supporting primary care
ashley house
ashley house plc and ashley house properties ltd
report and accounts 2005
ashley house plc
chalfont hall
gravel hill
chalfont st peter
gerrards cross
buckinghamshire
sl9 0np
telephone 01753 891 189
fax 01753 891 183
wwwashleyhouseplccom contents
01 highlights
02 ashley house at a glance
03 our locations
04 ashley house plc
04 chairman’s statement
06 joint ceo’s statement
08 report of the directors
12 report of the independent auditors
13 principal accounting policies
14 consolidated profit and loss account
15 balance sheets
16 consolidated cash flow statement
17 other primary statements
18 notes to the financial statements
28 ashley house properties
28 chairman’s statement
30 report of the directors
33 report of the independent auditors
34 principal accounting policies
35 consolidated profit and loss account
36 balance sheets
37 consolidated cash flow statement
38 notes to the financial statements
ashley house plc designs 
and project manages the
construction of primary care
infrastructure for the nhs 
ashley house properties is a
property investment company
which owns and develops
primary care buildings
leased to nhs primary care
trusts doctors and
pharmacists
ashley house plc
chalfont hall
gravel hill
chalfont st peter
gerrards cross
buckinghamshire
sl9 0np
telephone 01753 891 189
fax 01753 891 183
registered in england and wales no 2563627
ashley house properties ltd
chalfont hall
gravel hill
chalfont st peter
gerrards cross
buckinghamshire
sl9 0np
telephone 01753 891 189
fax 01753 891 183
registered in england and wales no 4188281
wwwashleyhouseplccom ashley house 
report and accounts 2005
01
highlights
n return to profitability of ashley house plc
n strengthened balance sheet for 
ashley house plc
n establishment of ashley house properties ltd 
with stapled share structure
n acquisition of medical properties ltd 
by ashley house properties ltd
1 malden road new malden 
a classical new build on three
floors for this six gp practice 
2 clarence avenue new malden
an exciting joint development 
with ah also providing 
a sports hall and music
drama department for the
adjoining school 
12 ashley house head office
ashley house regional offices
current projects and portfolio
ashley house
at a glance
ashley house plc designs 
and project manages the
construction of primary care
infrastructure for the nhs
these buildings typically
comprise doctors’ surgeries
and medical centres often
with pharmacies on the 
same site
the business has been established for some 
14 years and has been involved in over 200
primary care schemes in the uk 
ashley house has a healthy pipeline of schemes
currently under construction schemes with
planning consent due onsite in the near future 
and schemes with planning applications submitted
ashley house properties is a property investment
company which owns and develops primary care
buildings leased to nhs primary care trusts
doctors and pharmacists
ashley house properties owns a portfolio 
of properties which are complete and income
producing a further number are onsite under
construction and others with planning consent
due to commence construction all these new
projects have end users in place with agreed rental
levels the total approximate gross asset value 
of £50 million is based on annual rents of some 
£35 million further schemes are being added 
to the portfolio constantly
this document comprises the reports and
accounts for two companies ashley house plc 
and ashley house properties ltd with a
resolution to become a plc these are separate
companies but by virtue of a stapled share
structure have identical shareholders and 
only one trading facility
02
ashley house 
report and accounts 2005
ashley house 
report and accounts 2005
03
our 
locations
1 newcastle
major health centre comprising
4600 sqm of gp’s mental 
health urgent care and other
health services
2 melksham  
the doctors are delighted with
their new working environment
3 haverhill
stunning contemporary interior
specifically conceived for this 
go ahead gp practice
1 23 the establishment of ashley house properties ltd
in september 2004 as a separate company but with
its shares stapled to those of ashley house plc 
was a significant step now shareholders in both
companies have an interest in an earnings driven
company in ashley house plc and an asset based
company in ashley house properties ltd ashley
house properties ltd’s annual report is enclosed
with this report so its initial progress is detailed
there separately
outlook and move to aim
the fundraising relating to ashley house properties
ltd’s acquisition of medical properties ltd has
resulted in many new shareholders joining the
register of both companies and i welcome you all 
at a time when ashley house is moving forward
well and has we believe a bright future it is the
board’s intention to seek an aim introduction for 
the company’s shares in the next 12 months and 
we shall communicate further with shareholders
once the specifics are clarified in this respect
ashley house is better positioned now in terms of
its balance sheet pipeline of business and the team
to deliver than at any time in the last few years i
would like to thank all the staff for their hard work
support and commitment since it has been a team
effort in turning the business round
david burton cbe
chairman
29 july 2005
results  financial
the year to 30 april 2005 has been a progressive
one for ashley house plc results show a return to
profitability with £716000 post tax profit achieved
2004 £466000 loss on turnover up 37 to £126
million 2004 £92 million earnings per share were
57p 2004 loss per share of 407p at this time the
board does not intend to pay a dividend but this
will be reviewed with a view to returning to
payment of dividends when appropriate
these profits and the conversion of £925000
convertible loan into equity in april 2005 have
transformed the balance sheet to a net assets
position of £25 million april 2004 £781000 
with gearing reduced to 38 2004 250 
the business and ashley house properties
it should be noted that ashley house plc does not
own the property assets it is involved in designing
and building so whilst the strengthening of the
balance sheet is welcome and important the value
of this business lies in its ability to generate
consistent and increasing profits income is mainly
derived from designing and building primary care
infrastructure for the nhs
other income streams from related fields such as 
the supply of mobile temporary accommodation and
exploiting opportunities represented by pharmacies
are being developed but with a clear focus in
relation to the business’ core market and skills
property and asset management income should be
materially higher in years to come given the close
relationship with ashley house properties ltd
whose portfolio ashley house plc manages with
rapid growth in that portfolio anticipated over the
coming year from schemes currently being built
this income stream should continue to grow in line
ashley house plc 
chairman’ s
statement
ashley house is better
positioned now in terms 
of its balance sheet pipeline 
of business and the team to
deliver than at any time in 
the last few years
04
ashley house plc
report and accounts 2005
ashley house plc
report and accounts 2005
05
on site
with planning consent
planning application
submitted
stowmarket
from concept to model through
construction to completed building
– a true ‘one stop shop’ 1 brighton
stunning mixed development
including two gp practices 
2 wantage
two large gp practices pct
services dentist pharmacy 
and optician with scope for 
major expansion
3 southfields
innovative design to provide 
a five gp surgery and pharmacy
maximising the potential of this
constrained brownfield site
06
ashley house plc
report and accounts 2005
ashley house plc
report and accounts 2005
07
ashley house
joint chief
executive
officers’
statement
we look forward to the
coming year with confidence
based on the number of
schemes on site and in our
ability to manage the process
the business
the design project management and construction
business has seen more schemes move onto site
during the year under review particularly in the
latter part we are pleased to have completed
schemes in bletchley braintree chellaston
edgware elvington haverhill oxford and 
market lavington during the last financial year 
national coverage
the value of 15 years experience in over 200
schemes should not be underestimated the
upgrading of the primary care estate has continuing
funding support from central government and even
less political risk following the general election
our regional offices in wales the north east and 
east anglia and the team based at head office in
the south east have proved vital in maintaining
excellent relations with various interested parties
involved in new primary care schemes including 
the doctors the primary care trusts planning
authorities and other parts of local government 
it is our team’ s experience and knowledge of such
schemes which is our greatest asset we are
looking to strengthen our regional presence in 
the north of england where we already have a
number of actual and potential schemes
the nature of the new schemes has also seen a
positive progression with more substantial schemes
coming through a healthy number of schemes also
achieved planning consent and since by that stage
they all have funding agreed in principle with the
primary care trusts the outlook is positive for 
the immediate future of the business
margins
we have a keen eye on the margins at all times 
and are pleased that during the year in question 
we managed to maintain an acceptable level
notwithstanding the significant increase in
turnover anticipating continued growth in turnover
in the coming year we are managing our growth
with close attention to the cost base benefiting
from economies of scale as the business grows
lift
looking longer term we intend to participate in 
the next wave of nhs lift local improvement
finance trust bids in conjunction with partners 
if we are successful a participation in a liftco
gives a longterm contract to deliver primary care
schemes in a particular region our business
outside lift continues to thrive and it is clear that
lift will only cover certain areas of the country
conclusion
sourcing new schemes is a function of excellence
of performance resulting in recommendations in
conjunction with hard work and creative problem
solving for our endusers namely the doctors 
and primary care trusts we look forward to the
coming year with confidence based on the number
of schemes on site and in our ability to manage 
the process
steve minion and jonathan holmes
joint chief executive officers
29 july 2005
1 23 ashley house plc
report and accounts 2005
09
going concern
after making enquiries and reviewing forecasts the directors have at the time of approving the financial
statements concluded that it is appropriate to continue to adopt the going concern basis in preparing these
financial statements
application of principles
directors
the group supports the concept of an effective board leading and controlling the group the board is responsible
for approving group policy and strategy it meets regularly and has a schedule of matters specifically reserved to
it for decision management supplies the board with appropriate and timely information and the directors are free
