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DJ Secured Property Developments Plc Final Results

 
TIDMSPD 
 
Annual report and 
 
    Consolidated Financial Statements for the Year Ended 31 December 2015 
 
                                       for 
 
                         Secured Property Developments plc 
 
 
 
 
 
 
 
Secured Property Developments plc 
 
 
 
 
 
Contents of the Consolidated Financial Statements 
for the Year Ended 31 December 2015 
 
 
 
 
Page 
 
Company Information                                     1 
 
Notice of Meeting                                       2 
 
Chairman's Statement                                    3 
 
Strategic Report                                        4 
 
Report of the Directors                                 6 
 
Report of the Independent Auditor to the members of     8 
Secured Property Developments plc 
 
Consolidated Income Statement                          10 
 
Consolidated Balance Sheet                             11 
 
Company Balance Sheet                                  12 
 
Consolidated Statement of Changes in Equity            13 
 
Company Statement of Changes in Equity                 14 
 
Consolidated Cash Flow Statement                       15 
 
Notes to the Consolidated Cash Flow Statement          16 
 
Notes to the Consolidated Financial Statements         17 
 
Consolidated Reconciliation of Equity                  28 
 
Company Reconciliation of Equity                       30 
 
Consolidated Reconciliation of Profit                  32 
 
 
 
 
Secured Property Developments plc 
 
Company Information 
for the Year Ended 31 December 2015 
 
DIRECTORS:           J Townsend 
                     R France 
                     R Shane 
                     P Stansfield 
                     J Soper 
 
SECRETARY:           I Cobden 
 
REGISTERED OFFICE:   Unit 6 
                     42 Orchard Road 
                     London 
                     N6 5TR 
 
REGISTERED NUMBER:   02055395 (England and Wales) 
 
AUDITOR:             KPMG LLP 
                     8 Princes Parade 
                     Liverpool 
                     L3 1QH 
 
SHARE DEALING:       The Company's Ordinary shares are quoted 
                     on the ICAP Security and Derivative Exchange 
                     (ISDX) and persons can buy or sell shares through 
                     their stockbroker. 
 
REGISTRARS:          Avenir Registrars Ltd 
                     Suite A, 6 Honduras Street, 
                     London 
                     EC1Y 0TH 
                     ylva.baeckstrom@avenir-registrars.co.uk 
                     www.avenir-registrars.co.uk 
                     Telephone 020 7692 5500 
 
SHARE PRICE:         The middle market price of the Ordinary 
                     shares were quoted at 31 December 2015 on the ISDX 
                     (previously the PLUS Market) at 18.5p pence per share (2014: 
                     20.5 pence per share) 
 
 
 
 
Notice of meeting 
 
NOTICE IS HEREBY GIVEN that the twenty fifth Annual General Meeting of Secured 
Property Developments plc will be held at The Small Mall Room, The Royal 
Automobile Club, 89 Pall Mall, London, SW1Y 5HS on Wednesday 6 July 2016 at 
11am for the following purposes: 
 
  * To receive and adopt the financial statement for the year ended 31 December 
    2015 together with the reports of the Directors and the Auditor thereon. 
 
  * To re-elect J Townsend as a director (retired by rotation) 
 
  * To re-elect R France as a director (retired by rotation) 
 
  * To authorise, by special resolution in accordance with s701 of the 
    Companies Act 2006, the Board to purchase up to 5% of the Company's own 
    shares in the open market at a minimum price of 20p per share and a maximum 
    price of 60p per share, such powers to expire at the AGM to be held in 
    2017, or on 6 July 2017 if earlier. 
 
  * To appoint as Auditor KPMG LLP, and to authorise the Directors to agree 
    their remuneration, such powers to expire at the AGM held in 2017 
 
By order of the board 
 
 
I H Cobden                   Date: 6 May 2016 
Secretary 
 
 
Notes: 
 
1. Enclosed with these accounts is a letter concerning the supply of documents 
and information by e-mail. Please read this letter and, if you would like to 
receive documents and information in this way, please complete and return the 
enclosed form. 
 
2. A member entitled to attend and vote at this meeting is entitled to appoint 
a proxy to attend and vote in his stead. A proxy need not be a member of the 
Company. Proxy forms must be lodged at the Registered Office not later than 
forty-eight hours before the time fixed for the meeting. 
 
3. We would draw the attention of members proposing to attend the meeting to 
the RAC Club dress code, which requires men to wear a tailored jacket and 
trousers, collared shirt and tie at all times and women to dress with 
commensurate formality. 
 
 
 
 
 
Secured Property Developments plc 
 
Chairman's statement 
 
The UK property market remains challenging with strong competition in all 
sectors and in the areas previously identified as potential targets for 
investment. 
 
The Board continues to seek the right opportunity to acquire either an existing 
residential property for conversion or a potential development site in the 
South or South East. 
 
Due to the lack of available sites at sensible prices and following a Board 
Meeting held in December 2015, the decision was taken to widen the search area 
outside the M25 and to also consider acquiring a former commercial building 
with a view to converting it to residential, whether it be from former offices 
or public houses. 
 
Residential investments are also being considered as well as new build 
apartments which might benefit from Crossrail in 2018 and properties have so 
far been appraised in Romford, Woolwich and Acton. 
 
In order to add further firepower to our available resources, the Company's 
final property in Newborough in Scarborough was offered at Allsop's February 
2016 auction and I am pleased to report that it successfully sold for a price 
in excess of the reserve at GBP327,500. 
 
We will continue to search over the forthcoming year for the right product and 
may well consider a joint venture if the right development opportunity should 
arise. 
 
Finally, I would like to thank my predecessor, David Duffield, for all his 
efforts for the Company up until his retirement. 
 
 
 
AGM 
 
The Annual General Meeting will take place at the Royal Automobile Club, 89 
Pall Mall, London SW1Y 5HS on Wednesday 6th July 2016 at 11:00 am and the 
Directors look forward to meeting those shareholders who can attend. 
 
 
 
J P Townsend 
Chairman 
 
 
 
 
 
 
Secured Property Developments plc 
 
Strategic report 
 
Principal Activities 
 
The principal activity of Secured Property Developments plc is investment in 
commercial property. The Group comprises the holding company, a finance company 
and a second property company. 
 
Business Model 
 
At Secured Property Developments, we focus on maximising the return from our 
portfolio of properties whilst looking for new acquisitions where we can, by 
development, increase value and thereby create value for shareholders. 
 
We create value by:- 
 
Acquiring Properties 
 
  * We seek to acquire properties and unlock value. 
 
Optimise Income 
 
  * Optimising income by development and carrying out improvements and good 
    estate management. 
 
