Annual Report
and Accounts 2025
LSL PROPERTY SERVICES PLC
LSL PROPERTY SERVICES PLC
lslps.co.uk
Registered in England
(Company number 5114014)
Registered office:
First Floor,
Victoria House,
Hampshire Court,
East Newcastle Business Park,
Scotswood Road,
Newcastle Upon Tyne,
NE4 7YJ
Email: investorr[email protected]o.uk
LSL Property Services plc Annual Report and Accounts 2025
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The leading B2B platform for
UK residential market services.
LSL Property Services plc
Company Number: 5114014
For further information about our Group,
please visit our website: lslps.co.uk
LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
Designed and produced by
www.blackandcallow.co
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OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
01
Contents
STRATEGIC REPORT
02 Highlights
03 Our Investment Case
04 Business Model and Strategy
08 Chair’s Statement
10 Group Chief Executive Officer’s Review
13 Financial and Divisional Reviews
20 Section 172 Statement and Stakeholder Engagement
27 Risk Management
31 Viability Statement
32 Sustainability Report
38 Non-Financial and Sustainability Information
Statement
39 TCFD Report
CORPORATE GOVERNANCE
46 The Board and Executive Team
50 Corporate Governance Report
56 Nominations Committee Report
60 Audit & Risk Committee Report
65 Directors’ Remuneration Report
82 Report of the Directors
86 Statement of Directors’ Responsibilities in Respect of
the Annual Report and Financial Statements
FINANCIAL STATEMENTS
87 Independent Auditor’s Report
97 Group Statement of Profit or Loss and Other
Comprehensive Income
98 Group Balance Sheet
99 Group Statement of Cash Flows
100 Group Statement of Changes in Equity
101 Notes to the Group Financial Statements
151 Parent Company Balance Sheet
152 Parent Company Statement of Changes in Equity
153 Notes to the Parent Company Financial Statements
OTHER INFORMATION
159 Definitions
162 Shareholder Information (including forward-looking
statements information)
Forward-looking statements
This Report may contain forward-looking statements with respect of certain plans, goals and
expectations relating to the future financial condition, business performance and results of LSL. Further
information about forward-looking statements can be found in the Shareholder Information section on
page 163.
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
02 03
OVERVIEW
Highlights
Our key highlights are:
Group Underlying
Operating Profit
£32.6m
(2024: £27.8m
1
)
Group Underlying
Operating Profit
Margin
18%
(2024: 16%)
Profit before tax
£23.1m
(2024: £23.1m
1
)
Full year
dividend
11.4p
(2024: 11.4p)
Adjusted cash flow
from operations
£29.3m
(2024: £31.1m)
Colleague
engagement score
77%
(2024: 73%)
Group ROCE
35%
(2024: 32%)
Group Revenue
£182.9m
(2024: £173.3m
1
)
1 Refer to note 36 to the Financial Statements
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
02 03
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
We are committed to delivering long-term value creation to our Shareholders and rewarding them
through our success.
A high return, low capital employed
model
Post transformation in 2023, our business model
offers:
• High ROCE.
• Improved profit margins.
• Reduced fixed costs.
• Structurally lower capital expenditure requirements.
Quality of earnings
• We have recurring or repeatable revenues
from contractual commitments with our B2B
partners.
• Earnings volatility is lower due to our reduced
fixed cost base and lower operational gearing.
Market leading positions in large addressable markets
• PRIMIS is the largest mortgage and insurance broker network in the UK, with 12% market share in 2025.
• e.surv is the largest provider of physical and surveyor led residential valuation services in the UK, with c.39%
market share.
• Our Estate Agency Franchise Division is the second largest franchise group in the UK.
Provision of business critical services
• We have deep and long standing relationships
from providing business critical services to our
partners.
• Our combination of specialist knowledge and
advanced innovative technology creates rich
data.
Returns to Shareholders
• Dividend of £11.8m proposed for FY 2025.
• New £12m share buyback programme.
Our Investment Case
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
04 05
OVERVIEW
Our business model
Thr
ough a number
of k
ey resources...
...we provide a range
of first class products
and services...
...to our customers...
…generaƟng revenue in a number
of ways…
...for the benefit of
all our stakeholders...
Talented and
commiƩed people
Leading technology
InnovaƟon and data
Group capital
Shareholders
Colleagues
Customers
Suppliers
Regulators
CommuniƟes and
Environment
Services to mortgage
intermediaries
Mortgage and
insurance
intermediaries
• Share of mortgage
procuraƟon fees paid
by lenders.
• Share of protecƟon and
insurance commission
fees from providers.
• Broker supervision fees
and other plaƞorm fees.
• RoyalƟes relaƟng to
housing sale.
• RoyalƟes relaƟng to
leƫng properƟes.
• AddiƟonal support
services to franchisees.
• Property valuaƟons
for lenders.
• Home surveys
to consumers.
• Data sales.
ValuaƟon and
surveys
Lenders
Retail customers
Estate agency
franchising services
Franchisees
Business Model and Strategy
Our purpose, mission and vision
Our Purpose | Empowering smart property
decisions.
Our Mission | We deliver trusted property
services powered by data and expertise to
enable people and businesses to thrive.
Our Vision | The UK’s most trusted platform
connecting people to property.
Our new values are described on page 06
In 2025 we launched our new purpose, mission,
vision and values to colleagues across the
Group, building on who we are and how we
work together to achieve more. This framework
will guide us in everything we do.
Key:
Group Financial Services
Surveying &
Valuation
Estate Agency
Franchising
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
04 05
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Note:
1 Unless stated otherwise, information in this section of the Report is as at 31 December 2025
Our strategic priorities
We aim to leverage the strengths of the Group
to deliver sustainable, resilient and profitable
growth and enhance our market leading
positions across our three core businesses by
deepening our strategic relationships.
Data & Insight | Further utilise our considerable
proprietary data sets to create unique insights for our
customers.
Innovation & Technology | Enhance the productivity
of our businesses through innovation and technology
solutions.
Scale & Access | Create scalable platforms which can
leverage our market leading positions.
Talent | Retain, develop and attract talented people
We are made up of three Divisions, each of which is a leading player in the large markets in which it operates. This breadth of scale, and their strong
reputations, people and brands, provide competitive strength to the Group.
Financial
Services
One of the UK’s largest mortgage and insurance networks
• The Division provides an extensive product panel, compliance and other services to almost 2,600 advisers
and 1,049 firms.
• PRIMIS is one of the UK’s largest mortgage and insurance networks and together with the distribution introduced
by independent brokers to The Mortgage Alliance, TMA, the Division has a mortgage market share of one in nine
UK purchases and remortgages.
• The Division also includes the Group’s joint venture investment, Pivotal Growth, established in 2021 with Pollen
Street Capital to execute a ‘buy and build’ strategy of mortgage brokers. Since formation it has acquired 23 firms
and now has more than 500 mortgage advisers.