to seek any further information that they consider necessary all directors have access to advice from the
company secretary and independent professionals at the group’s expense 
directors’ responsibilities for the financial statements
company law in the united kingdom requires the directors to prepare financial statements for each financial year
which 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 those financial statements the directors are required to
n select suitable accounting policies and apply them consistently
n make judgements and estimates that are reasonable and prudent
n state whether applicable accounting standards have been followed subject to any material departures disclosed
and explained in the financial statements
the directors are responsible for keeping proper accounting records which disclose with reasonable accuracy 
at any time the financial position of the company and group and enable them to ensure that the accounts comply
with the companies act 1985 for safeguarding assets of the group and for taking reasonable steps for the prevention
and detection of fraud and other irregularities the directors are also responsible for the preparation of the directors’
report and other information in the annual report
the board has overall responsibility for ensuring that the group maintains systems of internal control to provide 
it with reasonable assurance regarding the reliability of financial information used within the business and for
publication and that assets are safeguarded 
remuneration policy
the group’s policy on executive directors’ remuneration is to
n attract and retain high quality executives by paying competitive remuneration packages relevant to each director’ s
role experience and the external market the packages include contribution to private medical insurance
n give incentive to directors to maximise shareholder value through annual bonus schemes
service agreements
no director has a service agreement with a notice period that exceeds three months
08
ashley house plc
report and accounts 2005
report of the directors
the directors present their report together with the audited financial statements for the year ended 30 april 2005
principal activity
the group’s principal activity is the supply of project management and consultancy services primarily allied 
to the provision of medical facilities delivering nhsled primary care 
business review
the consolidated profit and loss account for the year is set out on page 14 
a review of developments affecting the group during the year and of its prospects for the future appears 
in the chief executives’ statement the directors do not recommend payment of a dividend
directors
the present membership of the board is set out below except as noted the directors served throughout 
the year
a d burton nonexecutive chairman
n k croxford
j h gunn nonexecutive director
j holmes
s g minion 
g mosley
b l walker appointed 24 june 2004
j holmes retires by rotation and being eligible offers himself for reelection
supplier payment policy
the group’s policy is to settle terms of payment with suppliers when agreeing the terms of each transaction 
to ensure that suppliers are made aware of the terms of payment and to abide by the terms of payment trade
creditors at the yearend amount to 53 days of average supplies for the year
employee involvement
the group keeps its employees informed of matters affecting them as employees through regular briefings
certain key members of staff who are not directors have been granted options over shares in the company
substantial shareholdings
as at 30 april 2005 the company had been notified in accordance with sections 198 to 209 of the companies
act 1985 of the following interests in the ordinary share capital of the company
number percentage
s g minion 4010636 184
g mosley 2404662 111
w b nominees limited 1875483 86
g e holmes 1664615 77
g c mosley 1653223 76
j holmes 1267914 58
ludgate 181 jersey limited 833332 38
n k croxford 822656 38
p heath 750000 34
a d burton 655000 30
corporate governance
the board supports the principles of good governance the group is committed to high standards of corporate
governance and has adopted procedures to institute good governance insofar as they are practical and appropriate
for a business of this size at this stage in its development the board has a remuneration committee comprising 
a majority of nonexecutive directors and an audit committee chaired by the nonexecutive chairman ashley house plc
report and accounts 2005
11 10
ashley house plc
report and accounts 2005
report of the directors
continued
directors’ remuneration pension entitlements share options and warrants 
salaries salaries
fees and fees and
benefits benefits
2005 2004
total total
£ £
g mosley 48993 45725
n k croxford 62177 56349
j holmes 72173 63152
s g minion 78371 71449
b l walker 55920 –
j a cane resigned 16 january 2004 – 115755
executive 317634 352430
d h m henry resigned 16 january 2004 – 13556
s t ellen resigned 16 january 2004 – 21796
a d burton 25480 6923
j h gunn 10416 1941
nonexecutive 35896 44216
353530 396646
the group did not make contributions to any director’s pension fund during the year
directors’ interests 
the directors who held office at the end of the financial year had the following beneficial interests in the ordinary
share capital of ashley house plc at 30 april 2005 according to the register of directors’ interests
interest at 
1 may 2004 
or date of 
number of appointment 
shares of percentage acquired if later in 
1p held at of issued disposed of shares of 
30 april 2005 share capital during year 1p each
a d burton 655000 30 152500 502500
n k croxford 822656 38 350091 472565
j h gunn 366273 17 17500 348773
j holmes 1267914 58 680374 587540
s g minion 4010636 184 1567778 2442858
g mosley 2404662 111 986389 1418273
b l walker 250000 11 250000 –
the interest of j h gunn is held by w b nominees limited 
connected persons’ interest in share capital 
m holmes and g e holmes parents of j holmes hold 709328 and 1664615 shares respectively g c mosley
former spouse of g mosley holds 1653223 ordinary shares these shares are not included in the director’s
interests above ludgate 181 jersey limited owns 833332 shares in the company a d burton and j h gunn
are both directors of and have an interest in ludgate 181 jersey limited
interests in share options
the interests of the directors and persons connected to the directors in options over units comprising one share
in ashley house plc and one share in ashley house properties ltd at 30 april 2005 were
number exercise price number 
of options £ granted
n k croxford 200000 030 200000
j holmes 330000 030 330000
s g minion 330000 030 330000
g mosley 150000 030 150000
these options which were granted on 15 august 2004 are exercisable within ten years
interests in warrants 
the interests of the directors and persons connected to the directors in warrants over units comprising one share
in ashley house plc and one share in ashley house properties ltd at 30 april 2005 were
warrants warrants
held at exercise price warrants held at 
30 april 2005 £ granted 1 may 2004
a d burton – director 330000 030 330000 –
n k croxford – director 23340 095 – 23340
j h gunn – director 330000 030 330000 –
j holmes – director 81690 095 – 81690
s g minion – director 64190 095 – 64190
g mosley – director 64190 095 – 64190
b l walker – director 150000 030 150000 –
180000 040 180000 –
the warrants which were granted on 11 march 2002 at 95p are exercisable within five years the warrants
which were granted on 16 august 2004 at 30p are exercisable within five years the warrants which were
granted on 22 december 2004 at 40p are exercisable within five years
market value of shares 
the market price of the ordinary shares which are traded on ofex as a stapled unit with shares in ashley house
properties ltd ranged during the year from 9p to 425p at 30 april 2005 the share price was 425p per unit
auditors
grant thornton uk llp offer themselves for reappointment as auditors in accordance with section 385 of the
companies act 1985
on behalf of the board
s g minion
joint chief executive
29 july 2004 ashley house plc
report and accounts 2005
13
principal accounting policies
basis of preparation
the financial statements have been prepared in accordance with applicable accounting standards and under the
historical cost convention with the exception of the revaluation of land and buildings 
the principal accounting policies of the group are set out below the policies have remained unchanged from the
previous year 
basis of consolidation
the group financial statements consolidate those of the company and of its subsidiary undertakings profits or
losses on intragroup transactions are eliminated in full all of the subsidiary’s assets and liabilities that existed
at the date of acquisition were recorded at their fair values reflecting their condition at that date
turnover
turnover is the total of amounts for goods supplied and services provided excluding value added tax
in the case of long term contracts turnover reflects the contract activity during the year and represents the
proportion of total contract value which costs incurred to date bear to total expected contract costs
turnover on long term contracts is only recognised where there is reasonable certainty that the contract will proceed
and planning permission has been obtained
tangible fixed assets and depreciation
tangible fixed assets are stated at cost or valuation net of depreciation and any provision for impairment
depreciation is calculated to write down the cost or valuation less estimated residual value of all tangible 
fixed assets other than freehold land on the reducing balance basis over their expected useful economic 
lives the periods generally applicable are
freehold buildings 50 years
office equipment furniture and fixtures 4 years
motor vehicles 4 years
mobile surgeries 4 years
investments
investments are included at cost less provision for amounts written off
stocks
stocks are stated at the lower of purchase cost and net realisable value
deferred taxation
deferred tax is recognised on all timing differences where the transactions or events that give the group an
obligation to pay more tax in the future or a right to pay less tax in the future have occurred by the balance sheet
date deferred tax assets are recognised when it is more likely than not that they will be recovered deferred tax is
measured using rates of tax that have been enacted or substantively enacted by the balance sheet date
work in progress and long term contracts
work in progress is valued on the basis of direct costs plus attributable overheads based on normal level of
activity costs associated with long term contracts are included in stock to the extent that they cannot be matched
with contract work accounted for as turnover long term contract balances included in stocks are stated at cost
after provision has been made for any foreseeable losses and the deduction of applicable payments on account
no element of profit is included in the carrying value of work in progress full provision is made for losses on 
all contracts in the year in which the loss is first foreseen
leased assets
costs in respect of operating leases are charged on a straightline basis over the lease term