  * Employ our knowledge of occupiers' needs to let to high quality tenants 
    from a wide range of businesses and to minimise the level of voids in our 
    portfolio and 
 
  * Collecting our rental income on due date. 
 
Recycle Capital 
 
  * Identify properties for disposal where value has been optimised and dispose 
    of those which do not fit the Group's long-term plans. 
 
Maintain robust and flexible financing 
 
  * Negotiate flexible financing and retain a healthy level of interest cover 
    and gearing 
 
Business Review 
 
The results for the year are set out on page 10 of these consolidated financial 
statements. 
 
The Group's investment properties have now all been sold and all borrowings 
have been repaid. A review of the business is included in the Chairman's 
Statement set out on page 3. 
 
Principal Risks and Uncertainties 
 
Going Concern 
 
The directors have prepared the financial statements on a going concern basis 
for the reasons set out in note 1 to the financial statements. 
 
 
 
Strategic report (Continued) 
 
Principal Risks and Uncertainties (continued) 
 
The main risks arising from the Group's financial instruments are interest rate 
risk and liquidity risk. The Board reviews and agrees policies for managing 
each of these risks and they are summarised below. 
 
Interest rate risk 
 
The Group has no exposure at the present time to interest rate risk however the 
Group's policy is to borrow at the lowest rates for periods that do not carry 
excessive time premiums. 
 
Liquidity risk 
 
As regards liquidity, the Group's policy has throughout the year been to ensure 
that the group is able at all times to meet its financial commitments as and 
when they fall due. 
 
Future Developments 
 
Following the sale of the last of the investment properties and repayment of 
bank debt the Directors are now able to actively consider investment and 
development opportunities that arise. 
 
Signed on behalf of the Board 
 
R Shane Dated: 6 May 2016 
Director 
 
Secured Property Developments plc 
 
Report of the Directors 
for the Year Ended 31 December 2015 
 
The directors present their report with the financial statements of the Company 
and the Group for the year ended 31 December 2015. 
 
DIRECTORS 
 
The directors shown below have held office during the whole of the period from 
1 January 2015 to the date of this report (except as detailed below). 
 
J Townsend (appointed 1st October 2015) 
R France 
G Green (resigned 29st July 2015) 
R Shane 
P Stansfield 
J Soper 
D Duffield (resigned 31st July 2015) 
 
The directors who held office at the end of the financial year had the 
following interests in the shares and loan stock of the group companies as 

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DJ Secured Property Developments Plc Final Results -2-

recorded in the register of directors' share and debenture interests. 
 
Director        Company         Class            Interest   Interest 
                                                    at 31         at 
                                                 December  1 January 
                                                     2015       2015 
                                                   Number     Number 
 
J Townsend      SPD plc*        Ordinary shares         -          - 
R France        SPD plc*        Ordinary shares    88,888     88,888 
R Shane         SPD plc*        Ordinary shares   574,456    574,456 
                                Deferred shares   154,666    154,666 
P Stansfield    SPD plc*        Ordinary shares     6,250      6,250 
J Soper         SPD plc*        Ordinary shares         -          - 
 
* SPD plc is used above as an abbreviation for Secured Property Developments 
plc. 
 
According to the register of directors' interests, no rights to subscribe for 
shares in or debentures of the Company or any other group company was granted 
to any of the directors or their immediate families, or exercised by them, 
during the financial year. 
 
Substantial shareholding of ordinary shares of 20p each as at 31 December 2015 
R France 4.51% 
G Green 4.57% 
R Shane 29.15% 
 
Proposed dividend and transfer to reserves 
 
The directors do not recommend the payment of a dividend (2014: GBPnil). 
 
The profit for the year retained in the group is GBP23,517 (2014: GBP359,524). 
 
Report of the Directors 
for the Year Ended 31 December 2015 (continued) 
 
STATEMENT OF DIRECTORS' RESPONSIBILITIES 
The directors are responsible for preparing the Report of the Directors and the 
financial statements in accordance with applicable law and regulations. 
 
Company law requires the directors to prepare financial statements for each 
financial year. Under that law the directors have elected to prepare the 
financial statements in accordance with United Kingdom Generally Accepted 
Accounting Practice (United Kingdom Accounting Standards and applicable law), 
including Financial Reporting Standard 102 'The Financial Reporting Standard 
applicable in the UK and Republic of Ireland'. Under company law the directors 
must not approve the financial statements unless they are satisfied that they 
give a true and fair view of the state of affairs of the company and the group 
and of the profit or loss of the group for that period. In preparing these 
financial statements, the directors are required to: 
 
    * select suitable accounting policies and then apply them 
      consistently; 
 
    * make judgements and accounting estimates that are reasonable 
      and prudent; 
 
    * ensure applicable UK accounting standards are followed subject 
      to any material departures disclosed and explained in the 
      financial statements; and 
 
    * prepare the financial statements on the going concern basis 
      unless it is inappropriate to presume that the company will 
      continue in business. 
 
The directors are responsible for keeping adequate accounting records that are 
sufficient to show and explain the Company's and the Group's transactions and 
disclose with reasonable accuracy at any time the financial position of the 
Company and the Group and enable them to ensure that the financial statements 
comply with the Companies Act 2006. They are also responsible for safeguarding 
the assets of the Company and the Group and hence for taking reasonable steps 
for the prevention and detection of fraud and other irregularities. 
 
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITOR 
So far as the directors are aware, there is no relevant audit information (as 
defined by Section 418 of the Companies Act 2006) of which the Group's auditor 
is unaware, and each director has taken all the steps that he ought to have 
taken as a director in order to make himself aware of any relevant audit 
information and to establish that the Group's auditor is aware of that 
information. 
 
AUDITOR 
The auditor, KPMG LLP, will be proposed for re-appointment at the forthcoming 
Annual General Meeting. 
 
 
 
ON BEHALF OF THE BOARD: 
 
.................................................................... 
 
I Cobden - Secretary 
 
Date: 6 May 2016 
 
 
 
 
Report of the Independent Auditor to the Members of Secured Property 
Developments plc 
 
We have audited the financial statements of Secured Property Developments plc 
for the year ended 31 December 2015 set out on pages 10 to 32. The financial 
reporting framework that has been applied in their preparation is applicable 
law and UK Accounting Standards (UK Generally Accepted Accounting Practice), 
including FRS 102 The Financial Reporting Standard applicable in the UK and 
Republic of Ireland. 
 
This report is made solely to the company's members, as a body, in accordance 
with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been 
undertaken so that we might state to the company's members those matters we are 
required to state to them in an auditor's report and for no other purpose. To 
the fullest extent permitted by law, we do not accept or assume responsibility 
to anyone other than the company and the company's members, as a body, for our 
audit work, for this report, or for the opinions we have formed. 
 