Surveying &
Valuation
One of the UK’s largest surveying and valuation businesses
• The Division’s principal business is the provision of surveyor-led valuations to UK mortgage lenders. It has recently
won a major contract for its Automated Valuation Model (AVM) making it the only provider in the UK to offer the
full range of valuation methodologies. It also provides surveying and valuation services to consumers.
• It is one of the UK’s biggest employers of Royal Institution of Chartered Surveyors (RICS) registered surveyors, with
491 (FTE) surveyors, and counts five of the top six UK lenders amongst its clients.
• The Division includes e.surv as well as Walker Fraser Steele Chartered Surveyors, which services the Scottish
market.
• The Division also manages the sale of residential properties on behalf of corporate clients and property investors
through its asset management businesses – LSL Corporate Client Services and Templeton LPA.
Estate
Agency
Franchising
One of the UK’s largest providers of estate agency franchise services
• The Division’s principal business is the provision of franchising services, such as brand marketing and commercial
and IT support, to a network of 62 franchisees which operate 312 territories across the UK.
• These territories are independently managed and operated by the franchisees under various brands, including
Your Move and Reeds Rains, as well as several local brands.
• This Division also provides a range of estate agency services to house builders, developers and investors of all
sizes through the LSL Land & New Homes business.
• In addition, Homefast provides conveyancing panel management and support services to our franchisees and
their customers.
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
06 07
OVERVIEW
Our values
We are creating a culture that drives performance by aligning with our purpose and supporting our
strategy.
CollaboraƟon
We collaborate by sharing,
supporƟng and working
together to achieve more.
ExperƟse
We apply and grow our experƟse
to deliver trusted guidance and
beƩer outcomes for our
colleagues and customers.
InnovaƟon
We look for ways to get beƩer
and improve things, in ourselves
and in our business.
Trust
Trust is at the heart of
everything we do - we build
trust by keeping our word and
delivering on our commitments.
More information on how our culture is embedded in our business can be found in our Sustainability Report and Corporate Governance Report.
Our Section 172 Statement and Stakeholder Engagement section on pages 20 to 26 explains how our purpose impacts our stakeholders.
The housing ecosystem that LSL operates in
We are one of the largest providers of services to the UK property and mortgage market across a range
of different, complementary areas. Our services are used at nearly every stage in the process of buying
or renting a property.
Property viewing
Online
Search
Offline
Search
Viewing
Preparation of
funding
Intermediated
mortgage
Direct
mortgage1
Cash1
Conveyancing
Legal
services
Survey &
valuation
Lender
valuation
Home buyer
survey
Insurance
purchase
Protection
General
insurance
Move in Removals1
Set up utilities
& services1
Live in
Maintenance1 Renovation1
BUY
Transaction Journey
Property viewing
Online
Search
Offline
Search
Viewing
Move in Removals1
Set up utilities
& services1
Live in
Rent
collection
Property
management
RENT
Transaction Journey
Referencing &
compliance
Checks Referencing
Signing
Tenancy
agreements
Deposit
handling
RECEIVERSHIP
Receivership services
1 No LSL involvement
Business Model and Strategy continued
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
06 07
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Our markets
Demand for the Group’s products and services is affected by the size and trends within the UK mortgage and housing
markets. The performance of the UK economy, consumer confidence, and interest rates influence all aspects of our
business. Additionally, specific factors affecting each of our individual business areas are outlined below.
Financial Services is mainly affected by:
• Consumer buying trends including the use of intermediaries for
access to products.
• The impact of regulatory changes.
• Trends in home ownership and buy-to-let appetite.
• Longer-term demographic changes and population size.
• Volume of refinancing activity.
Surveying & Valuation is mainly affected by:
• Volume of house purchases using a mortgage product.
• Volume of refinancing activity and the proportion of product
transfers vs remortgages.
• Use of surveyor-led and data-driven valuations by lenders.
• Use of surveying services by consumers.
• Performance of specialist markets such as equity release.
Estate Agency Franchising is mainly affected by:
• Volume of house sales.
• Level of house prices.
• Landlord appetite for lettings management services.
• Government stimulus initiatives to drive demand or supply.
Market performance
Mortgage market
• The markets in which we operate recovered further during 2025,
with activity levels improving year-on-year as mortgage pricing
eased and affordability pressures moderated, with transaction
volumes broadly in line with long-term averages.
• The UK mortgage market demonstrated renewed momentum in
2025, with strong growth in both purchase and remortgage activity.
• Total mortgage approvals for house purchases
1
were up c.2%
year-on-year, increasing from 758,000 in 2024 to 770,000 in 2025.
Activity was supported by improving real wage growth, gradually
easing mortgage rates through the year and higher demand for
home purchase, in part driven by Stamp Duty threshold changes in
April 2025.
• Total gross new mortgage lending
2
in 2025 was £291bn, c.20%
higher than 2024 (£242bn), with growth driven by both stronger
purchase lending and a recovery in remortgaging activity as
borrowers refinanced maturing fixed-rate products amid improved
pricing conditions.
• Purchase lending represented c.65% of total new lending in 2025
(2024: c.64%), reflecting resilient purchase demand as affordability
constraints eased.
• Remortgage (and other) approvals
1
were up 22% on 2024, while
remortgages and other lending recovered strongly and ended
18% ahead of 2024, driven by high volumes of 5-year and 2-year
fixed-rate products maturing, linked to 2020 and 2023 volumes
respectively.
• The proportion of mortgage lending placed through financial
advisers
3
in 2025 remained flat at 84% (2024: 84%).
Housing market – residential sales and lettings
• In 2025, the UK housing market saw improved activity versus 2024,
supporting stronger mortgage demand and a more constructive
backdrop into 2026. Stronger volumes year-on-year were
supported by stabilising mortgage rates, improved affordability and
demand ahead of SDLT changes effective April 2025.
• UK housing transactions
4
in 2025 were 1,212,000, up 10% (2024:
1,102,000).
• Transactions year-on-year were up 18% in H1 2025 and up 4% in
H2 2025. Activity was front-loaded into the first half of the year
ahead of SDLT threshold changes, with more moderate volumes in
the second half.
• At the end of 2025, average house prices in England and Wales
5
were 3% higher than a year earlier; London continued to lag, with
prices up 1% year-on-year.
• Private rental prices paid by tenants in the UK
6
rose by 4% in the
12 months ended December 2025 (provisional estimate).
1 Approvals for lending secured on dwellings, Bank of England – Table A5.4 (30 January 2026)
2 New mortgage lending by purpose of loan, UK Finance (Bank of England) – Table MM23 (30 January 2026)
3 New residential lending sold direct and via intermediaries (excluding product transfers), UK Finance – Table RL8 (17 February 2026)
4 Number of residential property transaction completions with value £40,000 or above, HMRC (30 January 2026)
5 House price index, England and Wales, LSL Acadata (January 2026)
6 Index of Private Housing Rental Prices, UK, ONS (January 2026)
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
08 09
OVERVIEW
Chair’s Statement
Almost two years into my tenure as Chair,
I am pleased to report progress in critical
aspects to deliver on the Group’s potential.
The introduction of the 2025 LTIP means the
leadership team is now correctly incentivised
and fully aligned with our Shareholders.