financial instruments
income and expenditure arising on financial instruments is recognised on the accruals basis and is credited 
or charged to the profit and loss account in the financial period to which it relates
intangible assets – goodwill
goodwill representing the excess of the fair value of consideration given over the fair values of the identifiable
net assets acquired is capitalised and amortised on a straight line basis over its estimated economic life of
twenty years
12
ashley house plc
report and accounts 2005
report of the independent auditors 
to the members of ashley house plc
we have audited the financial statements of ashley house plc for the year ended 30 april 2005 which comprise
the principal accounting policies the consolidated profit and loss account the balance sheets the consolidated
cash flow statement the note of historical cost profits and losses and notes 1 to 25 these financial statements
have been prepared under the accounting policies set out therein 
this report is made solely to the company’s members as a body in accordance with section 235 of the
companies act 1985 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 auditors’ 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 the directors and auditors
the directors’ responsibilities for preparing the annual report and the financial statements in accordance with
united kingdom law and accounting standards are set out in the statement of directors’ responsibilities 
our responsibility is to audit the financial statements in accordance with relevant legal and regulatory
requirements and united kingdom auditing standards
we report to you our opinion as to whether the financial statements give a true and fair view and are properly
prepared in accordance with the companies act 1985 we also report to you if in our opinion the directors’
report is not consistent with the financial statements if the company has not kept proper accounting records 
if we have not received all the information and explanations we require for our audit or if information specified 
by law regarding directors’ remuneration and transactions with the group is not disclosed
we read other information contained in the annual report and consider whether it is consistent with the audited
financial statements this other information comprises only the report of the directors the chairman’s statement
and the joint chief executive officers’ statement we consider the implications for our report if we become aware
of any apparent misstatements or material inconsistencies with the financial statements our responsibilities do
not extend to any other information
basis of opinion
we conducted our audit in accordance with united kingdom auditing standards issued by the auditing practices
board an audit includes examination on a test basis of evidence relevant to the amounts and disclosures in the
financial statements it also includes an assessment of the significant estimates and judgements made by the
directors in the preparation of the financial statements and of whether the accounting policies are appropriate 
to the group’s circumstances consistently applied and adequately disclosed
we planned and performed our audit so as to obtain all the information and explanations which we considered
necessary in order to provide us with sufficient evidence to give reasonable assurance that the financial statements
are free from material misstatement whether caused by fraud or other irregularity or error in forming our opinion
we also evaluated the overall adequacy of the presentation of information in the financial statements
opinion
in our opinion the financial statements give a true and fair view of the state of affairs of the company and the
group at 30 april 2005 and of the profit of the group for the year then ended and have been properly prepared 
in accordance with the companies act 1985
grant thornton uk llp
registered auditors
chartered accountants
oxford
29 july 2005 14
ashley house plc
report and accounts 2005
ashley house plc
report and accounts 2005
15
consolidated profit and loss account
for the year ended 30 april 2005
balance sheets 
at 30 april 2005
group company
2005 2004 2005 2004
note £ £ £ £
fixed assets
intangible assets 7 334882 356482 – –
tangible assets 8 1653523 1516944 1609154 1495692
investments 9 – 14200 1001 15200
1988405 1887626 1610155 1510892
current assets
stocks 10 54107 – – –
debtors 11 5278108 2629064 5579822 3473252
cash at bank and in hand 42831 570423 27766 498495
5375046 3199487 5607588 3971747
creditors amounts falling due within one year 12 3953086 2460701 3783640 2889095
net current assets 1421960 738786 1823948 1082652
total assets less current liabilities 3410365 2626412 3434103 2593544
creditors amounts falling due after 
more than one year 13 921552 1840121 921552 1840121
provision for liabilities and charges 14 4765 4765 2298 2298
net assets 2484048 781526 2510253 751125
capital and reserves
called up share capital 15 217569 124236 217569 124236
share premium account 16 2421827 1528973 2421827 1528973
revaluation reserve 16 333851 337729 333851 337729
profit and loss account 16 489199 1209412 462994 1239813
shareholders’ funds 2484048 781526 2510253 751125
the financial statements were approved by the board of directors on 29 july 2005
s g minion 
joint chief executive
the accompanying accounting policies and notes form an integral part of these financial statements
2005 2004
note £ £
turnover 1 12596970 9209624
cost of sales 9363638 7363063
gross profit 3233332 1846561
administrative expenses 2401266 2209961
operating profitloss 832066 363400
net interest 3 115731 102496
profitloss on ordinary activities before taxation 1 716335 465896
tax on profitloss on ordinary activities 4 – –
profitloss retained and transferred tofrom reserves 16 716335 465896
basic earningsloss per share 6 574 407
diluted earningsloss per share 6 565 407
all of the activities of the group are classed as continuing
the group has no recognised gains or losses other than the results for the year as set out above
the accompanying accounting policies and notes form an integral part of these financial statements ashley house plc
report and accounts 2005
17
other primary statements
for the year ended 30 april 2005
16
ashley house plc
report and accounts 2005
consolidated cash flow statement
for the year ended 30 april 2005
2005 2004
note £ £
net cash outflow from operating activities 18 182069 624905
returns on investments and servicing of finance
interest paid 120869 105197
interest received 5138 2701
net cash outflow from returns on investments and servicing of finance 115731 102496
taxation – –
capital expenditure and financial investment
investment in own shares – 869
sale of tangible fixed assets – 1159
purchase of tangible fixed assets 233621 26425
net cash outflow from capital expenditure and financial investment 233621 26135
financing
receipt from short term borrowings – 4124
repayment of short term borrowings 65065 86523
repayment of long term borrowings 43606 38420
receipts from long term borrowings 50000 1017707
issue of share capital 62500 339235
net cash inflow from financing 3829 1236123
decreaseincrease in cash 19 527592 482587
the accompanying accounting policies and notes form an integral part of these financial statements
note of historical cost profits and losses
2005 2004
£ £
profitloss on ordinary activities before taxation 716335 465896
difference between historical cost depreciation and 
charge based on revalued amounts 3878 3878
historical cost profitloss on ordinary activities before taxation 720213 462018
historical cost profitloss transferred from reserves 720213 462018
the accompanying accounting policies and notes form an integral part of these financial statements ashley house plc
report and accounts 2005
19 18
ashley house plc
report and accounts 2005
notes to the financial statements
for the year ended 30 april 2005
1 turnover and profitloss on ordinary activities before taxation
the group operates entirely in project management and consultancy in the united kingdom 
2005 2004
£ £
profit on ordinary activities before taxation is arrived at after charging
depreciation of tangible fixed assets 97042 60230
rental of premises – operating leases 46110 40972
rental of motor vehicles – operating leases 15220 18419
amortisation of goodwill 21600 21600
auditors’ remuneration
– statutory audit services 35920 26750
– non audit services corporation tax compliance 5000 4650
2 directors and employees
staff costs during the year were as follows
2005 2004
£ £
wages and salaries 1458559 1253336
social security costs 160103 127101
1618662 1380437
the average number of employees of the group during the year was 45 2004 37
directors’ emoluments amounted to £353530 £2004 £396646 further details of emoluments paid to directors
are contained in the report of the directors on page 10 
the amount above includes remuneration in respect of the highest paid director as follows
2005 2004
£ £
emoluments for services as director 78371 115755
no pension contributions were made in respect of the highest paid director
3 net interest 
2005 2004
£ £
bank mortgage 41530 38420
bank overdraft 275 661
convertible loans 79064 66116
interest receivable 5138 2701
115731 102496
4 tax on profitloss on ordinary activities
2005 2004
£ £
uk corporation tax at 30 2004 30 – –
deferred taxation – –
tax on profitloss on ordinary activities – –
the tax assessed for the year differs from the standard rate of corporation tax in the uk of 30 200430 
the differences are explained as follows
2005 2004
£ £
profitloss on ordinary activities before tax 716335 465896
profitloss on ordinary activities multiplied by standard rate 
of corporation tax in the uk of 30 2004 30 214900 139769
expenses not deductible for tax purposes 11387 24985
depreciation for the period in excess of capital allowances 4764 4239
utilisation of tax losses 221523 –
unutilised losses – 110545
current tax charge for period – –
the group has tax losses available of £587000 2004 £1361000 which can be off set against future taxable
profits a deferred tax asset has not been recognised as it is considered that it is unlikely to be recovered in the
foreseeable future
5 profit for the financial year
the company has taken advantage of the exemption allowed under section 2301 of the companies act 1985
and has not presented its own profit and loss account in these financial statements 
the company’s profit for the year was £772941 2004 loss £457916 ashley house plc
report and accounts 2005
21 20
ashley house plc
report and accounts 2005
notes to the financial statements
continued
6 earnings per ordinary share
the calculation of the basic earnings per share is based on the profit attributable to ordinary shareholders
divided by the weighted average number of shares in issue during the year
2005 2004
weighted weighted
average per share average per share
profit number of amount loss number of amount
£ shares pence £ shares pence
basic and diluted loss per share
profitloss attributable to 
ordinary shareholders 716335 12474717 574 465896 11430298 407
dilutive effect of securities
options 91818 004
warrants – dilutive 73636 004
convertible loans 31818 001
diluted 71633512671989565
the average share price during the year was 33p which meant that the dilutive securities were those shown in