Respective responsibilities of directors and auditors 
As explained more fully in the Directors' Responsibilities Statement set out on 
page 7, the directors are responsible for the preparation of the financial 
statements and for being satisfied that they give a true and fair view. Our 
responsibility is to audit, and express an opinion on, the financial statements 
in accordance with applicable law and International Standards on Auditing (UK 
and Ireland). Those standards require us to comply with the Auditing Practices 
Board's Ethical Standards for Auditors. 
 
Scope of the audit of the financial statements 
A description of the scope of an audit of financial statements is provided on 
the Financial Reporting Council's website at www.frc.org.uk/ 
auditscopeukprivate. 
 
Opinion on financial statements 
In our opinion the financial statements: 
 
    * give a true and fair view of the state of the group's and of the 
      parent company's affairs as at 31 December 2015 and of the 
      group's profit for the year then ended; 
 
    * have been properly prepared in accordance with United Kingdom 
      Generally Accepted Accounting Practice, including Financial 
      Reporting Standard 102 'The Financial Reporting Standard 
      applicable in the UK and Republic of Ireland; and 
 
    * have been prepared in accordance with the requirements of the 
      Companies Act 2006. 
 
Opinion on other matter prescribed by the Companies Act 2006 
In our opinion the information given in the Strategic report and Report of the 
Directors for the financial year for which the financial statements are 
prepared is consistent with the strategic report and the financial statements. 
 
Report of the Independent Auditors to the Members of Secured Property 
Developments plc (continued) 
 
Matters on which we are required to report by exception 
We have nothing to report in respect of the following matters where the 
Companies Act 2006 requires us to report to you if, in our opinion: 
 
    * adequate accounting records have not been kept by the parent 
      company, or returns adequate for our audit have not been 
      received from branches not visited by us; or 
 
    * the parent company financial statements are not in agreement 
      with the accounting records and returns; or 
 
    * certain disclosures of directors' remuneration specified by law 
      are not made; or 
 
    * we have not received all the information and explanations we 
      require for our audit. 
 
 
 
Hywel Jones (Senior Statutory Auditor) 
for and on behalf of KPMG LLP, Statutory Auditor 
Chartered Accountants 
8 Princes Parade 
Liverpool 
L3 1QH 
 
Date: 10 May 2016 
 
 
 
 
 
Consolidated Income Statement 
for the Year Ended 31 December 2015 
 
                                               31.12.15          31.12.14 
                                        Notes    GBP                 GBP 
 
TURNOVER                                       71,062            148,437 
 
Cost of sales                                  (3,432)            (3,991) 
                                              _______            _______ 
 
GROSS PROFIT                                   67,630            144,446 
 
Administrative expenses                      (122,534)          (109,435) 
                                              _______            _______ 
 
 
OPERATING (LOSS)/PROFIT                  3    (54,904)            35,011 
 
Exceptional Item                         4     35,303            431,976 
 
Profit on sale of tangible fixed assets        51,601                  - 
                                              _______            _______ 
 
 
 
PROFIT ON ORDINARY ACTIVITIES BEFORE 
INTEREST AND TAXATION                          32,000            466,987 
 
Interest receivable and similar                 2,617              2,728 
income 
 
 
Interest payable and 
similar charges                          5    (11,100)           (65,671) 
                                              _______            _______ 
 
PROFIT ON ORDINARY 
ACTIVITIES BEFORE                              23,517            404,044 
TAXATION 
 
Tax on profit 
on ordinary 
activities                               6          -            (44,520) 
                                              _______            _______ 
 
PROFIT FOR THE FINANCIAL 
YEAR FOR THE GROUP                             23,517            359,524 
                                             ========           ======== 
 
Profit attributable to: 
Owners of the parent                           23,517            359,524 
                                             ========           ======== 
 
Earnings per share expressed 
in pence per share:                      8 

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Basic                                            1.19              18.24 
Diluted                                          1.19              18.24 
                                               ======             ====== 
 
 
The Company has no recognised gains or losses other than those disclosed in the 
Income Statement above. Consequently, no Other Comprehensive Income statement 
is presented. 
 
               The notes form part of these financial statements 
 
 
 
Consolidated Balance Sheet 
31 December 2015 
 
                                                 31.12.15               31.12.14 
                                  Notes      GBP            GBP          GBP           GBP 
 
FIXED ASSETS 
 
Tangible assets                      9                   300,000                1,550,000 
 
 
CURRENT ASSETS 
 
Debtors                             11      56,671                   26,806 
Cash in hand                               442,048                  859,284 
                                        __________               __________ 
 
                                           498,719                  886,090 
 
CREDITORS 
 
Amounts falling due 
within one year                     12     (41,022)              (1,701,910) 
                                        __________               __________ 
 
NET CURRENT ASSETS/(LIABILITIES)                         457,697                (815,820) 
                                                      __________              __________ 
 
NET ASSETS                                               757,697                 734,180 
                                                      ==========              ========== 
 
CAPITAL AND RESERVES 
Called up share capital             14                   418,861                 418,861 
Share premium                                              3,473                   3,473 
Profit and Loss Account                                  335,363                 311,846 
                                                      __________              __________ 
 
SHAREHOLDERS' FUNDS                                      757,697                 734,180 
                                                      ==========              ========== 
 
 
 
The financial statements were approved by the Board of Directors on 6 May 2016 
and were signed on its behalf by: 
 
.................................................. 
J Townsend - Director 
 
.................................................. 
R Shane - Director 
 
Registered number: 02055395 
 
 
               The notes form part of these financial statements 
 
 
 
 
Company Balance Sheet 
31 December 2015 
 
                                                 31.12.15                 31.12.14 
                                  Notes      GBP            GBP           GBP           GBP 
 
FIXED ASSETS 
 
Tangible assets                    9                           -                 500,000 
Investments                       10                     947,263                 947,263 
                                                      __________              __________ 
 
                                                         947,263               1,447,263 
 
CURRENT ASSETS 
Debtors                           11         50,231                    4,504 
Cash in hand                                427,921                  845,157 
                                         __________               __________ 
 
                                            478,152                  849,661 
 
CREDITORS 
Amounts falling due 
within one year                   12       (921,475)              (1,782,638) 
                                         __________               __________ 
 
NET CURRENT LIABILITIES                                 (443,323)               (932,977) 
                                                      __________              __________ 
 
NET ASSETS                                               503,940                 514,286 
                                                      ==========              ========== 
 