Strong profit momentum despite uncertain
market conditions
The Executive and Senior Leadership Teams have delivered robustly
across all three of our Divisions, with Underlying Operating Profit up
in all three Divisions, and central costs down as costs were tightly
controlled. Our capital requirements remained low, which combined
with our 17% profit growth resulted in improved ROCE and another
year of strong cash generation.
Housing market and refinancing activity levels have increased
somewhat, from low levels, through the course of the year, which the
Group has been quick to leverage. Revenue was up 6% for the year,
demonstrating a sequential year-on-year improvement in the second
half of the year. That said, Government macro-economic policy
remains unclear and policies towards the housing market do not
always appear coherent. The recent ‘mansion tax’ policy could create
opportunities for LSL, with the potential requirement for valuations
for residential properties.
Balance sheet strength and dividend
The financial strength of the Group has been demonstrated again
during the year, with robust cash generation of £29.3m. Our capital
allocation priorities remain unchanged: organic growth, inorganic
growth, dividend and then share buyback, while maintaining a strong
balance sheet. We have allocated capital to all four areas during the
year.
The Group has made organic investments to position itself for further
growth, including technology investments in Financial Services and
Surveying & Valuation. We made a bolt-on acquisition by our Estate
Agency Franchising Division just after the year end. Furthermore, the
Pivotal Growth joint venture repaid loan notes and took on external
debt, a significant milestone for the business.
The Group is returning capital to Shareholders in two ways, via its
share buyback programme and a proposal to maintain the final
dividend at 7.4 pence per share, meaning a total dividend for the
year of 11.4 pence per share.
The Group has taken advantage
of the market recovery and delivered
important strategic progress across
all three Divisions which will deliver
future organic growth.
Adrian Collins
Chair
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
08 09
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
UK share prices, particularly in the small and mid-cap space remain
depressed as the UK fund management industry continues to face
redemptions, creating dislocated valuations. The Board has taken
advantage of this and the existing £7m share buyback programme
has been completed, and a new £12m buyback programme has been
launched.
Board changes
David Stewart retired from the Board on 30 April 2025 with our
thanks and best wishes for the future. Adam Castleton became
Group CEO on 1 May 2025, and the whole Board and I are impressed
with his energy and focus on driving growth. David Tilak joined the
Board on 12 January 2026 as Group CFO and we look forward to
working with him.
Looking forward
The market outlook remains uncertain, but with our well-established
commercial relationships, deep sector expertise, track record of
innovation and opportunity for our three Divisions to work closer
together, the Group is well placed to outperform our markets. Each
Division has exciting future plans, and the Board remains confident in
our long-term prospects.
Adrian Collins
Chair
18 March 2026
Group Underlying
Operating Profit
£32.6m
(2024: £27.8m
1
)
Maintained full year
dividend
11.4p
(2024: 11.4p)
Group ROCE
35%
(2024: 32%)
1 Refer to note 36 to the Financial Statements
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
10 11
OVERVIEW
Group Chief Executive Officer’s Review
2025 has been a year of strong
delivery and building momentum for
LSL. We improved profitability across
each Division, achieved record margins
and generated strong cash, while
continuing to invest for future growth.
Markets are evolving, and so are we.
2025 has been a year of significant
activity for the Group. We are
focused on disciplined execution and
converting the scale and capability of
the Group into sustained profit growth
and continued high returns on capital.
Trading in 2026 has been in line with
our expectations.
Adam Castleton
Group Chief Executive Officer
2025 was another strong year of delivery for
LSL. We achieved organic revenue growth,
increased profits, record operating margins and
another year of strong cash generation, driving
improved ROCE.
We were very active throughout the year,
investing selectively to drive scale and profitable
growth, launching new offerings into the
market, and beginning to make greater use
of the Group’s combined strengths. We also
strengthened capabilities across the business
and saw colleague engagement rise to a record
level.
Our strong balance sheet provides flexibility to
invest selectively for growth while continuing
to return capital through dividends and our
recently increased share buyback programme.
Review of 2025
The markets in which we operate further stabilised in 2025. Mortgage
activity strengthened year-on-year as pricing eased and affordability
pressures moderated, with both purchase and remortgage volumes
improving. Housing transactions increased, with activity front-loaded
into the first half ahead of stamp duty changes, and rental markets
remained resilient. Our end markets performed in line with our
planning assumptions at the start of 2025, despite some periodic
short-term volatility during the year.
In this context, we made strong progress in 2025, delivering organic
revenue and underlying operating profit growth with a strong
improvement in our underlying operating profit margin, which
reached a new high. We continue to deliver structurally higher ROCE,
at 35%, well above historical levels, reflecting higher operating margin
and the Group’s capital-light model. Encouragingly, all our Group
financial metrics sequentially improved in the second half of the year.
Revenue increased by 6% to £182.9m (2024: £173.3m
2
) and we
maintained our strong market share in all three Divisions. Improved
remortgage activity supported both our Financial Services and
Surveying & Valuation Divisions. Revenue growth was 6% year-on-year
for H2 2025, a sequential improvement compared to H1 2025.
Group underlying operating profit
1
was up 17% to £32.6m (2024:
£27.8m
2
) and the underlying operating margin of 18% was an 180bps
improvement versus the prior year, marking a new high for the Group.
H2 2025 saw a sequential improvement in underlying operating
margin to 19%, up 250bps compared to H1 2025.
1 Group (and Divisional) Underlying Operating Profit is stated before exceptional items, contingent consideration assets & liabilities, amortisation of intangible assets,
share-based payments and other sources of earnings from joint ventures. Refer to note 5 to the Financial Statements for reconciliation of Group and Divisional
Underlying Operating Profit to statutory operating profit/(loss) for continuing, discontinued and total operations.
2 Refer to note 36 to the Financial Statements
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
10 11
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Central costs reduced to £10.2m (2024: £11.1m), reflecting tighter
cost discipline and a more normalised level of spend. The Pivotal
Growth joint venture delivered improved profitability as it continues
to scale, with 2025 profit contribution of £1.7m (2024: £6k loss).
On a statutory basis, Group operating profit was £22.6m (2024:
£21.9m
1
) after exceptional costs of £5.1m (2024: £4.1m).
We ended the year with net cash of £27.8m (2024: £32.4m),
supported by strong underlying profitability and cash conversion of
91%. The business remains consistently cash generative, underpinned
by disciplined investment and shareholder returns.
The next phase for LSL
Since my appointment in May 2025, I have placed particular
emphasis on culture, clarity of ambition and communication
across the Group. We have sharpened our focus on structural cost
effectiveness and worked more closely across Divisions to make
better use of our collective strengths. This has improved alignment
across the leadership team and the wider business as we position LSL
for the next stage of growth. It has been an important priority for me
and will remain so.
Over recent years, we have simplified and strengthened the Group,
building a capital-light and financially resilient model with strong
market positions across the residential property and mortgage
ecosystem. These foundations, together with our deep and well-
established relationships with lenders, insurance product providers,
mortgage and insurance brokers and franchise partners, position us
well for the next phase of growth. I see considerable scope to build
from this platform.