the table above all of which have an exercise price of 30p per unit comprising one ashley house plc share and
one ashley house properties ltd share
in accordance with frs 14 the group has not disclosed a diluted loss per share figure for the year ended 
30 april 2004 as the calculation results in a decrease in the net loss per share
7 intangible assets – goodwill
group
£
cost
as at 1 may 2004 425000
as at 30 april 2005 425000
amortisation
as at 1 may 2004 68518
charged in the year 21600
as at 30 april 2005 90118
net book value as at 30 april 2005 334882
net book value as at 30 april 2004 356482
8 tangible assets – group
office
equipment
freehold furniture motor mobile
property and fixtures vehicles surgeries total
£££££
costvaluation
at 1 may 2004 1422517 171654 10390 95432 1699993
additions – 64991 10200 158430 233621
at 30 april 2005 1422517 236645 20590 253862 1933614
depreciation
at 1 may 2004 50885 103659 292 28213 183049
provided in the year 14184 27725 4796 50337 97042
at 30 april 2005 65069 131384 5088 78550 280091
net book amount at 30 april 2005 1357448 105261 15502 175312 1653523
net book amount at 30 april 2004 1371632 67995 10098 67219 1516944
tangible assets – company
office
equipment
freehold furniture motor mobile
property and fixtures vehicles surgeries total
£££££
costvaluation
at 1 may 2004 1422517 132556 10115 95432 1660620
additions – 30587 10200 158430 199217
at 30 april 2005 1422517 163143 20315 253862 1859837
depreciation
at 1 may 2004 50885 85619 211 28213 164928
provided in the year 14184 16634 4601 50336 85755
at 30 april 2005 65069 102253 4812 78549 250683
net book amount at 30 april 2005 1357448 60890 15503 175313 1609154
net book amount at 30 april 2004 1371632 46937 9904 67219 1495692
the freehold property was revalued in december 2001 by peter wilkinson frics of aitchison rafferty property
consultants who are independent external valuers as defined by the royal institution of chartered surveyors
appraisal and valuation manual the valuation at £1400000 was based on the existing use subsequent
additions are added at cost the directors consider that there has been no significant change in the value of the
freehold property since the revaluation having received an interim valuation from aitchison rafferty that this is
the case at the present time
the value of the land was £705000 which is not subject to a depreciation charge
if freehold property had not been revalued it would have been included on the historical cost basis at the
following amounts
group  
company
£
cost 1073154
accumulated depreciation 49557
net book amount at 30 april 2005 1023597
net book amount at 30 april 2004 1033903 ashley house plc
report and accounts 2005
23 22
ashley house plc
report and accounts 2005
notes to the financial statements
continued
9 fixed asset investments
subsidiary investment in
undertakings own shares total
£££
group
at 30 april 2004 – 14200 14200
disposals in the year – 14200 14200
at 30 april 2005 – – –
company
at 1 may 2004 1000 14200 15200
additions 1– 1
disposals in the year – 14200 14200
at 30 april 2005 1001 – 1001
during the period the company acquired the whole issued share capital of ashley house pharmacies limited for
a total consideration of £1
at 30 april 2005 the company held the issued share capital of the following subsidiary undertakings
nature of work class of share capital held proportion held
neil niblett and associates limited architects ordinary shares of £1 each 100
ashley house pharmacies limited pharmacy ordinary shares of £1 each 100
10 stock
group group company company
2005 2004 2005 2004
£ £ £ £
goods for resale 54107 – – –
11 debtors
group group company company
2005 2004 2005 2004
£ £ £ £
trade debtors 3392817 1407404 3266721 1309359
amounts owed by group undertakings – – 529980 955998
amounts recoverable on contracts 1622441 1095398 1538884 1095398
other debtors 112894 54238 112518 54238
prepayments and accrued income 149956 72024 131719 58259
5278108 2629064 5579822 3473252
included in the amounts owed by group undertakings for the company is £430000 2004 £430000 which is
due after more than one year 
12 creditors amounts falling due within one year
group group company company
2005 2004 2005 2004
£ £ £ £
bank loans and overdrafts note 13 43563 43648 43563 43648
trade creditors 1374884 1088073 1223248 1063171
other loans – 64980 – 64980
social security and other taxes 399555 138321 389344 107388
other creditors 15539 20114 – 7106
accrued expenses 2119545 1105565 2127485 1602802
3953086 2460701 3783640 2889095
13 creditors amounts falling due after more than one year
group group company company
2005 2004 2005 2004
£ £ £ £
bank loans 571552 615158 571552 615158
loan – related parties 350000 300000 350000 300000
loan – ashley house investments limited – 924963 – 924963
921552 1840121 921552 1840121
the bank loans are secured by a first mortgage over the freehold property owned by the group the loans from
other related parties are unsecured
borrowings are repayable as follows
group group company company
2005 2004 2005 2004
£ £ £ £
within one year
bank loans and overdrafts 43563 43648 43563 43648
other loans – 64980 – 64980
after one and within two years
bank loans 46597 46122 46597 46122
after two and within five years
bank loans 160176 153738 160176 153738
loan – related parties 350000 300000 350000 300000
loan – ashley house investments limited – 924963 – 924963
after five years
bank loans 364779 415298 364779 415298
965115 1948749 965115 1948749
financial instruments
the group finances its business in two ways by way of trade and other creditors arising directly from its operations
and by way of borrowings from the bank and related parties the main risk arising from these sources of finance
is interest rate risk
the interest rate exposure of the financial liabilities of the group and the company as at 30 april 2005 was
fixed floating
rate rate total
£££
convertible debt note 25 350000 – 350000
bank loan – 615100 615100
350000 615100 965100
the fixed rate loans are at 65 and are convertible at any time at the election of the lender to ordinary shares in
the company at an exercise price of 30p per share which represented a significant premium to the share price at
the time
at the end of the financial year the company had an unutilised overdraft facility of £150000 with lloyds tsb
bank plc
the floating rate liability carries interest at 25 over the lloyds tsb bank plc base rate
there is no exchange rate risk and the fair values of the assets and liabilities of the group are not materially
different from their net book values ashley house plc
report and accounts 2005
25 24
ashley house plc
report and accounts 2005
notes to the financial statements
continued
14 deferred taxation
deferred taxation provided for in the financial statements is as follows
group group company company
2005 2004 2005 2004
£ £ £ £
excess of tax allowances over depreciation
as at 1 may 2004 4765 1214 2298 –
movement in year – 3551 – 2298
as at 30 april 2005 4765 4765 2298 2298
15 share capital
2005 2004
£ £
authorised
35000000 2004 35000000 ordinary shares of 1p each 350000 350000
allotted called up and fully paid
21756900 2004 12423575 ordinary shares of 1p each 217569 124236
options over 1717500 2004 572500 unissued units comprising one ashley house plc share and one 
ashley house properties ltd share have been granted 572500 options are exercisable at 597p 1145000
options are exercisable at 30p all of which are currently not exercised 
warrants over 750000 180000 810000 unissued units comprising one ashley house plc share and one 
ashley house properties ltd share have been granted and are currently exercisable at 95p 40p and 30p
respectively2004 750000 exercisable at 95p
on 28 april 2005 4115000 ordinary shares of 1p each were issued for a consideration of 40p of which 39p 
was attributable to ashley house properties limited as part of the share staple agreement in relation to the
acquisition of medical properties ltd by ashley house properties ltd
on 28 april 2005 2135000 ordinary shares of 1p each were issued for a consideration of 40p of which 39p 
was attributable to ashley house properties limited as part of the share staple agreement in relation to the
acquisition of medical properties ltd by ashley house properties ltd
on 28 april 2005 3083333 number of ordinary 1p shares were issued for a consideration of 30p of which 001p
was attributable to ashley house properties limited to settle the company’s £925000 convertible loan
the excess of the total consideration of shares issued of £3425000 of which £2437808 was attributable 
to ashley house properties limited over the nominal value of £93333 has been credited to the share 
premium account
16 reserves
share profit
premium and loss revaluation
account account reserve total
group ££££
at 1 may 2004 1528973 1209412 337729 657290
profit for the year – 716335 – 716335
premium on issue of shares during the year 892854 – – 892854
difference between historical cost depreciation 
and charge based on revalued amounts – 3878 3878 –
at 30 april 2005 2421827 489199 333851 2266479
share profit
premium and loss revaluation
account account reserve total
company ££££
at 1 may 2004 1528973 1239813 337729 626889
profit for the year – 772941 – 772941
premium on issue of shares during the year 892854 – – 892854
difference between historical cost depreciation 
and charge based on revalued amounts – 3878 3878 –
at 30 april 2005 2421827 462994 333851 2292684
17 reconciliation of movements in shareholders’ funds
2005 2004
£ £
profit for the financial year 716335 465896
new shares issued 986187 339235
net addition to shareholders’ funds 1702522 126661
shareholders’ funds at 1 may 2004 781526 908187
shareholders’ funds at 30 april 2005 2484048 781526
18 reconciliation of operating profitloss to net cash outflowinflow from operating activities 
2005 2004
£ £
operating profitloss 832066 363400
depreciation and amortisation 118642 81830
loss on sale of tangible assets – 5008
distribution of investment in own shares 14200 –
decreaseincrease in stock 54107 41470
increase in debtors 2649044 420791
increase in creditors 1556174 30978
net cash outflowinflow from operating activities 182069 624905
19 reconciliation of net cash flow to movement in net debt 
2005 2004
£ £
decreaseincrease in cash in the year 527592 482587
cash inflow from change in net debt 58671 896889
change in net debt resulting from cash flows 468921 414302
repayment of net debt by issue of shares 924963 –
movement in net debt in the year 456042 414302
net debt at 1 may 2004 1378326 964024
net debt at 30 april 2005 922284 1378326 ashley house plc
report and accounts 2005
27 26
ashley house plc
report and accounts 2005
notes to the financial statements
continued
20 analysis of changes in net debt
at at
1 may 2004 cash flow other 30 april 2005
£££ £
cash in hand and at bank 570423 527592 – 42831
short term debt 108628 65065 43563
long term debt 1840121 6394 924963 921552
1378326 468921 924963 922284
21 major non cash transactions
during the year the company converted a £925000 convertible loan due to ashley house investments limited
into ordinary shares the convertible loan was satisfied by the issue of 3083333 ordinary shares at an issue
price of 30p
22 capital commitments
neither the group nor the company had capital commitments at 30 april 2005 or 30 april 2004 