 
CAPITAL AND RESERVES 
Called up share capital           14                     418,861                 418,861 
Share premium                                              3,473                   3,473 
Retained earnings                                         81,606                  91,952 
                                                      __________              __________ 
 
SHAREHOLDERS' FUNDS                                      503,940                 514,286 
                                                      ==========              ========== 
 
 
 
The financial statements were approved by the Board of Directors on 6 May 2016 
and were signed on its behalf by: 
 
......................................... 
J Townsend - Director 
 
......................................... 
R Shane - Director 
 
 
               The notes form part of these financial statements 
 
 
 
 
Consolidated Statement of Changes in Equity 
for the Year Ended 31 December 2015 
 
                                Called up    Profit 
                                  share      & Loss     Share       Total 
                                 capital    Account    premium     equity 
                                   GBP          GBP          GBP           GBP 
 
Balance at 1 January 2014        418,861    (47,678)      3,473    374,656 
 
Changes in equity 
Total comprehensive income             -     359,524          -    359,524 
                               _________   _________  _________  _________ 
Balance at 31 December 2014      418,861     311,846      3,473    734,180 
                               _________   _________  _________  _________ 
 
Changes in equity 
Total comprehensive income             -      23,517          -     23,517 
                               _________   _________  _________  _________ 
 
Balance at 31 December 2015      418,861     335,363      3,473    757,697 
                               =========   =========  =========  ========= 
 
 
 
               The notes form part of these financial statements 
 
 
 
Company Statement of Changes in Equity 
for the Year Ended 31 December 2015 
 
                                Called up    Profit 
                                  share      & Loss     Share       Total 
                                 capital    Account    premium     equity 
                                   GBP          GBP          GBP           GBP 
 
Balance at 1 January 2014        418,861    (91,262)      3,473    331,072 
 
Changes in equity 
Total comprehensive income             -    183,214           -    183,214 
                               _________   _________  _________  _________ 
 
Balance at 31 December 2014      418,861     91,952       3,473    514,286 
                               _________   _________  _________  _________ 
 
 
Changes in equity 
Total comprehensive income             -    (10,346)          -    (10,346) 
                               _________   _________  _________  _________ 
 
Balance at 31 December 2015      418,861      81,606      3,473    503,940 
                               =========   =========  =========  ========= 
 
 
 
               The notes form part of these financial statements 
 
Consolidated Cash Flow Statement 
for the Year Ended 31 December 2015 
 
                                                 31.12.15             31.12.14 
                                        Notes       GBP                    GBP 
Cash flows from operating activities 
Cash generated from operations             1    (1,658,753)            542,528 
Interest paid                                      (11,100)            (65,671) 
Profit on sale of fixed assets                     (51,601)                  - 
                                                __________          __________ 
Net cash from operating activities              (1,721,454)            476,857 
                                                __________          __________ 
 
Cash flows from investing activities 
Sale of tangible fixed assets                    1,301,601                   - 
Interest received                                    2,617               2,728 
                                                __________          __________ 
 
Net cash from investing activities               1,304,218               2,728 
 
Cash flows from financing activities 
                                                         -                   - 
                                                __________          __________ 
Net cash from financing activities                       -                   - 
                                                __________          __________ 
                                                 __________          __________ 
 
Increase in cash                                  (417,236)            479,585 
and cash 
equivalents 
 
Cash and 
cash equivalents at 
beginning of year                          2        859,284             379,698 
                                                 __________          __________ 
 
Cash and 
equivalents 
at end of 
year                                       2        442,048             859,284 
                                                 ==========          ========== 
 
 
               The notes form part of these financial statements 
 
 
 
 
 
Notes to the Consolidated Cash Flow Statement 
for the Year Ended 31 December 2015 
 
1.   RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS 
 
                                                                31.12.15     31.12.14 
                                                                  GBP             GBP 
 
Profit before taxation                                           23,517       404,044 
Finance costs                                                    11,100        65,671 
Finance income                                                   (2,617)       (2,728) 

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                                                              _________     _________ 
                                                                 32,000       466,987 
Decrease/(increase) in trade and other debtors                  (29,865)       43,001 
(Decrease)/increase in trade and other creditors             (1,660,888)       32,540 
                                                              _________     _________ 
 
   Cash generated from operations                            (1,658,753)      542,528 
                                                              =========     ========= 
 
 
2. CASH AND CASH EQUIVALENTS 
 
The amounts disclosed on the Consolidated Cash Flow Statement in respect of 
cash and cash equivalents are in respect of these Balance Sheet amounts: 
 
Year ended 31 December 2015 
                                                         31.12.15       1.1.15 
                                                           GBP             GBP 
 
Cash and cash equivalents                                 442,048       859,284 
                                                        =========     ========= 
 
Year ended 31 December 2014 
                                                         31.12.14       1.1.14 
                                                           GBP             GBP 
 
Cash and cash equivalents                                 859,284       379,698 
                                                        =========     ========= 
 
 
 
 
 
Notes to the Consolidated Financial Statements 
for the Year Ended 31 December 2015 
 
1. ACCOUNTING POLICIES 
 
Secured Property Developments plc (the "Company") is a company limited by 
shares and incorporated and domiciled in the UK. 
 
These Group and parent company financial statements were prepared in accordance 
with Financial Reporting Standard 102 The Financial Reporting Standard 
applicable in the UK and Republic of Ireland ("FRS 102") as issued in August 
2014.  The amendments to FRS 102 issued in July 2015 and effective immediately 
have been applied.  The presentation currency of these financial statements is 
sterling.  All amounts in the financial statements have been rounded to the 
nearest GBP1. 
 
In the transition to FRS 102 from old UK GAAP, the Group has made measurement 
and recognition adjustments. An explanation of how the transition to FRS 102 
has affected financial position and financial performance of the Group is 
provided on page 28 to 29. 
 
In the transition to FRS 102 from old UK GAAP, the Company has made measurement 
and recognition adjustments. An explanation of how the transition to FRS 102 
has affected financial position and financial performance of the Company is 
provided on page 30 to 32. 
 
Basis of preparing the financial statements 
 
These financial statements have been prepared in accordance with Financial 
Reporting Standard 102 "The Financial Reporting Standard applicable in the UK 
and Republic of Ireland" and the Companies Act 2006. The financial statements 
have been prepared under the historical cost convention, except for tangible 
fixed assets measured in accordance with the revaluation model. 
 
Turnover 
 
Turnover is measured at the fair value of the consideration received or 
receivable, excluding discounts, rebates, value added tax and other sales 
taxes. 
 
Going Concern Basis 
 
These financial statements have been prepared on the going concern basis of 
accounting notwithstanding that the Parent Company had net current liabilities 
of GBP443,323 as at 31 December 2015. The net current liability position in the 
Parent Company arises as a result of inter-company indebtedness within the 
Group which is eliminated on consolidation leaving positive Group net current 
assets as shown in the Group Consolidated Balance Sheet. 
 