Each Division provides mission-critical services to its customers that
underpin our market positions. By working more effectively across
Divisions, we will develop greater commercial alignment, cross sell
opportunities and improve our cost to serve.
Our scale and market access are significant: over 10 million visits
to our estate agency websites, more than 270,000 mortgage
completions, approximately 500,000 valuations annually and over
one million live customers within Financial Services.
Technology and data remain central to our business. We have a long
track record of innovation, and continued deployment of our digital
capability is driving efficiency and enhancing our proposition. Our
AVM product launch is a clear example of turning proprietary data
and expertise into a new commercial opportunity.
Underpinning this is the strength of our people. We have deep
specialist knowledge across our markets, supported by a refreshed
and energised leadership team. On 12 January 2026, David Tilak
joined the Company as Group Chief Financial Officer and is already
making a positive contribution.
Capital allocation
Our disciplined approach to capital allocation remains unchanged.
Capital is allocated against strict criteria, with a clear focus on
improving returns on capital employed and compounding long-term
Shareholder value.
We are committed to delivering sustainable and disciplined returns
to Shareholders, supported by the Group’s sustained cash generation
and strong Balance Sheet.
Group Revenue
£182.9m
(2024: £173.3m
1
)
Group Underlying
Operating Margin
18%
(2024: 16%)
Cash Flow
Conversion Rate
91%
(2024: 112%
1
)
1 Refer to note 36 to the Financial Statements
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
12
In addition to dividends, the Board continues to utilise share
buybacks as a complementary capital return mechanism. The £7m
programme announced on 25 April 2024 has been completed and,
since the period end, a further £12m programme was announced
and is being progressed.
The Board is recommending a final dividend of 7.4 pence per share
(2024: 7.4 pence), resulting in a total dividend for the year of 11.4
pence per share (2024: 11.4 pence). While the Group’s stated policy
remains a pay-out of 30% of Group underlying operating profit after
finance and normalised tax charges, the Board has proposed a higher
pay-out this year to reflect the strength of cash generation and
confidence in the prospects for the Group.
The ex-dividend date for the final dividend is 14 May 2026, with a
record date of 15 May 2026 and a payment date of 16 June 2026.
Shareholders may elect to reinvest their cash dividend through the
Group’s dividend reinvestment plan, with the final election date of
26 May 2026.
Pivotal Growth joint venture
Pivotal Growth, our joint venture with Pollen Street Capital
established to execute a buy-and-build strategy in the mortgage
and protection intermediary markets, has delivered substantial
momentum over the last two years and acquired 24 businesses
to date, including five in 2025. The business generated revenue
approaching £100m in 2025.
In December 2025, Pivotal Growth secured £80m of committed
external funding, supporting further M&A activity. After the year end,
the Group’s loan notes of £13.8m were fully settled, with £10.6m
settled in cash and the remaining £3.2m converted into equity taking
LSL’s cumulative equity investment to £19.1m. The Group does not
expect to make any further cash investments into Pivotal Growth
going forward.
Pivotal Growth was established by the Group and Pollen Street
Capital in 2021, and our aim was to build the business with a view to
an exit event over a three-to-six-year period after launch.
Adapting to changing markets
The markets in which we operate continue to evolve. Regulatory
developments, including reforms in the rental sector and the FCA’s
encouragement of more streamlined and digitally enabled customer
journeys, are reshaping expectations across the property and
mortgage ecosystem. At the same time, advances in technology and
AI are changing how our markets operate.
I see these changes as an opportunity rather than a threat. We
are already deploying digital and data-led solutions across our
businesses, including the launch of our AVM capability and the
development of digital tools within Financial Services. Crucially,
these technologies are integrated with our regulatory expertise and
market insight of our people, supported by proprietary datasets and
long-standing lender relationships. It is this combination of data,
technology and trusted specialist expertise within regulated markets
that is highly valued by our customers. Increasingly, lenders and
product providers are seeking strategic, mission-critical partners who
can combine scale, insight and regulatory understanding. We believe
LSL is well positioned to fulfil that role as customer needs and market
structures evolve.
Current trading and outlook
We have made a positive start to the year across the Group,
with trading in our businesses in line with expectations and our
end markets operating in line with our assumptions. Our current
performance supports our expectation of delivering a further
increase in profits in 2026.
Since year end, we have continued to remain active across the
Group. In Estate Agency Franchising, we completed the acquisitions
of NSS and three further lettings books and have developed a healthy
pipeline of lettings book acquisitions and other opportunities to
increase our footprint. In Financial Services, the roll-out of our
broker operating platform continues as planned, which will support
improved productivity and product penetration. Across the Group,
we remain focused on operational efficiency and cost management
as we scale the Group through targeted investment and commercial
execution. We are investing in digital solutions, data science, and AI
in the Group, supporting productivity, enhancing decision making and
complementing the professional expertise within our businesses.
The macroeconomic and geopolitical environment remains
uncertain, with renewed concerns around inflation and interest
rate expectations contributing to near-term uncertainty. We have
not seen any adverse impact on trading across the Group in recent
weeks, with front-end metrics remaining stable. We have seen
some short-term strength in mortgage activity driven by changes
to product pricing. With daily granular data across the residential
property and mortgage ecosystem, we have clear visibility of leading
indicators of demand and can respond accordingly.
We continue to run the business with discipline and a clear focus on
performance and structural cost effectiveness. The Board remains
confident in the Group’s short and medium-term prospects and
continues to support disciplined investment across our businesses to
strengthen capability, enhance returns and drive growth.
Final thoughts
I am grateful to our colleagues for their commitment and
contribution throughout 2025. It is the combination of experienced
people, specialist expertise, proprietary data and long-standing
strategic relationships across the residential property and mortgage
ecosystem that differentiates LSL and supports our performance.
There are considerable opportunities ahead for LSL and we are not
standing still. My clear ambition is to convert our scale, data and
platform capability into sustained revenue and profit growth and
high returns on capital through disciplined execution and targeted
investment. We remain focused and active as we build on the
momentum achieved in 2025.
Adam Castleton
Group Chief Executive Officer
18 March 2026
Group Chief Executive Officer’s Review continued
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
13
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Financial and Divisional Reviews
Financial Review
We report our results for the 12 months ended 31 December
2025 with Group underlying operating profit
1,2
up 17% on last year
at £32.6m (2024: £27.8m). On a statutory basis Group operating
profit was £22.6m (2024: £21.9m) whilst net cash was £27.8m
at 31 December 2025, with cash conversion of 91%, towards the
upper end of our target 75-100%. Underlying operating margin
further grew to 18% which is the highest in 15 years (2024: 16%).
These results demonstrate the continued benefits of the strategic
transformation of the Group over the last three years and are in line
with consensus expectations and materially ahead of prior year.