23 commitments under operating leases
operating lease payments amounting to £56955 2004 £56955 are due within one year the leases to which
these amounts relate expire as follows
2005 2004
land and land and 
buildings other buildings other
££ ££
between one and five years 4515 17440 4515 17440
five years or more 35000 – 35000 –
39515 17440 39515 17440
24 contingent liabilities
neither the group nor company had contingent liabilities at 30 april 2005 or 30 april 2004
25 related party transactions
ashley house plc and ashley house properties ltd are related as a consequence of the share stapling agreement
entered into in september 2004 as a result the two companies have identical shareholders registers during
the year ashley house plc made sales at an arms length basis of £4648545 to ashley house properties ltd 
at 30 april 2005 the balance due from ashley house properties ltd was £1909235
medical properties ltd was acquired by ashley house properties ltd on 28 april 2005 prior to that s minion 
j holmes g mosley and n croxford were all shareholders in medical properties ltd during the year 
ashley house plc made sales on an arm’s length basis to medical properties ltd of £2220589
all supplies made to ashley house properties ltd and medical properties ltd are related to the design and
construction of medical centres in every case the rent for the building which drives the value of the scheme 
is set by the district valuer acting for the primary care trustnhs transactions between ashley house plc 
and ashley house properties ltd are entered into on the basis of market equivalent pricing
during the year the group made sales at arm’s length to ashley house investments limited of £37086 
2004 £183127 at 30 april 2005 the balance due by the group was £17167 2004 £8688
during the year the company made payments of £10416 to scheidegg ltd a company in which john gunn 
has an interest and £55920 to layland walker ltd a company controlled by b walker
various directors and members of their families and senior management as set out below made loans in 
april 2004 totalling £300000 to the company which are still outstanding the ludgate 181 loan was made 
in september 2004 these loans are three year secured loans attracting an interest rate of 65 per annum
repayable at the election of the company subject to the service of 14 days notice and convertible at any time 
at the election of the lender to ordinary shares in the company at an exercise price of 30p per share
£ 
a d burton cbe 50000
john gunn trust j h gunn trustee 15000
bo wengen ltd pension plan j h gunn trustee 40000
ludgate 181 jersey ltd 50000
s g minion 80000
g mosley 50000
r warner 50000
s holmes sisterinlaw of j holmes 10000
n clark 5000
total 350000
during the year ashley house investments ltd converted its loan of £925000 under the terms of the loan into
shares in ashley house plc at a conversion price of 30p per share the loan to ashley house investments ltd 
is therefore no longer outstanding david burton and john gunn are directors of and have an interest in 
ludgate 181 jersey ltd ashley house properties
report and accounts 2005
29 28
ashley house properties
report and accounts 2005
ashley house
properties
chairman’ s
statement
results
ashley house properties’ first period of trading 
since september 2004 shows significant progress
already as at 30 april 2005 the fixed assets totalled
£199 million of which £131 million represents
completed income producing properties with the
balance being properties under construction the
first period showed a small loss of £70152 following
the share issue to fund the acquisition of medical
properties ltd the net assets show £21 million
representing 99p per share as at 30 april 2005
acquisition
the acquisition of medical properties ltd completed
on 28 april 2005 gives the business a portfolio of 
nine completed properties producing rental income 
of approx £1 million pa following positive recent
rent reviews on two of the properties purchased
the equity fundraising which accompanied the
acquisition brought in new shareholders whom 
i am pleased to welcome
portfolio
in addition to the nine properties recently acquired
six properties are under construction all of which
will achieve practical completion before the april
2006 yearend except one which is due to complete
shortly after all of these properties under
construction are prelet to doctors’ partnerships
whose rent is reimbursed by the primary care
trust part of the nhs or to primary care trusts 
or pharmacies the gross value of these properties
based on the current market on completion is
approximately £165 million
a further ten schemes have planning consent
agreements for lease and most are due to start on 
site by the end of this calendar year therefore the
portfolio will grow rapidly from the current base and
can all be prefunded by debt finance the implied
gross investment value of these 25 properties
based on the agreed and anticipated annual rents 
of some £35 million is approximately £50 million
outlook and change to plc
ashley house properties should be valued like
other investment property companies in relation 
to its net asset value from the existing base the
portfolio will grow rapidly from the schemes already
on site and those with planning consent and due 
on site in the coming months as with the medical
properties acquisition ashley house properties 
will selectively acquire completed properties similar
in nature to the portfolio where the board believes 
it will add to shareholder value now that this
company has had its first audit we propose to
change its status to being a plc and the resolution
for this is included in the notice of agm attached
which i urge you to vote in favour of
david burton cbe
chairman
29 july 2005
the implied gross 
investment value of these 
25 properties based on 
the agreed and anticipated
annual rents of some 
£35 million is approximately
£50 million
completed
on site
with planning consent ashley house properties
report and accounts 2005
31 30
ashley house properties
report and accounts 2005
report of the directors
the directors present their report together with the audited financial statements for the period ended 
30 april 2005
principal activity
the group’s principal activity is the purchase development and management of property primarily allied to the
provision of medical facilities delivering nhsled primary care 
the company was previously dormant and commenced trading in september 2004
business review
the consolidated profit and loss account for the period is set out on page 35 
a review of developments affecting the group during the period and of its prospects for the future appears in the
chairmans’ statement the directors do not recommend payment of a dividend
directors
the present membership of the board is set out below and was appointed on the dates indicated 
a d burton nonexecutive chairman appointed 110804
j h gunn nonexecutive director appointed 110804
j holmes
s g minion
b l walker appointed 110804
all directors newly appointed during the period offer themselves for reelection
supplier payment policy
the group’s policy is to settle terms of payment with suppliers when agreeing the terms of each transaction 
to ensure that suppliers are made aware of the terms of payment and to abide by the terms of payment
employee involvement
the group has no employees
substantial shareholdings
as at 30 april 2005 the company had been notified in accordance with sections 198 to 209 of the companies
act 1985 of the following interests in the ordinary share capital of the company
number percentage
s g minion 4010646 184
g mosley 2404662 111
w b nominees limited 1875483 86
g e holmes 1664615 77
g c mosley 1653223 76
j holmes 1267914 58
ludgate 181 jersey limited 833332 38
n k croxford 822656 38
p heath 750000 34
a d burton 655000 30
corporate governance
the board supports the principles of good governance the group is committed to high standards of corporate
governance and has adopted procedures to institute good governance insofar as they are practical and appropriate
application of principles
directors
the group supports the concept of an effective board leading and controlling the group the board is responsible
for approving group policy and strategy it meets regularly and has a schedule of matters specifically reserved to
it for decision management supplies the board with appropriate and timely information and the directors are free
to seek any further information that they consider necessary all directors have access to advice from the
company secretary and independent professionals at the group’s expense 
directors’ responsibilities for the financial statements
company law in the united kingdom requires the directors to prepare financial statements for each financial year
which 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 those financial statements the directors are required to
n select suitable accounting policies and apply them consistently
n make judgements and estimates that are reasonable and prudent
n state whether applicable accounting standards have been followed subject to any material departures disclosed
and explained in the financial statements
the directors are responsible for keeping proper accounting records which disclose with reasonable accuracy 
at any time the financial position of the company and group and enable them to ensure that the accounts comply
with the companies act 1985 for safeguarding assets of the group and for taking reasonable steps for the
prevention and detection of fraud and other irregularities the directors are also responsible for the preparation 
of the directors’ report and other information in the annual report
the board has overall responsibility for ensuring that the group maintains systems of internal control to provide 
it with reasonable assurance regarding the reliability of financial information used within the business and for
publication and that assets are safeguarded 
service agreements
no director has a service agreement with a notice period that exceeds three months
directors’ remuneration pension entitlements share options and warrants 
the directors did not receive any remuneration from the group
the group did not make contributions to any directors’ pension fund during the period
the company has no employees
directors’ interests 
the directors who held office at the end of the financial period had the following beneficial interests in the ordinary
share capital of ashley house properties ltd at 30 april 2005 according to the register of directors’ interests
interest at 
1 may 2004 
or date of 
number of appointment 
shares of percentage acquired if later in 
001p held at of issued disposed of shares of 
30 april 2005 share capital during year 001p each
a d burton 655000 30 152500 502500
j h gunn 366273 17 17500 348773
j holmes 1267914 58 680374 587540
s g minion 4010636 184 1567778 2442858
b l walker 250000 11 250000 –
the interest of j h gunn is held by w b nominees limited 
connected persons’ interest in share capital 
m holmes and g e holmes parents of j holmes hold 709328 and 1664615 shares respectively these shares
are not included in the directors’ interests above ludgate 181 jersey limited owns 833332 shares in the
company d burton and j h gunn are both directors of and have an interest in ludgate 181 jersey limited ashley house properties