The directors have prepared cash flow forecasts for a period of 12 months 
following the approval of these financial statements and consider the Group to 
have sufficient cash to be able to meet its financial obligations for at least 
the next 12 months, based on these cash flow forecasts. 
 
For these reasons, they continue to adopt the going concern basis in preparing 
the annual financial statements. Accordingly, the financial statements do not 
include the adjustments that would result if the Group and Company were unable 
to continue as a going concern. 
 
 
Notes to the Consolidated Financial Statements - continued 
for the Year Ended 31 December 2015 
 
Basis of consolidation 
 
The consolidated financial statements include the financial statements of the 
Company and its subsidiary undertakings made up to 31 December 2015. A 
subsidiary is an entity that is controlled by the parent.  The results of 
subsidiary undertakings are included in the consolidated profit and loss 
account from the date that control commences until the date that control 
ceases. Control is established when the Company has the power to govern the 
operating and financial policies of an entity so as to obtain benefits from its 
activities.  In assessing control, the Group takes into consideration potential 
voting rights that are currently exercisable. 
 
Under Section 408 of the Companies Act 2006 the Company is exempt from the 
requirement to present its own profit and loss account. 
 
In the parent financial statements, investments in subsidiaries are carried at 
cost less impairment. 
 
Classification of financial instruments issued by the group 
 
In accordance with FRS 102.22, financial instruments issued by the group are 
treated as equity only to the extent that they meet the following two 
conditions: 
 
(a)  they include no contractual obligations upon the group to deliver cash or 
other financial assets or to exchange financial assets or financial liabilities 
with another party under conditions that are potentially unfavourable to the 
group; and 
 
(b)             where the instrument will or may be settled in the entity's own 
equity instruments, it is either a non-derivative that includes no obligation 
to deliver a variable number of the entity's own equity instruments or is a 
derivative that will be settled by the entity exchanging a fixed amount of cash 
or other financial assets for a fixed number of its own equity instruments. 
 
To the extent that this definition is not met, the proceeds of issue are 
classified as a financial liability.  Where the instrument so classified takes 
the legal form of the entity's own shares, the amounts presented in these 
financial statements for called up share capital and share premium account 
exclude amounts in relation to those shares. 
 
Investment properties 
 
Investment properties are properties which are held either to earn rental 
income or for capital appreciation or for both. Investment properties are 
recognised initially at cost. 
 
Subsequent to initial recognition 
 
i. investment properties whose fair value can be measured reliably without 
undue cost or effort are held at fair value. Any gains or losses arising from 
changes in the fair value are recognised in profit or loss in the period that 
they arise; and 
 
ii. no depreciation is provided in respect of investment properties applying 
the fair value model. 
 
If a reliable measure is not available without undue cost or effort for an item 
of investment property, this item is thereafter accounted for as tangible fixed 
assets in accordance with section 17 until a reliable measure of fair value 
becomes available. 
 
 
Notes to the Consolidated Financial Statements - continued 
for the Year Ended 31 December 2015 
 
Taxation 
 
Tax on the profit or loss for the year comprises current and deferred tax. Tax 
is recognised in the profit and loss account except to the extent that it 
relates to items recognised directly in equity or other comprehensive income, 
in which case it is recognised directly in equity or other comprehensive 
income. 
 
Current tax is the expected tax payable or receivable on the taxable income or 
loss for the year, using tax rates enacted or substantively enacted at the 
balance sheet date, and any adjustment to tax payable in respect of previous 
years. 
 
Deferred tax is provided on timing differences which arise from the inclusion 
of income and expenses in tax assessments in periods different from those in 
which they are recognised in the financial statements. 
 
Deferred tax is measured at the tax rate that is expected to apply to the 
reversal of the related difference, using tax rates enacted or substantively 
enacted at the balance sheet date. For investment property that is measured at 
fair value, deferred tax is provided at the rates and allowances applicable to 
the sale of the asset/property Deferred tax balances are not discounted. 
 
Unrelieved tax losses and other deferred tax assets are recognised only to the 
extent that is it probable that they will be recovered against the reversal of 
deferred tax liabilities or other future taxable profits. 
 
 
 
Notes to the Consolidated Financial Statements - continued 
for the Year Ended 31 December 2015 
 
2. STAFF COSTS 
 
There were no staff costs for the year ended 31 December 2015 nor for the year 
ended 31 December 2014. 
 
3. OPERATING (LOSS)/PROFIT 
 
The operating loss (2014: operating profit) is stated after charging: 
 
                                           31.12.15     31.12.14 
                                              GBP            GBP 
 
Auditor's remuneration                       11,500       11,000 
                                          =========    ========= 
 
 
Directors' remuneration                           -            - 
                                            =======      ======= 
                                            =======      ======= 
 
Details of the fees charged by the Chairman and other Directors are shown in 
note 15 to these financial statements. 
 
 
4. EXCEPTIONAL ITEM 
 
This represents compensation received (less related expenses incurred in the 
year) in respect of the claim for mis-selling by RBS of its financial products. 
 
5.   INTEREST PAYABLE AND SIMILAR CHARGES 
 

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DJ Secured Property Developments Plc Final Results -5-

                                           31.12.15     31.12.14 
                                              GBP            GBP 
 
Bank loan interest                           11,100       65,671 
                                          =========    ========= 
 
 
6. TAXATION 
 
Analysis of the tax charge 
 
The tax charge on the profit on ordinary activities for the year was as 
follows: 
 
                                           31.12.15     31.12.14 
                                              GBP            GBP 
Current tax: 
UK corporation tax                                -       44,520 
                                          _________    _________ 
Tax on profit on ordinary activities              -       44,520 
                                          =========    ========= 
 
 
 
 
 
Notes to the Consolidated Financial Statements - continued 
for the Year Ended 31 December 2015 
 
 
6. TAXATION (continued) 
 
Reconciliation of effective tax rate 
 
                                                    31.12.15      31.12.14 
                                                       GBP             GBP 
 
Profit for the year                                     23,517     359,524 
 
Total tax expense                                            -      44,520 
                                                     _________   _________ 
Profit for the year excluding taxation                  23,517     404,044 
 
Tax using the UK corporation tax rate of 20.25%          4,762      86,870 
(2014: 21.5%) 
 
Non-deductible expenses                                     -            - 
 
Current year losses for which no deferred tax 
asset was recognised                                    (4,762)    (42,350) 
                                                     _________   _________ 
 
Total tax expense included in profit or loss                 -      44,520 
                                                     =========   ========= 
 
 
 
Factors that may affect future current and total tax charges 
 
 
 
Reductions in the UK corporation tax rate from 23% to 21% (effective from 1 
April 2014) and 20% (effective from 1 April 2015) were substantively enacted on 
2 July 2013. Further reductions to 19% (effective from 1 April 2017) and to 18% 
(effective 1 April 2020) were substantively enacted on 26 October 2015. This 
will reduce the company's future current tax charge accordingly. 
 