Key financial highlights
Full year financial metrics
1
2025
Restated
5
2024 Variance
Revenue (£m) 182.9 173.3 6%
Group underlying operating profit
2
(£m) 32.6 27.8 17%
Group underlying operating margin (%) 18% 16% 180bps
Group underlying operating profit from total operations
2
(£m) 32.9 27.3 21%
Exceptional gains (£m) 0.6 1.7 (65)%
Exceptional costs (£m) (5.1) (4.1) (24)%
Group operating profit (£m) 22.6 21.9 3%
Profit before tax (£m) 23.1 23.1 -
Loss from discontinued operations
1
(£m) (0.0) (0.4) 100%
Basic earnings per share (pence) 16.6 17.4 (4)%
Adjusted basic earnings per share
4
(pence) 24.4 21.1 16%
Net cash
3
at 31 December (£m) 27.8 32.4 (14)%
Final dividend per share (pence) 7.4 7.4 –
Full year dividend per share (pence) 11.4 11.4 –
1 Stated on basis of continuing operations unless otherwise stated. Following the conversion of the entire owned estate agency network to franchises in 2023,
the previously owned network was classified as a discontinued operation and is presented as such in the Financial Statements. Refer to note 6 to the Financial
Statements
2 Group (and Divisional) Underlying Operating Profit is stated before exceptional items, contingent consideration assets & liabilities, amortisation of intangible
assets, share-based payments and other sources of earnings from joint ventures. Refer to note 5 to the Financial Statements for reconciliation of Group and
Divisional Underlying Operating Profit to statutory operating profit/(loss) for continuing, discontinued and total operations
3 Refer to note 34 to the Financial Statements
4 Refer to note 12 to the Financial Statements for the calculation
5 Refer to note 36 to the Financial Statements
c200596_Book.indb 13c200596_Book.indb 13 19/03/2026 00:0819/03/2026 00:08
LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
14 15
OVERVIEW
Group revenue
Group revenue increased 6% to £182.9m (2024: £173.3m
4
) in a total
lending market that has continued to recover following a period
of volatility. The Surveying & Valuation Division increased by 10%
compared to prior year as a result of a 9% increase in jobs performed
and 1% increase in income per job. The Financial Services Division
remained broadly flat with revenue of £48.8m (2024: £48.4m).
The Estate Agency Franchising Division fell by 2% to £26.5m
(2024: £27.1m) despite an increase of 10% in residential sales
growth, as a result of reduced LSL Land & New Home revenues.
Group underlying operating profit
Group underlying operating profit
2
grew strongly by 17% to £32.6m
(2024: £27.8m
4
), with an increase in all three Divisions whilst central
costs reduced by 8% to £10.2m (2024: £11.1m) reflecting tighter
cost discipline and a more normalised level of spend. The Group
further continued to invest in strategic growth initiatives as well as
developing enhanced platform and digital capabilities.
Group operating profit
Group operating profit increased to £22.6m (2024: £21.9m
4
), with
profit growth in Financial Services and Estate Agency Franchising and
a reduction in central costs in the period. The Group also benefitted
from a continued improvement in the contribution generated by the
Pivotal Growth joint venture, offset by £4.5m net exceptional costs
(2024: £2.4m).
Adjusted operating expenditure
Adjusted operating expenditure
3
comprises employee costs, other
operating costs, and depreciation and totalled £153.2m in 2025,
5% higher than prior year (2024: £146.0m
4
). The movement
comprises the net effect of employee costs increased in Surveying
& Valuation Division due to higher demand; the impact of higher
National Insurance contributions (from 1 April 2025); partially offset
by lower central costs.
Exceptional items
The exceptional gain of £0.6m (2024: £1.7m) relates to the release
of a claim indemnity provision recognised in 2021. Exceptional costs
of £5.1m (2024: £4.1m) are primarily due to increases in surveying
professional indemnity provisions (£2.0m), restructuring costs
in Financial Services (£0.8m), Central CEO and CFO change costs
(£0.7m), restructuring costs in Estate Agency Franchising (£0.7m),
costs incurred as a result of the administration of TenetLime’s
seller, Tenet Group Limited (£0.6m) and the reduction in deferred
consideration receivable for businesses sold to Pivotal Growth in H1
2023 (£0.2m).
Other gains
Total other operating gains were £1.1m (2024: gains of £0.5m).
This primarily included £0.8m relating to the research and
development expenditure tax credit across all three Divisions
relating to FY2023 and FY2024 and the movement in the fair value
of a financial asset having been reassessed at 31 December 2025 as
£0.6m (31 December 2024: £0.4m).
Share of profit from joint venture
Our equity share of Pivotal Growth results improved to £0.8m profit
(2024: £6k loss), as the joint venture continued to scale profitability,
with 24 acquisitions to date.
Group Income Statement Review
1
Financial and Divisional Reviews continued
1 Based on continuing operations unless otherwise stated. Following the conversion of the entire owned Estate Agency network to franchises in 2023, this was classified
as a discontinued operation and is now presented as such in the Financial Statements. Refer to note 6 to the Financial Statements
2 Group (and Divisional) Underlying Operating profit is before exceptional items, contingent consideration assets & liabilities, amortisation of intangible assets and share-
based payments. Refer to note 5 to the Financial Statements for reconciliation of Group and Divisional Underlying Operating Profit to statutory operating profit/(loss)
for continuing, discounted and total operations
3 Refer to note 34 to the Financial Statements
4 Refer to note 36 to the Financial Statements
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
14 15
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Share-based payments
The share-based payment charge of £1.6m in 2025 (2024: charge
of £0.9m) comprises, a charge in the period of £1.8m (2024: £3.1m
charge) for LTIP, SAYE and the all employee share schemes granted
between 2022 to 2025, offset by a credit of £0.5m (2024: £2.2m
credit) reflecting lapses. In addition, £0.3m of employer’s NIC was
recognised in relation to unexercised schemes during the year. The
increase in the underlying share-based payment charge during the
year was driven by the introduction of the 2025 LTIP scheme.
Amortisation of intangible assets
Amortisation charge of £3.0m (2024: £3.0m), relates to amortisation
of intangible software investment, franchise agreements and
relationship assets.
Finance income
Finance income decreased from the prior year to £2.5m (2024:
£2.9m) due to less interest received on funds held on deposit of
£1.0m (2024: £1.8m), the reduction in the unwind of discounting on
contingent consideration payable balances of £0.7m, offset by interest
on loan notes to the joint venture, Pivotal Growth, of £0.9m (2024:
nil).
Finance costs
Finance costs of £1.9m (2024: £1.7m) are related principally to the
unwinding of discount on lease liabilities of £0.5m (2024: £0.5m),
commitment and non-utilisation fees on the revolving credit facility
of £0.7m (2024: £0.6m), fair value adjustment to loans receivable of
£0.4m (2024: £0.3m) and £0.2m for the unwinding of discount on
dilapidations provisions (2024: £0.2m).
Profit before tax
Profit before tax was £23.1m (2024: £23.1m
4
). This remained
broadly in line year-on-year due to lower net finance income of
£0.5m (2024: £1.1m) combined with Group operating profit of
£22.6m (2024: £21.9m
4
).