report and accounts 2005
33
report of the independent auditors 
to the members of ashley house properties 
we have audited the financial statements of ashley house properties limited for the period ended 30 april 2005
which comprise the principal accounting policies the consolidated profit and loss account the balance sheets
the consolidated cash flow statement and notes 1 to 23 these financial statements have been prepared under
the accounting policies set out therein 
this report is made solely to the company’s members as a body in accordance with section 235 of the
companies act 1985 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 auditors’ 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 the directors and auditors
the directors’ responsibilities for preparing the annual report and the financial statements in accordance with
united kingdom law and accounting standards are set out in the statement of directors’ responsibilities 
our responsibility is to audit the financial statements in accordance with relevant legal and regulatory
requirements and united kingdom auditing standards
we report to you our opinion as to whether the financial statements give a true and fair view and are properly
prepared in accordance with the companies act 1985 we also report to you if in our opinion the directors’
report is not consistent with the financial statements if the company has not kept proper accounting records 
if we have not received all the information and explanations we require for our audit or if information specified 
by law regarding directors’ remuneration and transactions with the group is not disclosed
we read other information contained in the annual report and consider whether it is consistent with the 
audited financial statements this other information comprises only the report of the directors and the 
chairmans’ statement we consider the implications for our report if we become aware of any apparent
misstatements or material inconsistencies with the financial statements our responsibilities do not extend 
to any other information
basis of opinion
we conducted our audit in accordance with united kingdom auditing standards issued by the auditing practices
board an audit includes examination on a test basis of evidence relevant to the amounts and disclosures in 
the financial statements it also includes an assessment of the significant estimates and judgements made by 
the directors in the preparation of the financial statements and of whether the accounting policies are appropriate 
to the group’s circumstances consistently applied and adequately disclosed
we planned and performed our audit so as to obtain all the information and explanations which we considered
necessary in order to provide us with sufficient evidence to give reasonable assurance that the financial statements
are free from material misstatement whether caused by fraud or other irregularity or error in forming our
opinion we also evaluated the overall adequacy of the presentation of information in the financial statements
opinion
in our opinion the financial statements give a true and fair view of the state of affairs of the company and the
group at 30 april 2005 and of the loss of the group for the period then ended and have been properly prepared 
in accordance with the companies act 1985
grant thornton uk llp
registered auditors
chartered accountants
oxford
29 july 2005
32
ashley house properties
report and accounts 2005
report of the directors
continued
interests in share options
the interests of the directors and persons connected to the directors in options over units comprising one share
in ashley house plc and one share in ashley house properties ltd at 30 april 2005 were
number of exercise price number options held
options £ granted may 2004
n k croxford 200000 030 200000 –
j holmes 330000 030 330000 –
s g minion 330000 030 330000 –
g mosley 150000 030 150000 –
these options which were granted on 15 august 2004 are exercisable within ten years
interests in warrants 
the interests of the directors and persons connected to the directors in warrants over units comprising one share
of ashley house properties and one share of ashley house plc at 30 april 2005 were
warrants warrants
held at exercise price warrants held at 
30 april 2005 £ granted 1 may 2004
a d burton – director 330000 030 330000 –
j h gunn – director 330000 030 330000 –
j holmes – director 81690 095 – 81690
s g minion – director 64190 095 – 64190
b l walker – director 150000 030 150000 –
180000 040 180000 –
the 95p warrants which were granted on 11 march 2002 are exercisable within five years the 30p and 40p
warrants which were granted on 16 august 2004 and 22 december 2004 respectively are exercisable within 
five years
market value of shares 
the market price of the ordinary shares which are traded on ofex as a stapled unit with shares in 
ashley house plc ranged during the period from 9p to 425p per unit at 30 april 2005 the share price was 
425p per unit
auditors
grant thornton uk llp filled a casual vacancy in accordance with section 3881 of the companies act 
a resolution to reappoint grant thornton uk llp as auditors for the ensuing year will be proposed at the 
annual general meeting in accordance with section 385 of the companies act 1985
on behalf of the board
s minion
joint chief executive
29 july 2005 ashley house properties
report and accounts 2005
35
consolidated profit and loss account
for the 13 month period ended 30 april 2005
34
ashley house properties
report and accounts 2005
principal accounting policies
basis of preparation
the financial statements have been prepared in accordance with applicable united kingdom accounting
standards and under the historical cost convention 
the principal accounting policies of the group are set out below 
basis of consolidation
the group financial statements consolidate those of the company and of its subsidiary undertaking profits or
losses on intragroup transactions are eliminated in full all of the subsidiary’s assets and liabilities that existed
at the date of acquisition were recorded at their fair values reflecting their condition at that date
turnover
turnover is the total of rental income excluding value added tax turnover is recognised in accordance with
contractual terms
tangible fixed assets and depreciation
tangible fixed assets are stated at cost or valuation
finance costs on fixed asset additions are capitalised during the period of construction and written off as part 
of the total cost no depreciation is charged during the period of construction
investments
investments are included at cost less provision for amounts written off
deferred taxation
deferred tax is recognised on all timing differences where the transactions or events that give the group an
obligation to pay more tax in the future or a right to pay less tax in the future have occurred by the balance sheet
date deferred tax assets are recognised when it is more likely than not that they will be recovered deferred tax 
is measured using rates of tax that have been enacted or substantively enacted by the balance sheet date
investment properties
the group’s properties held for long term investment are included in the balance sheet on the basis of market
value in accordance with ssap 19 the directors assess the value of the investment properties every six months
with the benefit of input from valuation professionals formal valuations will be carried out every three years on
all investment properties the surpluses or deficit on biannual valuations of such properties are transferred to
the revaluation reserve depreciation is not provided in respect of freehold investment properties this policy
represents a departure from statutory accounting principles which require depreciation to be provided on all 
fixed assets the directors consider this policy necessary in order that the financial statements give a true 
and fair view because current values and changes in current values are of prime importance rather than the
calculation of systematic annual depreciation depreciation is only one of many factors reflected in the annual
valuation and the amount which might otherwise be shown cannot be separately identified or quantified
2005 2004
note £ £
turnover 5118 –
cost of sales 2631 –
gross profit 2487 –
administrative expenses 68356 –
operating loss 65869 –
net interest 3 4283 –
loss on ordinary activities before taxation 1 70152 –
tax on loss on ordinary activities 4 – –
loss retained and transferred tofrom reserves 14 70152 –
basic and diluted loss per share 6 088p –
all of the activities of the group are classed as continuing
the group has no recognised gains or losses other than the results for the period as set out above
the accompanying accounting policies and notes form an integral part of these financial statements ashley house properties
report and accounts 2005
37
consolidated cash flow statement
for the 13 month period ended 30 april 2005
36
ashley house properties
report and accounts 2005
balance sheets 
at 30 april 2005
group company company
2005 2005 31 march 2004
note ££ £
fixed assets
tangible assets 7 19851210 5939778 –
investments 8 – 2063527 –
19851210 8003305 –
current assets
debtors 9 846536 735329 1
cash at bank and in hand 370772 306582 –
1217308 1041911 1
creditors amounts falling due within one year 10 2916150 2604179 –
net current liabilities 1698842 1562268 1
total assets less current liabilities 18152368 6441037 1
creditors amounts falling due after more than one year 11 16006223 4295420 –
provision for liabilities and charges
net assets 2146145 2145617 1
capital and reserves
called up share capital 13 2176 2176 1
share premium account 14 2214121 2214121 –
profit and loss account 14 70152 70680 –
shareholders’ funds 2146145 2145617 1
net asset value per share 99p
the financial statements were approved by the board of directors on 29 july 2005
s g minion
joint chief executive
the accompanying accounting policies and notes form an integral part of these financial statements
2005 2004
note £ £
net cash inflow from operating activities 16 1595586 –
returns on investments and servicing of finance
interest paid 56496 –
interest received 308 –
net cash outflow from returns on investments and servicing of finance 56188 –
taxation – –
capital expenditure and financial investment
purchase of tangible fixed assets 5887873 –
net cash outflow from capital expenditure and financial investment 5887873 –
purchase of subsidiary 1146000 –
net cash from purchase of subsidiary 64191 –
net cash outflow from acquisitions and disposals 1081809 –
financing
receipts from borrowing 4438760 –
issue of shares 1362296 –
net cash inflow from financing 5801056 –
increase in cash 18 370772 –
the accompanying accounting policies and notes form an integral part of these financial statements ashley house properties
report and accounts 2005
39 38
ashley house properties
report and accounts 2005
notes to the financial statements
for the 13 month period ended 30 april 2005
1 loss on ordinary activities before taxation
the group operates entirely in property management in the united kingdom 
2005 2004
£ £
loss on ordinary activities before taxation is arrived at after charging
auditors’ remuneration
– statutory audit services 12000 –
– corporation tax compliance 3000 –
2 staff