 
Notes to the Consolidated Financial Statements - continued 
for the Year Ended 31 December 2015 
 
7. PROFIT OF PARENT COMPANY 
 
As permitted by Section 408 of the Companies Act 2006, the Profit and Loss 
account of the parent company is not presented as part of these financial 
statements. The parent company's loss for the financial year was GBP10,346 (2014 
- GBP183,214 profit). 
 
8. EARNINGS PER SHARE 
 
Basic earnings per share is calculated by dividing the earnings attributable to 
ordinary shareholders by the weighted average number of ordinary shares 
outstanding during the period. 
 
Diluted earnings per share is calculated using the weighted average number of 
shares adjusted to assume the conversion of all dilutive potential ordinary 
shares. 
 
Reconciliations are set out below. 
 
                                                                31.12.15 
                                                                Weighted 
                                                                 average 
                                                                  number   Per-share 
                                                   Earnings         of        amount 
                                                     GBP           shares       pence 
Basic EPS 
Earnings attributable to ordinary shareholders       23,517     1,970,688       1.19 
Effect of dilutive securities                             -             -          - 
                                                 __________     _________  _________ 
Diluted EPS 
Adjusted earnings                                    23,517     1,970,688       1.19 
                                                 ==========     =========  ========= 
 
 
 
 
                                                                31.12.15 
                                                                Weighted 
                                                                 average 
                                                                  number   Per-share 
                                                   Earnings         of        amount 
                                                      GBP          shares       pence 
Basic EPS 
Earnings attributable to ordinary shareholders      359,524    1,970,688       18.24 
Effect of dilutive securities                             -            -           - 
                                                 __________     _________  _________ 
Diluted EPS 
Adjusted earnings                                   359,524    1,970,688       18.24 
                                                 ==========     =========  ========= 
 
 
 
 
 
Notes to the Consolidated Financial Statements - continued 
for the Year Ended 31 December 2015 
 
9. TANGIBLE FIXED ASSETS 
 
Group 
                                                             Freehold 
                                                             property 
                                                               GBP 
VALUATION 
At 1 January 2015                                           1,550,000 
Disposals                                                  (1,250,000) 
                                                          ___________ 
 
At 31 December 2015                                           300,000 
                                                          ___________ 
 
NET BOOK VALUE 
At 31 December 2015                                           300,000 
                                                          =========== 
At 31 December 2014                                         1,550,000 
                                                          =========== 
 
 
Company 
                                                             Freehold 
                                                             property 
                                                               GBP 
VALUATION 
At 1 January 2015                                             500,000 
Disposals                                                    (500,000) 
                                                          ___________ 
At 31 December 2015                                                 - 
                                                          ___________ 
NET BOOK VALUE 
At 31 December 2015                                                 - 
                                                          =========== 
At 31 December 2014                                           500,000 
                                                          =========== 
 
 
 
Notes to the Consolidated Financial Statements - continued 
for the Year Ended 31 December 2015 
 
10. FIXED ASSET INVESTMENTS 
 
                                                   Company 
                                           31.12.15        31.12.14 
                                              GBP              GBP 
 
Shares in group undertakings                      4               4 
Loans to group undertakings                 947,259         947,259 
                                            _______         _______ 
 
                                            947,263         947,263 
                                            =======         ======= 
 
 
Additional information is as follows: 
 
The following relates to shares held in and loans made to the subsidiary 
companies, Secured Property Developments (Scarborough) Limited and SPD Discount 
Limited, both companies registered in England and both companies being 100% 
owned by the holding company throughout the period. 
 
Company 
                                                  Shares in 
                                                    group 
                                                 undertakings 
                                                     GBP 
COST 
At 1 January 2015 
and 31 December 2015                                    4 
                                                  _______ 
NET BOOK VALUE 
At 31 December 2015                                     4 
                                                  ======= 
At 31 December 2014                                     4 
                                                  ======= 
 
 
 
Company 
                                                  Loans to 
                                                    group 
                                                 undertakings 
                                                     GBP 
At 1 January 2015 
and 31 December 2015                               947,259 
                                                   ======= 
 
 
 
11   . DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR 
 
                          Group                Company 
                   31.12.15   31.12.14   31.12.15   31.12.14 
                      GBP          GBP          GBP          GBP 
 
Trade debtors        51,742     24,477     46,278      2,157 
Other debtors         4,929      2,329      3,953      2,347 
                    _______    _______    _______    _______ 
 
 
                     56,671     26,806     50,231      4,504 
                    =======    =======    =======    ======= 
 
 
Notes to the Consolidated Financial Statements - continued 
 
for the Year Ended 31 December 2015 
 
12.  CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR 
 
                                   Group                  Company 
                           31.12.15    31.12.14    31.12.15    31.12.14 
                              GBP          GBP          GBP           GBP 
 
Bank loans and overdrafts 
(see note 13)                     -   1,500,000           -   1,500,000 
Trade creditors               5,289       2,633       5,289       2,633 

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DJ Secured Property Developments Plc Final Results -6-

Amounts owed to group 
undertakings                      -           -     889,025     158,475 
Tax                           1,469      51,567       1,526       7,105 
Other creditors               8,560      25,241       5,681      57,240 
Accrued expenses             25,704     122,469      19,954      57,185 
                            _______     _______     _______     _______ 
 
                             41,022   1,701,910     921,475   1,782,638 
                            =======   =========    ========   ========= 
 
13. LOANS 
 
An analysis of the maturity of loans is given below: 
 
                                   Group                  Company 
                           31.12.15    31.12.14    31.12.15    31.12.14 
                             GBP           GBP          GBP           GBP 
Amounts falling due within 
one year or on demand: 
Bank loans                        -   1,500,000           -   1,500,000 
                          =========   =========   =========   ========= 
 
 
 
14. CALLED UP SHARE CAPITAL 
 
Allotted, issued and fully paid: 
Number:       Class:                  Nominal      31.12.15       31.12.14 
                                       value:        GBP             GBP 
 
1,970,688     Ordinary                GBP0.20 p      394,138         394,138 
1,236,154     Deferred                GBP0.02 p       24,723          24,723 
                                                  ________        ________ 
                                                   418,861         418,861 
                                                  ========        ======== 
 
The respective rights of the shareholders are as follows: 
 
Ordinary shares 
 
The ordinary shares have the right to all available capital and distributable 
profits subject only to any right available to the deferred shares on winding 
up. 
 