Taxation
The tax charge of £6.0m (2024: £5.2m) represents an effective tax
rate of 26.1% (2024: 22.7%), which is marginally higher than the
headline UK tax rate of 25.0% largely as a result of the calculated net
effect of adjustments arising in respect of permanent adjustments
or deferred tax not recognised including the prior period adjustment
arising in respect of total tax.
Deferred tax assets and liabilities are measured at 25.0%
(2024: 25.0%), the tax rate that came into effect from 1 April 2023.
Discontinued operations
1
Loss of £0.04m (net of tax) in relation to an increase in the
restructuring and administrative costs associated with the previously
owned Estate Agency branch network (2024: loss of £0.4m).
Earnings per share
2025 Restated 2024
4
Earnings per share (pence) Basic Diluted
Adjusted
basic
Adjusted
basic diluted Basic Diluted
Adjusted
basic
Adjusted
basic diluted
Continuing 16.6 16.2 - - 17.4 17.2 - -
Discontinued (0.0) (0.0) - - (0.4) (0.4) - -
Total operations 16.6 16.2 24.4 23.8 17.0 16.8 21.1 20.9
1 Based on continuing operations unless otherwise stated. Following the conversion of the entire owned Estate Agency network to franchises in 2023, this was classified
as a discontinued operation and is now presented as such in the Financial Statements. Refer to note 6 to the Financial Statements
2 Group (and Divisional) Underlying Operating profit is before exceptional items, contingent consideration assets & liabilities, amortisation of intangible assets and share-
based payments. Refer to note 5 to the Financial Statements for reconciliation of Group and Divisional Underlying Operating Profit to statutory operating profit/(loss)
for continuing, discounted and total operations
3 Refer to note 34 to the Financial Statements
4 Refer to note 36 to the Financial Statements
c200596_Book.indb 15c200596_Book.indb 15 19/03/2026 00:0819/03/2026 00:08
LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
16 17
OVERVIEW
Goodwill - 31 December 2025: £16.9m
(31 December 2024: £16.9m)
The carrying value of goodwill relates to previous acquisitions in
the Surveying & Valuation Division of £9.9m and Financial Services
Division of £7.0m.
Other intangibles - 31 December 2025: £29.9m
(31 December 2024: £29.9m)
Additions of £3.1m intangible assets were driven by the increased
investment in AVM software in the Surveying and Valuation Division
of £1.9m, and development of new and existing CRM within Financial
Services of £1.1m. Total amortisation of £3.0m was charged in the
year (2024: £3.0m). The carrying value of all franchise agreements
was £10.0m at 31 December 2025 (2024: £10.9m), the acquired
relationship assets were £7.7m (2024: £8.5m) and software assets
of £5.2m (2024: £3.6m). Brand intangibles of £6.9m remained
unchanged during the year.
Property, plant and equipment and right-of-use assets -
31 December 2025: £7.7m
(31 December 2024: £6.4m)
Capital expenditure on owned PPE was £1.2m (2024: £0.9m),
reflecting ongoing IT investment across all Divisions. There has also
been £3.6m of additions in new offices and car lease agreements.
Financial assets (total current and non-current) -
31 December 2025: £1.0m
(31 December 2024: £6.6m)
Contingent consideration receivable
31 December 2025: £nil (31 December 2024: £5.8m)
During 2023 the Group disposed of Group First, RSC and Embrace
D2C brokerage businesses to Pivotal Growth, with contingent
consideration receivable in 2025. In September 2025, the Group
received final contingent consideration of £5.5m after working capital
adjustments of £0.2m.
Equity instruments in unlisted companies
31 December 2025: £1.0m (31 December 2024: £0.8m)
There was a £0.2m increase in the fair value of units held in The
Openwork Partnership LLP of £0.6m at 31 December 2025 (31
December 2024: £0.4m). The fair value has been reassessed as
£0.6m at 31 December 2025, with our valuation based on an
estimated strike price which has been calculated using the strike
price from most recently executed trading windows.
There was no change in the fair value of shares held in Twenty7tec
Group Limited at 31 December 2025, remained at £0.4m (31
December 2024: £0.4m).
Loans to joint venture - 31 December 2025: £13.8m
(31 December 2024: £7.6m)
In December 2024, the Group provided funding of £7.6m to its joint
venture Pivotal Growth in the form of 10% unsecured loan notes
with additions of £5.3m in the year. No repayments were made in
2025 with £0.9m of interest income recognised during the period.
In January 2026, Mottram Topco repaid £10.6m out of the £13.8m
loan notes outstanding in cash. £3.2m were converted to equity
investment in Mottram Topco.
Investment in joint venture - 31 December 2025: £15.0m
(31 December 2024: £11.6m)
Our 46.8% interest in the Pivotal Growth joint venture is accounted
for using the equity method. The carrying value reflects the
movement in our equity investment during the period of £2.6m,
together with our share of profit after tax of £0.8m.
Investment in subleases (total current and non-current) -
31 December 2025 £0.3m
(31 December 2024: £0.8m)
The Group is an intermediate lessor, following the Estate Agency
conversion to a wholly franchised model with the carrying value now
at £0.3m.
Loans to franchisees and appointed representatives
(network firms) - 31 December 2025: £3.7m
(31 December 2024: £1.8m
1
)
Various sized working capital loan facility agreements are in place
with franchisees of the Estate Agency Franchising Division which
has availability over a range of periods from 31 December 2024 to
31 December 2025, are repayable in full within 24 months from the
respective period end and may bear fixed rate interest. In addition,
during the year, the Group issued loans to franchisees for lettings
book acquisitions. At 31 December 2025, £3.1m in principal loan
amounts were drawn down/issued (31 December 2024: £1.4m).
Loans to Financial Services appointed representatives are granted
in certain circumstances to support brokers upon joining the PRIMIS
network and were £0.6m as at 31 December 2025 (31 December
2024: £0.5m).
Financial liabilities (total current and non-current) -
31 December 2025: £9.8m
(31 December 2024: £9.1m)
Contingent consideration liabilities -
31 December 2025: £3.3m
(31 December 2024: £3.3m)
Contingent consideration liabilities relate solely to the cost of
acquiring the intangible relationship assets in TenetLime in February
2024, with the consideration of £3.3m adjusted at 31 December
2025 for the latest update of retained advisers and discounting.
Group Balance Sheet Review
Financial and Divisional Reviews continued
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
16 17
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
IFRS 16 lease financial liabilities -
31 December 2025: £6.5m
(31 December 2024: £5.8m)
The movement in the period reflects payment of lease liabilities of
£3.0m and disposals on assignment to franchisees of £0.3m, offset by
new lease additions of £3.5m.
Provision for liabilities (total current and non-current) -
31 December 2025: £11.3m
(31 December 2024: £10.4m)
PI claim provisions of £4.3m (31 December 2024: £2.6m) include
the Surveying & Valuation PI provision of £3.6m (31 December
2024: £1.9m) and the Financial Services PI provision of £0.7m
(31 December 2024: £0.4m). The Group has recognised an asset of
£0.3m against received claims in other debtors at 31 December 2025
(31 December 2024: £0.3m).