there were no employees apart from the directors who received no remuneration from this company
remuneration paid to the directors by ashley house plc is disclosed in that company’s financial statements
3 net interest 
2005 2004
£ £
mortgage loan interest 56494 –
bank overdraft 2 –
net interest capitalised 51905 –
interest received 308 –
4283 –
4 tax on loss on ordinary activities
2005 2004
£ £
uk corporation tax at 19 – –
deferred taxation – –
tax on loss on ordinary activities – –
2005 2004
£ £
loss on ordinary activities before tax 70152 –
loss on ordinary activities multiplied by standard rate 
of corporation tax in the uk of 19 13329 –
unutilised losses 13329 –
current tax charge for period – –
unrealised tax losses of approximately £70000 remain available to offset against future taxable trading profits
subject to agreement with hm revenue and customs a deferred tax asset has not been recognised in respect 
of such losses due to uncertainty over their recoverability
5 profit for the financial year
the company has taken advantage of the exemption allowed under section 2301 of the companies act 1985 
and has not presented its own profit and loss account in these financial statements the company’s loss for the
period was £70680
6 earnings per ordinary share
the calculation of the basic earnings per share is based on the profit attributable to ordinary shareholders
divided by the weighted average number of shares in issue during the period
2005
weighted 
average per share
loss number of amount
£ shares pence
basic and diluted loss per share
loss attributable to ordinary shareholders 70152 8015845 088
7 tangible assets – group
investment assets under
properties construction total
£££
cost and net book amount
acquisitions 13140000 771432 13911432
additions – 5939778 5939778
at 30 april 2005 13140000 6711210 19851210
tangible assets – company
assets under 
construction
£
cost and net book amount
additions 5939778
at 30 april 2005 5939778
a valuation of the investment properties which were all held by the company’s subsidiary was performed in
february 2005 by gva grimley chartered surveyors the basis of the valuation used was open market value in
accordance with the appraisal and valuation standards published by the royal institute of chartered surveyors
rics the valuation was reflected in the subsidiary company’s accounts and is considered to represent the cost
of such properties to the group
the directors consider these valuations not to be materially different at 30 april 2005
the amount of finance costs capitalised during the period being also the aggregate amounts of finance costs
included in assets under construction was £51905 ashley house properties
report and accounts 2005
41 40
ashley house properties
report and accounts 2005
notes to the financial statements
for the 13 month period ended 30 april 2005
8 fixed asset investments
investment in 
group 
undertaking
£
company
cost
additions 2063527
at 30 april 2005 2063527
on 28 april 2005 the company acquired 400 ordinary shares of £1 in medical properties limited being 100 
of its nominal share capital
at 30 april 2005 the company and its subsidiary held the whole of the issued share capital of the following
subsidiary undertakings
proportion held
nature of business class of share capital held by parent by the group
medical properties limited property investment ordinary shares of £1 each 100 –
chalfont hall limited dormant ordinary shares of £1 each – 100
9 debtors
group company company
2005 2005 2004
££ £
trade debtors 66132 – 1
amounts owed by group undertakings –– –
recoverable vat 568977 628076 –
other debtors 95839 106944 –
prepayments and accrued income 115588 309 –
846536 735329 1
10 creditors amounts falling due within one year
group company company
2005 2005 2004
££ £
bank loans 350533 143340 –
trade creditors 2161138 2078467 –
amounts owed to group undertakings – 263527 –
corporation tax –– –
accrued expenses 404479 118845 –
2916150 2604179 –
of trade creditors £1985237 is related to construction contracts on buildings included in fixed assets under
construction all of which have committed funding in place
11 creditors amounts falling due after more than one year
group company
2005 2005
££
gross loan amount 24053961 10956660
less cash on deposit 8047738 6661210
net bank loans 16006223 4295420
the bank loans are secured by first mortgages over the freehold properties owned by the group 
the bank loans bear annual interest at between 59 and 69
cash on deposit represents the undrawn element of bank loans which will be drawn down in future periods to
fund assets under construction
11 creditors amounts falling due after more than one year continued
borrowings are repayable as follows
group company
2005 2005
££
after one and within two years 710797 444000
after two and within five years 2191638 1332000
after five years 21151526 9180660
24053961 10956660
financial instruments
the group uses financial instruments other than derivatives comprising borrowings cash and various items
such as trade debtors trade creditors etc that arise directly from its operations the main purpose of these
financial instruments is to raise finance and provide working capital for the group’s operations
the main risks arising from the group financial instruments are interest rate risk and liquidity risk the board
review and agree policies for managing each of these risks and they are summarised below
it has been throughout the period under review the group policy that no trading in financial instruments shall 
be undertaken
the group has taken advantage of frs 13 whereby shortterm debtors and creditors have been excluded from 
the following disclosures
interest rate risk
the group finances its operations through a mixture of retained profits and borrowings the group exposure 
to interest rate fluctuations on its borrowings is managed by the use of fixed rate facilities all of the group’s
borrowings were fixed rate at 30 april 2005 apart from the portfolio loan of £1106074 which is variable and
stands at 675 at present
the interest rate exposure of the financial liabilities of the group as at 30 april 2005 was
fixed rate financial liabilities
weighted average fixed weighted average period for
2005 interest rate which rate is fixed in years
financial liabilities 607 see below
financial liabilities represent various mortgages used to fund the purchase of fixed assets capital repayments 
of these mortgages commence on completion of the construction of the related fixed asset during construction
the mortgages bear interest only at their respective fixed rates 
all mortgages are repayable over 25 years from the date of capital payments commencing
liquidity risk
the group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs
the group and company financial liability analysis at 30 april 2005 is disclosed above
borrowing facilities
the group has various undrawn committed borrowing facilities which are held on deposit until required
12 deferred taxation
no deferred tax has been accounted for in accordance with frs 19 on revaluations made to investment
properties of subsidiaries before acquisition by the company ashley house properties
report and accounts 2005
43 42
ashley house properties
report and accounts 2005
notes to the financial statements
for the 13 month period ended 30 april 2005
13 share capital
2005 2004
£ £
authorised
35000000 ordinary shares of 001p each 2004 1000 ordinary shares of £1 each 3500 1000
allotted called up and fully paid
21756908 ordinary shares of 001p each 2004 1 ordinary share of £1 2176 1
on 6 september 2004 the 999 authorised but unissued ordinary shares of £1 each and the £1 in issue were
subdivided into 9990000 and 10000 ordinary shares of 001p each respectively
the authorised share capital was increased from £1000 to £3500 by the creation of 25000000 ordinary shares
of 001p
12413575 ordinary shares of 001p were issued for a consideration of £1241 to ensure congruence of shares
issued with ashley house plc as part of the share stapling agreement between the two companies
on 28 april 2005 4115000 ordinary shares of 001p each were issued for a consideration of 40p of which 1p 
was attributable to ashley house plc as part of the share staple agreement in relation to the acquisition of
medical properties ltd by ashley house properties ltd
on 28 april 2005 2135000 ordinary shares of 001p each were issued for a consideration of 40p of which 1p 
was attributable to ashley house plc as part of the share staple agreement in relation to the acquisition of
medical properties ltd by ashley house properties ltd
on 28 april 2005 3083333 number of ordinary 001p shares were issued for a consideration of 30p of which
2999p was attributable to ashley house plc to settle the ashley house plc’s £925000 convertible loan
the excess of the total consideration of shares issued of £3426241 of which £987192 was attributable to
ashley house plc over the nominal value of £2175 has been credited to the share premium account
options over 1717500 2004 572500 unissued units comprising one ashley house plc share and one ashley
house properties ltd share have been granted 572500 options are exercisable at 597p 1145000 options are
exercisable at 30p all of which are currently not exercised 
warrants over 750000 180000 810000 unissued units comprising one ashley house plc share and one 
ashley house properties ltd share have been granted and are currently exercisable at 95p 40p and 30p
respectively 2004 750000 exercisable at 95p
14 reserves
share profit 
premium and loss 
account account total
group £££
loss for the period – 70152 70152
premium on issue of shares during the period 2435638 – 2435638
issue costs 221517 – 221517
at 30 april 2005 2214121 70152 2143969
share profit 
premium and loss 
account account total
company £££
loss for the period – 70680 70680
premium on issue of shares during the period 2435638 – 2435638
issue costs 221517 – 221517
at 30 april 2005 2214121 70680 2143441
15 reconciliation of movements in shareholders’ funds
2005
£
loss for the financial period 70152
new shares issued 2216296
net addition to shareholders’ funds 2146144
shareholders’ funds at 1 april 2004 1
shareholders’ funds at 30 april 2005 2146145
16 reconciliation of operating loss to net cash outflowinflow from operating activities 
2005
£
operating loss 65869
increase in debtors 465124
increase in creditors 2126579
net cash inflow from operating activities 1595586
17 reconciliation of net cash flow to movement in net debt 
2005
£
increase in cash in the period 370772
cash inflow from change in net debt 4438760
movement in net debt in the period 4067988
loans acquired with subsidiary 11917996
net debt at 30 april 2005 15985984
18 analysis of changes in net debt
at
cashflow acquisition 30 april 2005
££ £
cash in hand and at bank 306581 64191 370772
net debt 4438760 11917996 16356756
4132179 11853805 15985984
19 major non cash transactions
during the period the company acquired medical properties limited part of the consideration comprised
£854000 of the ordinary shares of 001p each further details of this acquisition are given in note 22
20 capital commitments
neither the group nor the company had capital commitments at 30 april 2005 or 31 march 2004 other than the
projects which had been contracted for at 30 april 2005 at a value of £8048738 
21 contingent liabilities