Deferred shares 
 
The deferred shares have no rights to vote, receive notices, or attend general 
meetings, nor to any income. On the return of capital on a winding-up or 
otherwise the deferred shares have no entitlement until the sum of GBP100,000 per 
ordinary share shall have been distributed. 
 
 
Notes to the Consolidated Financial Statements - continued 
for the Year Ended 31 December 2015 
 
15. RELATED PARTY DISCLOSURES 
 
R Shane 
 
Companies in which Mr Shane is a shareholder. 
 
St James's Property Services Limited of which R Shane is a director and 
shareholder has received GBP22,775 (2014: GBP30,930) from the holding company in 
respect of management services, including directors' fees of GBP22,775 (2014: GBP 
30,930). The amount outstanding at the year end is GBP8,000 (2014: GBP62,930). 
Guildhall Brokers and Consultants Limited of which R A Shane is a director and 
shareholder has received GBP3,694 (2014: GBP6,004) for insurance premiums. The 
amount outstanding at the year end is GBPnil (2014: GBPnil). 
 
J Townsend 
 
Since appointment as Chairman during the year, Mr Townsend has received GBP6,252 
in respect of professional fees (2014:GBPnil). The amount outstanding as at the 
year end was GBP2,084 
 
J Soper 
 
J Soper has received GBP7,301 (2014: GBP2,136) in respect of professional fees. The 
amount outstanding at the year end is GBPnil (2014: GBP2,136). 
 
16. POST BALANCE SHEET EVENTS 
 
On 8 February 2016 the property at 12 Newborough, Scarborough was sold at 
auction for an amount of GBP327,500. This is a non-adjusting post balance sheet 
event. 
 
Secured Property Developments plc 
 
These Group and parent company financial statements were prepared in accordance 
with Financial Reporting Standard 102 The Financial Reporting Standard 
applicable in the UK and Republic of Ireland ("FRS 102") as issued in August 
2014.  The amendments to FRS 102 issued in July 2015 and effective immediately 
have been applied. 
 
Previously the financial statements were prepared in accordance with Generally 
Accepted Accounting Practice as applied in the United Kingdom (UK GAAP). 
 
An explanation of how the transition to FRS 102 has affected financial position 
and financial performance of the Group and Company is shown on the following 
pages. 
 
 
Consolidated Reconciliation of Equity 
1 January 2014 
(Date of Transition to FRS 102) 
 
                                                        Effect of 
                                           UK          transition 
                                          GAAP         to FRS 102        FRS 102 
                          Notes            GBP             GBP               GBP 
FIXED ASSETS 
Tangible assets              9          1,550,000              -       1,550,000 
                                        _________      _________       _________ 
CURRENT ASSETS 
Debtors                     11             69,807              -          69,807 
Cash in hand                              379,698              -         379,698 
                                        _________      _________       _________ 
                                          449,505              -         449,505 
 
 
CREDITORS 
Amounts falling due 
within one year             12         (1,624,849)             -      (1,624,849) 
                                        _________      _________       _________ 
 
NET CURRENT LIABILITIES                (1,175,344)             -      (1,175,344) 
                                        _________      _________       _________ 
TOTAL ASSETS LESS                         374,656              -         374,656 
CURRENT LIABILITIES                     _________      _________       _________ 
 
NET ASSETS                                374,656              -         374,656 
                                        =========      =========       ========= 
CAPITAL AND RESERVES 
Called up share capital     14            418,861              -         418,861 
Share premium                               3,473              -           3,473 
Revaluation reserve                       101,861       (101,861)              - 
Profit and Loss Account                  (149,539)       101,861         (47,678) 
                                        _________      _________       _________ 
SHAREHOLDERS' FUNDS                       374,656              -         374,656 
                                        =========      =========       ========= 
 
 
               The notes form part of these financial statements 
 
 
Secured Property Developments plc 
 
Consolidated Reconciliation of Equity - continued 
31 December 2014 
 
                                                        Effect of 
                                           UK          transition 
                                          GAAP         to FRS 102        FRS 102 
                          Notes            GBP             GBP               GBP 
FIXED ASSETS 
Tangible assets             9           1,550,000              -       1,550,000 
                                        _________      _________       _________ 
                                        1,550,000              -       1,550,000 
                                        _________      _________       _________ 
 
CURRENT ASSETS 
Debtors                    11              24,486              -          24,486 
Prepayments and accrued 
income                                      2,320              -           2,320 
Cash in hand                              859,283              -         859,283 
                                        _________      _________       _________ 
                                          886,090              -         886,090 
                                        _________      _________       _________ 
 
CREDITORS 
 
Amounts falling due 
within one year            12         (1,701,910)              -      (1,701,910) 
                                        _________      _________       _________ 
 
NET CURRENT LIABILITIES                 (815,820)              -        (815,820) 
                                        _________      _________       _________ 
TOTAL ASSETS LESS                        734,180               -         734,180 
CURRENT LIABILITIES                     _________      _________       _________ 
 
NET ASSETS                               734,180               -         734,180 
                                        =========      =========       ========= 
CAPITAL AND RESERVES 
Called up share capital    14            418,861               -         418,861 
Share premium                              3,473               -           3,473 
Revaluation reserve                      101,861        (101,861)              - 
Retained earnings                        209,985         101,861         311,846 
 
SHAREHOLDERS' FUNDS                      734,180               -         734,180 
                                        =========      =========       ========= 
 
 
 
               The notes form part of these financial statements 
 
 
Secured Property Developments plc 
 
Company Reconciliation of Equity 
1 January 2014 
(Date of Transition to FRS 102) 
 
                                                        Effect of 
                                           UK          transition 
                                          GAAP         to FRS 102        FRS 102 
                          Notes            GBP             GBP               GBP 
FIXED ASSETS 
Tangible assets             9            500,000               -         500,000 
Investments                10            947,263                         947,263 
                                        _________      _________       _________ 
                                       1,447,263                       1,447,263 
 
CURRENT ASSETS 
Debtors                    11            125,889               -         125,889 
Cash in hand                             365,571               -         365,571 
                                        _________      _________       _________ 
                                         491,460               -         491,460 

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DJ Secured Property Developments Plc Final Results -7-

                                        _________      _________       _________ 
 
CREDITORS 
Amounts falling due 
within one year            12         (1,607,651)              -      (1,607,651) 
                                        _________      _________       _________ 
 