Dilapidations and restructuring provisions relating to the Estate
Agency Franchising Division following the wholesale franchising in
2023, totalled £5.3m at 31 December 2025 (31 December 2024:
£6.0m).
Group Statement of Cash Flows -
31 December 2025: net cash £27.8m
(31 December 2024: net cash £32.4m)
Operating cash flows before movements in working capital were
£33.5m (2024: £30.4m), reflecting the higher underlying operating
profits generated in 2025.
The Group is highly cash generative and ordinarily achieves a cash
flow conversion rate of 75-100%. The ratio in 2025 was 91% (2024:
112%), which sits inside the normative range.
Overall net decrease in cash and cash equivalents in the year was
£4.6m. After the operating cash flow of £33.5m, movements in
working capital consumed £1.8m, income taxes, exceptional costs
and leases totalled £9.4m outflow, net cash expended on investing
activities was £7.1m, and net cash expended in financing activities
was £19.8m. The largest area of outflow was dividends paid of
£11.8m.
Movements in working capital in the year were an outflow of £1.8m
(2024: £2.7m inflow), with the change impacted by net working
capital movements at the end of December 2024.
Key cash inflows in 2025 included:
• Receipt of contingent consideration of £5.5m (2024: £0.2m) in
relation to the disposals of EFS, Group First and RSC in H1 2023 to
Pivotal Growth.
• Franchisee and appointed representative loans repaid of £1.8m
(2024: £1.7m).
• Interest received of £1.0m from bank deposits (2024: £1.8m)
Key cash outflows in 2025 included:
• Capital expenditure on PPE and intangibles of £4.3m (2024:
£3.0m).
• Exceptional costs paid of £3.9m (2024: £3.0m).
• Payment of the 2024 final dividend and 2025 interim dividend of
£11.8m (2024: £11.8m) and the repurchase of shares under the
share buyback programme of £5.0m (2024: £0.8m).
• Loans to our joint venture, Pivotal of £5.3m (2024: £7.6m) and
investment in equity of our joint venture of £2.6m (2024: £2.2m).
• Loans to franchisees to support lettings book acquisitions and
loans to appointed representatives of £3.8m (2024: £1.7m).
• Corporation tax paid in 2025 of £5.0m as the Group returns to
more normalised taxable profits (2024: £1.8m).
Bank facilities
In January 2025, LSL agreed an amendment and restatement of its
banking facility, putting in place a £60m committed revolving credit
facility, with a maturity date of January 2030, replacing a £60m
facility maturing in May 2026. The terms have remained materially
the same as the previous facility, provided by the same syndicate
members as before, Barclays Bank UK plc, NatWest Bank plc and
Santander UK plc. For further flexibility to support growth, the
facility retains a £30m accordion, on request by LSL, subject to bank
approval.
International Accounting Standards (IAS)
The Financial Statements for the period ended 31 December 2025
have been prepared in accordance with UK-adopted IAS.
1 Refer to note 35 to the Financial Statements
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
18 19
OVERVIEW
Financial and Divisional Reviews continued
Divisional Review
Business & financial review
2025 Profit & Loss (£m) 2025
Restated
2024
2
Var
Divisional group revenue
Surveying & Valuation 107.6 97.8 10%
Financial Services 48.8 48.4 1%
Estate Agency Franchising 26.5 27.1 (2%)
Group revenue 182.9 173.3 6%
Divisional underlying operating profit/(Loss)
Surveying & Valuation 23.5 22.5 4%
Financial Services 11.0 8.6 28%
Estate Agency Franchising 8.3 7.8 6%
Central costs (10.2) (11.1) 8%
Group underlying operating profit from continuing operations 32.6 27.8 17%
Divisional operating profit/(loss)
Surveying & Valuation 20.8 22.1 (6%)
Financial Services 6.3 4.6 34%
Estate Agency Franchising 6.4 6.6 (3%)
Central costs (10.9) (11.3) 4%
Group operating profit from continuing operations 22.6 21.9 3%
Estate Agency-discontinued operations (0.0) (0.5) 100%
Group operating profit from total operations 22.6 21.4 6%
Surveying & Valuation Division
Divisional revenue increased to £107.6m, an increase of 10% from
the prior year (2024: £97.8m). Excluding Asset Management,
Surveying & Valuation revenue was £102.1m, an increase of 10%
(2024: £92.5m), reflecting both the 9% increase in jobs performed
and the 1% increase in income per job. Continuing to grow surveyor
capacity and capabilities, along with the introduction of an AVM
model, the market share of surveyor led valuation was c.39% (2024:
38%). The B2C business continued to grow in the period, with 2025
revenue of £7.8m representing a 16% increase on 2024.
Surveying Underlying Operating Profit increased by 4% to £23.5m
(2024: £22.5m), despite continued investment in technology and
surveyor capacity.
Asset Management revenues grew by 6% in the year to £5.5m (2024:
£5.3m), reflecting a market that is slowly returning to long-run levels
of activity.
Highlights
• Overall strong performance reflecting the benefit of 100% contract
retention, increased allocations with improved terms and several
key new contract wins.
• Surveyor utilisation rates returning to historic highs.
• Mortgage approvals
1
were 10% higher than 2024, driven by 2%
higher purchase approvals and remortgage and other approvals
22% higher.
• B2C revenue increased by 16% to £7.8m (2024: £6.8m), reflecting
both the 9% increase in jobs performed and the 6% increase in
income per job on the comparative period last year.
• Asset Management revenues increased by 6% to £5.5m (2024:
£5.3m) with profit up 13% to £2.6m (2024: £2.3m).
• Continued investment in technology, supporting the establishment
of digital and data as core enablers, opening new revenue
opportunities and to meet lender client needs.
• AVM successfully launched with first commercial contract
operationalised in Q4 2025. Significant partner interest in future
development and adoption.
• On a statutory basis, operating profit was £20.8m (2024: £22.1m).
Reduction driven by increase in surveying professional indemnity
provision recognised as exceptional costs during the year.
1 Approvals for lending secured on dwellings, Bank of England Table A5.4 (31 January 2026)
2 Refer to note 36 to the financial statements
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
18 19
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Financial Services Division
The Financial Services Division is reported in two business lines: our
core Financial Services network business comprising PRIMIS and TMA
mortgage club, and our share of profit after tax of the Pivotal Growth
Joint Venture.
Total revenue was £48.8m (2024: £48.4m) and underlying operating
profit substantially increased by 28% to £11.0m (2024: £8.6m). This
reflects a renewed focus on smaller, mortgage-led financial services
businesses that are best placed to benefit from our platform and
service offering and a positive contribution from the Pivotal Growth
Joint Venture.
New mortgage lending increased by 23% to £35bn (2024: £28bn)
whilst the total UK new mortgage lending
1
market grew by 20% to
£291bn (2024: £242bn). As a result, the LSL share of UK purchase
and remortgage market increased to 12.0% (2024: 11.8%).