neither the group nor company had contingent liabilities at 30 april 2005 or 31 march 2004 44
ashley house properties
report and accounts 2005
notes to the financial statements
for the 13 month period ended 30 april 2005
22 acquisitions
on 28 april 2005 the company acquired the whole of the issued share capital of medical properties ltd for
consideration of £2000000 satisfied by the issue of 2135000 units comprising one ashley house properties ltd
share and one ashley house plc share and £1146000 in cash
the assets and liabilities of medical properties ltd acquired were as follows
book value 
and fair value
£
fixed assets
tangible assets 13911432
13911432
current assets
debtors 381411
cash at bank and in hand 64191
445602
creditors amounts falling due within one year 375512
net current assets 70090
total assets less current liabilities 13981522
£
creditors amounts falling due after more than one year 11917996
provision for liabilities and charges
net assets 2063526
£
satisfied by
issue of shares 854000
cash 1146000
deferred consideration 63526
total 2063526
the subsidiary undertaking acquired during the period made no contribution to group cash flow
analysis of net outflow of cash in respect of the purchase of subsidiary undertaking
£
cash at bank acquired 64191
cash consideration 1146000
total 1081809
23 related party transactions
ashley house plc and ashley house properties ltd are related as a consequence of the share stapling agreement
entered into in september 2004 as a result of the agreement the two companies have identical shareholders’
registers during the period ashley house plc made sales at an arms length basis to ashley house properties ltd
of £4648545 at 30 april 2005 the balance due to ashley house plc was £1909235
medical properties ltd was acquired by ashley house properties ltd on 28 april 2005 prior to that s minion 
j holmes g mosley and n croxford were all shareholders in medical properties ltd during the period ashley
house plc made sales on an arms length basis to medical properties ltd of £2220589 at 30 april 2005 the
balance due to ashley house plc was £76002 2004 £348388
all supplies made to ashley house properties ltd and medical properties ltd are related to the design and
construction of medical centres in every case the rent for the building which derives the value of the scheme 
is set by the district valuer acting for the primary care trust nhs transactions between ashley house plc 
and ashley house properties ltd are entered into on the basis of market equivalent pricing


Summary:
 ashley house plc
report and accounts 2005
09
going concern
after making enquiries and reviewing forecasts the directors have at the time of approving the financial
statements concluded that it is appropriate to continue to adopt the going concern basis in preparing these
financial statements
application of principles
directors
the group supports the concept of an effective board leading and controlling the group the board is responsible
for approving group policy and strategy it meets regularly and has a schedule of matters specifically reserved to
it for decision management supplies the board with appropriate and timely information and the directors are free
to seek any further information that they consider necessary all directors have access to advice from the
company secretary and independent professionals at the group’s expense 
directors’ responsibilities for the financial statements
company law in the united kingdom requires the directors to prepare financial statements for each financial year
which 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 those financial statements the directors are required to
n select suitable accounting policies and apply them consistently
n make judgements and estimates that are reasonable and prudent
n state whether applicable accounting standards have been followed subject to any material departures disclosed
and explained in the financial statements
the directors are responsible for keeping proper accounting records which disclose with reasonable accuracy 
at any time the financial position of the company and group and enable them to ensure that the accounts comply
with the companies act 1985 for safeguarding assets of the group and for taking reasonable steps for the prevention
and detection of fraud and other irregularities the directors are also responsible for the preparation of the directors’
report and other information in the annual report
the board has overall responsibility for ensuring that the group maintains systems of internal control to provide 
it with reasonable assurance regarding the reliability of financial information used within the business and for
publication and that assets are safeguarded 
remuneration policy
the group’s policy on executive directors’ remuneration is to
n attract and retain high quality executives by paying competitive remuneration packages relevant to each director’ s
role experience and the external market the packages include contribution to private medical insurance
n give incentive to directors to maximise shareholder value through annual bonus schemes
service agreements
no director has a service agreement with a notice period that exceeds three months
08
ashley house plc
report and accounts 2005
report of the directors
the directors present their report together with the audited financial statements for the year ended 30 april 2005
principal activity
the group’s principal activity is the supply of project management and consultancy services primarily allied 
to the provision of medical facilities delivering nhsled primary care 
business review
the consolidated profit and loss account for the year is set out on page 14 
a review of developments affecting the group during the year and of its prospects for the future appears 
in the chief executives’ statement the directors do not recommend payment of a dividend
directors
the present membership of the board is set out below except as noted the directors served throughout 
the year
a d burton nonexecutive chairman
n k croxford
j h gunn nonexecutive director
j holmes
s g minion 
g mosley
b l walker appointed 24 june 2004
j holmes retires by rotation and being eligible offers himself for reelection
supplier payment policy
the group’s policy is to settle terms of payment with suppliers when agreeing the terms of each transaction 
to ensure that suppliers are made aware of the terms of payment and to abide by the terms of payment trade
creditors at the yearend amount to 53 days of average supplies for the year
employee involvement
the group keeps its employees informed of matters affecting them as employees through regular briefings
certain key members of staff who are not directors have been granted options over shares in the company
substantial shareholdings
as at 30 april 2005 the company had been notified in accordance with sections 198 to 209 of the companies
act 1985 of the following interests in the ordinary share capital of the company
number percentage
s g minion 4010636 184
g mosley 2404662 111
w b nominees limited 1875483 86
g e holmes 1664615 77
g c mosley 1653223 76
j holmes 1267914 58
ludgate 181 jersey limited 833332 38
n k croxford 822656 38
p heath 750000 34
a d burton 655000 30
corporate governance
the board supports the principles of good governance the group is committed to high standards of corporate
governance and has adopted procedures to institute good governance insofar as they are practical and appropriate
for a business of this size at this stage in its development the board has a remuneration committee comprising 
a majority of nonexecutive directors and an audit committee chaired by the nonexecutive chairman ashley house plc
report and accounts 2005
11 10
ashley house plc
report and accounts 2005
report of the directors
continued
directors’ remuneration pension entitlements share options and warrants 
salaries salaries
fees and fees and
benefits benefits
2005 2004
total total
£ £
g mosley 48993 45725
n k croxford 62177 56349
j holmes 72173 63152
s g minion 78371 71449
b l walker 55920 –
j a cane resigned 16 january 2004 – 115755
executive 317634 352430
d h m henry resigned 16 january 2004 – 13556
s t ellen resigned 16 january 2004 – 21796
a d burton 25480 6923
j h gunn 10416 1941
nonexecutive 35896 44216
353530 396646
the group did not make contributions to any director’s pension fund during the year
directors’ interests 
the directors who held office at the end of the financial year had the following beneficial interests in the ordinary
share capital of ashley house plc at 30 april 2005 according to the register of directors’ interests
interest at 
1 may 2004 
or date of 
number of appointment 
shares of percentage acquired if later in 
1p held at of issued disposed of shares of 
30 april 2005 share capital during year 1p each
a d burton 655000 30 152500 502500
n k croxford 822656 38 350091 472565
j h gunn 366273 17 17500 348773
j holmes 1267914 58 680374 587540
s g minion 4010636 184 1567778 2442858
g mosley 2404662 111 986389 1418273
b l walker 250000 11 250000 –
the interest of j h gunn is held by w b nominees limited 
connected persons’ interest in share capital 
m holmes and g e holmes parents of j holmes hold 709328 and 1664615 shares respectively g c mosley
former spouse of g mosley holds 1653223 ordinary shares these shares are not included in the director’s
interests above ludgate 181 jersey limited owns 833332 shares in the company a d burton and j h gunn
are both directors of and have an interest in ludgate 181 jersey limited
interests in share options
the interests of the directors and persons connected to the directors in options over units comprising one share
in ashley house plc and one share in ashley house properties ltd at 30 april 2005 were
number exercise price number 
of options £ granted
n k croxford 200000 030 200000
j holmes 330000 030 330000
s g minion 330000 030 330000
g mosley 150000 030 150000
these options which were granted on 15 august 2004 are exercisable within ten years
interests in warrants 
the interests of the directors and persons connected to the directors in warrants over units comprising one share
in ashley house plc and one share in ashley house properties ltd at 30 april 2005 were
warrants warrants
held at exercise price warrants held at 
30 april 2005 £ granted 1 may 2004
a d burton – director 330000 030 330000 –
n k croxford – director 23340 095 – 23340
j h gunn – director 330000 030 330000 –
j holmes – director 81690 095 – 81690
s g minion – director 64190 095 – 64190
g mosley – director 64190 095 – 64190
b l walker – director 150000 030 150000 –
180000 040 180000 –
the warrants which were granted on 11 march 2002 at 95p are exercisable within five years the warrants
which were granted on 16 august 2004 at 30p are exercisable within five years the warrants which were
granted on 22 december 2004 at 40p are exercisable within five years
market value of shares 
the market price of the ordinary shares which are traded on ofex as a stapled unit with shares in ashley house
properties ltd ranged during the year from 9p to 425p at 30 april 2005 the share price was 425p per unit
auditors
grant thornton uk llp offer themselves for reappointment as auditors in accordance with section 385 of the
companies act 1985
on behalf of the board
s g minion
joint chief executive
29 july 2004