NET CURRENT LIABILITIES               (1,116,191)              -      (1,116,191) 
                                        _________      _________       _________ 
TOTAL ASSETS LESS                        331,072               -         331,072 
CURRENT LIABILITIES 
                                        _________      _________       _________ 
NET ASSETS                               331,072               -         331,072 
                                        =========      =========       ========= 
CAPITAL AND RESERVES 
Called up share capital    14            418,861               -         418,861 
Share premium                              3,473               -           3,473 
Revaluation reserve                       88,763         (88,763)              - 
Profit and Loss Account                 (180,025)         88,763         (91,262) 
                                        _________      _________       _________ 
SHAREHOLDERS' FUNDS                      331,072               -         331,072 
                                        =========      =========       ========= 
 
 
 
Secured Property Developments plc 
Company Reconciliation of Equity - continued 
 
31 December 2014 
 
                                                        Effect of 
                                           UK          transition 
                                          GAAP         to FRS 102        FRS 102 
                          Notes            GBP             GBP               GBP 
FIXED ASSETS 
Tangible assets             9            500,000               -         500,000 
Investments                10            947,263               -         947,263 
                                        _________      _________       _________ 
                                       1,447,263               -       1,447,263 
 
 
CURRENT ASSETS 
Debtors                    11              4,504               -           4,504 
Cash in hand                             845,157               -         845,157 
                                        _________      _________       _________ 
                                         849,661               -         849,157 
                                        _________      _________       _________ 
 
CREDITORS 
Amounts falling due        12         (1,782,638)              -      (1,782,638) 
within one year 
                                        _________      _________       _________ 
NET CURRENT LIABILITIES                 (932,977)              -        (932,977) 
 
TOTAL ASSETS LESS 
CURRENT LIABILITIES                      514,286               -         514,286 
                                        _________      _________       _________ 
NET ASSETS                               514,286               -         514,286 
                                        =========      =========       ========= 
 
CAPITAL AND RESERVES 
Called up share capital    14            418,861               -         418,861 
Share premium                              3,473               -           3,473 
Revaluation reserve                       88,763         (88,763)              - 
Retained earnings                          3,189          88,763          91,952 
                                        _________      _________       _________ 
SHAREHOLDERS' FUNDS                      514,286               -         514,286 
                                        =========      =========       ========= 
 
 
 
 
Secured Property Developments plc 
 
Reconciliation of Profit 
for the Year Ended 31 December 2014 
                                                          Effect of 
                                             UK          transition 
                                            GAAP         to FRS 102        FRS 102 
                                             GBP             GBP               GBP 
 
TURNOVER                                   151,033               -         151,033 
Cost of sales                               (6,587)              -          (6,587) 
                                         _________       _________       _________ 
GROSS PROFIT                               144,446               -         144,446 
Administrative expenses                   (182,907)              -        (182,907) 
Other operating income                      69,054               -          69,054 
                                         _________       _________       _________ 
OPERATING PROFIT                            30,593               -          30,593 
Compensation received                      436,394               -         436,394 
  Interest receivable and similar income     2,728               -           2,728 
  Interest payable and similar charges     (65,671)              -         (65,671) 
                                         _________       _________       _________ 
 
PROFIT ON ORDINARY ACTIVITIES BEFORE       404,044               -         404,044 
TAXATION 
  Tax on profit on                         (44,520)              -         (44,520) 
  ordinary activities 
                                         _________       _________       _________ 
PROFIT FOR THE FINANCIAL YEAR              359,524               -         359,524 
                                         =========       =========       ========= 
 
Profit attributable to: 
Owners of the parent                       359,524               -         359,524 
                                         =========       =========       ========= 
 
 
 
 
 
 
 
Form of proxy for use at the annual general meeting on Wednesday 6 July 2016 
 
I/We 
_______________________________________________________________________________ 
 
(Please insert full name in BLOCK CAPITALS) 
 
of 
_________________________________________________________________________________ 
 
(Please insert address in BLOCK CAPITALS) 
 
being (a) member(s) of the above named Company HEREBY APPOINT the Chairman of 
the meeting (see note 6) 
 
___________________________________________________________________________________ 
 
to act as my/our proxy at the Annual General Meeting of the Company to be held 
on Wednesday 6th July 2016 and at any adjournment thereof, and to vote on my/ 
our behalf as indicated below: 
 
Resolution No.                                  For     Against 
 
1 To adopt the directors' report and 
financial statements for the year ended 31 
December 2015 
 
2 To re-elect J Townsend as a director 
 
3 To re-elect R France as a director 
 
4 To authorise, by special resolution in 
accordance with s701 of the Companies Act 
2006, the Board to purchase up to 5% of the 
Company's own shares in the open market at a 
minimum price of 20p per share and a maximum 
price of 60p per share, such powers to expire 
at the AGM to be held in 2017, or on 6 July 
2017 if earlier. 
 
5 THAT KPMG LLP be and are hereby appointed 
auditors of the Company and will hold office 
from the conclusion of this meeting until the 
conclusion of the next general meeting at 
which accounts are laid before the company, 
and that their remuneration be fixed by the 
Directors. 
 
Please indicate with an "X" in the space provided how you wish your votes to be 
cast on a poll. Should this form be returned duly completed and signed, but 
without a specific direction, the proxy will vote or abstain at his discretion. 
 
Dated ______________________________ 2016 Signature__________________________________ 
 
Notes 
 
 1. A proxy need not be a Member of the Company. 
 
 2. In the case of joint holders the vote of the senior who tenders a vote, 
    whether in person or by proxy, will be accepted to the exclusion of the 
    votes of the other joint holders. For this purpose seniority is determined 
    by the order in which the names stand in the Register of Members. 
 
 3. In the case of a corporation this proxy must be given under its Common Seal 
    or be signed on its behalf by an officer, attorney or other person duly 
    authorised. 
 
 4. To be valid this proxy must be deposited at the Company's Registered Office 
    not later than 48 hours before the time appointed for holding the Meeting 
    together, if appropriate, with the power of attorney or other authority 
    under which is a signed or potentially certified copy of such power of 
    authority. 
 
 5. Any alterations made on this form should be initialled. 
 
 6. If it is desired to appoint as a proxy any person other than the Chairman 
    of the Meeting, his/her name and address should be inserted in the relevant 
    place, reference to the Chairman deleted and the alteration initialled. 
 
 
 
 
Second fold along this line 
                                             Affix 
                                             stamp 
                                             here 
Secured Property Developments plc. 
Unit 6 Orchard Mews 
42 Orchard Road 
London 
N6 5TR                                  First fold along 
                                               this line 
 
 
Finally fold along this line and tuck in 
 
 
 
 
 
END 
 

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