the year 0.9213 – 0.9213 3,512,071 –

On 10 January 2025 a dividend of 3.0 pence per share was paid as an initial
Property Income Distribution (declared December 2024). Following an extended
negotiation period with the buyers of the Company’s subsidiaries which included
adjustments to the amount of the Company’s Property Income, a final PID of
0.921274 pence per share (rounded to 0.9213 pence per share above) was declared
and paid in November 2025.

12
months
to Dec
24
Dividends PID Non-PID Total PID Non-PID

pence pence Pence £ £
Quarter to 31 0.3980 0.6020 1.0000 1,517,252 2,294,938
December of
prior year
(paid in
February)
Quarter to 31 1.0000 – 1.0000 3,812,190 –
March (paid in
May)
Quarter to 30 0.4500 0.5500 1.0000 1,715,485 2,096,705
June (paid in
August)
Quarter to 30 0.3000 0.7000 1.0000 1,143,657 2,668,533
September
(paid in
November)
Total 2.1480 1.8520 4.0000 8,188,584 7,060,176
dividends paid
Distribution 3.0000 – 3.0000 11,436,569 –
on exiting
REIT
regime (paid
after year
end)
Prior year (0.3980) (0.6020) (1.0000) (1,517,252) (2,294,938)
dividends (per
above)
Total 4.7500 1.2500 6.0000 18,107,901 4,765,238
dividends paid
for the
year

20. NAV per share

The NAV attributable to ordinary shares is based on the most recent valuation of
the investment properties.

2025 2024
Number of ordinary shares at the reporting date 381,218,977 381,218,977

2025 2024
£ £
Total equity per audited financial statements 12,141,829 30,363,831
NAV per share (p) 3.2 8.0

21. Related Party Disclosures

Directors’ remuneration

The Directors of the Company are deemed as key management personnel and received
fees for their services.  Total fees for the year were £121,396 (2024: £389,757)
none of which remained payable at the year-end (2024: nil).

abrdn Fund Managers Limited, as the Manager of the (former) Group from 10
December 2018, (formerly Aberdeen Standard Fund Managers Limited), received fees
for their services as investment managers. Further details are provided in note
4.

2025 2024
£ £
Mike Balfour 57,000 46,000
Mike Bane 50,000 40,000
James Clifton-Brown – 55,000
Jill May – 42,500
Sarah Slater – 40,000
One-off fee* – 110,000
Employers’ national insurance contributions 14,251 41,746
121,251 375,246
Directors’ expenses 145 14,511
121,396 389,757

* As noted in the Directors’ Remuneration Report in the full Annual Accounts,
during 2024, each Director received a one-off fee of £20,000 with the Former
Chair receiving £30,000 to partially reflect the additional work performed over
the strategic review conducted in 2023.

Distributions from Subsidiaries

While part of the (former) Group, the Company received £21.1m by way of
distributions from its immediate wholly owned subsidiary abrdn Property Holdings
Limited during 2024.  No such distributions were received in 2025.

22. Segmental Information

The Board has considered the requirements of IFRS 8 `operating segments’. The
Board is of the view that the Company is engaged in a single segment of
business, being property investment and in one geographical area, the United
Kingdom.

23. Non-Going Concern adjustment for estimated costs of disposal of property
portfolio

As explained in note 2 the Company’s financial statements are no longer prepared
on a going concern basis. The Board have assessed the consequences of this and
the decision made in May 2024 to realise the (former) Group’s portfolio of
assets and return the proceeds to shareholders. The Board concluded that it was
appropriate to accrue for the estimated costs of disposal and reduce the fair
market value of investment property and land by this amount

2025 2024
£ £
Fair Value of Land 6,750,000 10,000,000

Assumed average sales costs of 1.25% – (125,000)
Revised anticipated sales costs (247,750) –
Aberdeen disposal fee (27,000) (40,000)
Estimated disposal costs (274,750) (165,000)

Carrying Value 6,475,250 9,835,000

The assumed rate of 1.25% as recognised in 2024 (see table above) represented
the best estimate of a reasonable sales cost for Far Ralia at the time.  Since
this time, a new marketing approach has been undertaken, and a revised agreement
has been signed with the Company’s appointed agent – the revised anticipated
sales costs are reflective of this new agreement in addition to anticipated
legal fees. The Aberdeen disposal fee has been calculated in accordance with the
terms of the revised IMA as explained in note 4a.

24. Commitments and Contingent Liabilities

The Company had no contracted capital commitments as at 31 December 2025 (31
December 2024: £nil).

As discussed in note 4, following the Shareholder vote to place the (former)
Group into a Managed Wind-Down, a new agreement with the Investment Manager was
signed effective 31 May 2024. As part of this agreement, the Investment Manager
was entitled to an Incentive Fee payable following the sale of the final
investment. This fee was only payable if both the Gross Disposal Proceeds were
equivalent to not less than 90% (£366,651,000) of the May 2024 Portfolio Value
(£407,390,000) and all assets were disposed of prior to 28 November 2025.

Following the sale of the Company’s subsidiaries on 29th November 2024, the
interest in the land at Far Ralia became the sole remaining asset to be sold.
As at 31 December 2025, Far Ralia remains owned by the Company and this
Incentive fee will no longer be payable to the Investment Manager, regardless of
the value achieved.

However, as detailed further in note 4a, the Investment Manager will receive a
Disposal fee of 0.4% of the Gross Disposal Price.

25. Events after the balance sheet date

Estimated Costs of Disposal

As detailed in notes 2.1 and 23, the Company’s financial statements are no
longer prepared on a going concern basis, and the fair market value of land has
been reduced by an accrual for the estimated costs of disposal (including both
legal and agent fees).  Under the terms of the revised agreement, the ultimate
fee payable will likely be impacted by both the agreed sales price and timeline
to eventual sale.

This Annual Financial Report announcement is not the Company’s statutory
accounts for the year ended 31 December 2025. The statutory accounts for the
year ended 31 December 2025 received an audit report which was unqualified.

Please note that past performance is not necessarily a guide to the future and
that the value of investments and the income from them may fall as well as rise.
Investors may not get back the amount they originally invested.

All enquiries to:
The Company Secretary
Northern Trust International Fund Administration Services (Guernsey) Limited
Trafalgar Court
Les Banques
St Peter Port
Guernsey
GY1 3QL

Tel: 01481 745001
Fax: 01481 745051

Jason Baggaley – Real Estate Fund Manager, Aberdeen

Tel:  07801039463 or [email protected]

Mark Blyth – Real Estate Deputy Fund Manager, Aberdeen

Tel: 07703695490 or [email protected]

Craig Gregor – Fund Controller, Aberdeen

Tel: 0131 372 9392 or [email protected]

This information was brought to you by Cision http://news.cision.com

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