The PRIMIS network enjoys a leading position in the provision of
services to independent mortgage brokers. At 31 December 2025,
PRIMIS members totalled 2,195 advisers who sell mortgage and
protection (31 December 2024: 2,282).
Our share of profits after tax in the Pivotal Growth Joint Venture was
£0.8m (2024: losses of £0.0m). The trading EBITDA of Pivotal Growth
Joint Venture (before transactional acquisition costs) was materially
ahead of last year.
On a statutory basis, operating profit was £6.3m (2024: £4.6m). The
increase was driven by lower net exceptional costs of £1.1m in 2025
(2024: £2.4m).
The Financial Services network business has a regulatory capital
requirement which represents 2.5% of its regulated revenues. The
regulatory capital requirement was £6.1m at 31 December 2025
(31 December 2024: £6.4m), with a surplus of £27.8m (31 December
2024: £27.6m).
Highlights
• Phase 1 of a significant platform technology enhancement
programme successfully completed. Enhanced platform
functionality will improve efficiency and sales performance of
PRIMIS advisers with phased deployment due to complete by the
end of 2026.
• Underlying operating margin was 23% (2024: 18%) reflecting
the strategic focus on composite advisors and its impact on
operational efficiency. The statutory operating margin was 13%
(2024: 10%).
• The strategic decision to focus on composite advisors in place of
protection only firms, resulted in a 5% reduction in network firms
to 1,049 as at 31 December 2025 (2024: 1,108).
• Adviser mortgage revenue increased by 19% to £20.0m in a
market which was c. 21% higher. The weighting of margin dilutive
product transfers in the refinancing market remained above the
long-term average.
• TenetLime profit contribution was in line with expectations, with
the acquisition delivering returns in excess of the cost of capital.
• On a statutory basis, operating profit was £6.3m (2024: £4.7m),
materially ahead of last year.
Estate Agency Franchising Division
The Estate Agency Franchise business revenue was £26.5m (2024:
£27.1m), with the decrease entirely due to the LSL Land and New
Homes business, due to the Ministry of Defence’s decision to bring a
significant contract back in house.
Supporting the growth of franchisees is of paramount importance,
including the provision of loans to facilitate letting book acquisitions.
In 2025, loans were granted enabling the acquisition of ten lettings
books, adding 1,400 properties to the lettings portfolio. The average
lettings royalties income per managed property increased by c.+3%
with total number of properties in line with the comparable period
last year at 37,451 (2024: 37,462).
The Estate Agency Franchise business continued to deliver a robust
residential sales performance, with sales related royalties increasing
12% year-on-year in a market which increased by 10%
2
.
Highlights
• Estate Agency Franchising underlying operating profit was £8.3m
(2024: £7.8m).
• Underlying operating margin improved to 31% (2024: 29%)
underpinned by cost leverage and operational efficiencies as the
business continues to scale.
• The number of properties under franchisees’ management
remained stable at 37,451 (31 December 2024: 37,462).
• Total of 293 branches at 31 December 2025 (31 December 2024:
291), representing over 65% UK postcode coverage.
• On a statutory basis, operating profit was £6.4m (2024: £6.6m).
Reduction driven by exceptional restructuring costs incurred in the
Land and New Homes business.
1 New mortgage lending by purpose of loan, Bank of England Table A5.3 - (31 January 2026)
2 Number of residential property transaction completions with value £40,000 or above, HMRC (30 January 2026)
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
20 21
OVERVIEW
Colleagues
Communities and
the Environment
Shareholders
Customers
Suppliers
Regulators
Section 172 Statement and
Stakeholder Engagement
The Directors have a responsibility, in accordance with Section 172 of the Companies Act 2006 (Section 172), to act in a way in which they consider,
in good faith, is most likely to promote the success of the Company and its members as a whole. In doing so, the Board takes into account the
interests of our stakeholders when decisions are made, considering the impact of those decisions on both the Company as a whole and its
individual stakeholders. In order to understand our stakeholder groups, we have various engagement methods, as described on the following pages.
Mortgage and insurance advisers,
lenders, Estate Agency franchisees
Our Stakeholders
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
20 21
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Stakeholder Engagement
Shareholders
Purpose Providing access to market-leading, growth orientated assets in the UK mortgage and property
market.
Why we engage The support of our Shareholders is crucial to our long-term success.
How we engage
• Chair and Non-Executive Directors meet with major Shareholders on request and as part of
induction programmes.
• Executive Director meetings with institutional Shareholders and analysts on release of results
or news on strategic initiatives.
• Committee chairs meet with major Shareholders to discuss specific issues when necessary.
• Engagement at the AGM, where voting is conducted as a poll to ensure Shareholder views
are properly reflected.
• Via email through our investor services channel or the Group Company Secretary (see page
162 for contact details).
• Information published on our website (including regulatory news announcements and
Financial Statements).
Board oversight The Board receives feedback on engagement with Shareholders from the relevant Board
member or our corporate advisers in order to consider their views when making decisions.
2025 outcomes The Chair engaged with major Shareholders ahead of the convening of a General Meeting
in May 2025 to propose a new LTIP and amendments to our Remuneration Policy. Feedback
was reflected in the final proposals presented to Shareholders. He engaged further with
Shareholders after the General Meeting as a significant vote against the proposals had been
received (see page 67 and the Directors’ Remuneration Report for more details).
Feedback as part of this engagement was not limited to remuneration matters; Shareholders
took the opportunity to give us their views on our capital allocation and share buyback policy,
amongst other things, and the Board considered this feedback when making decisions on these
matters, as described on page 26.
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
22 23
OVERVIEW
Section 172 Statement and
Stakeholder Engagement
continued
Stakeholder Engagement continued
Colleagues
Purpose
Delivering an improving colleague experience through an inclusive culture informed by colleague
feedback.
Why we engage
Our colleagues are critical to our culture and values and it is important that our workforce is
engaged, motivated and working in a safe environment. We are committed to being a better place to
work.
How we engage
• Colleague surveys.
• Colleague Forums (see pages 34 to 36 for details).
• Senior Management Conference.
• Videos from the Group CEO.
• Regular updates from Divisional Managing Directors on business performance.
• Newsletters, with input from colleagues across different areas of the business.
• Annual “Speak Up” week where serious concerns can be raised in confidence.
• Intranet.
Board oversight
The results of colleague surveys and various metrics demonstrating patterns in our workforce are
considered by the Nominations Committee. Feedback from the Colleague Engagement Forum is
reported to the Board via the Group CEO, Group CPO and the designated Non-Executive Director
for workforce engagement (Workforce NED), Darrell Evans, who ensures that colleague views are
considered as part of Board decisions.
2025 outcomes
Darrell Evans joined two meetings of the Colleague Engagement Forum in 2025, where he provided
more information on his role on the Board and its current priorities. He answered questions from
the forum’s members on remuneration matters, the appointment of new corporate brokers and the
Group strategy and how to leverage the combined strengths of the Group. The forum noted that
the Group’s updated purpose, mission, vision and values had been launched at the 2025 Senior
Management Conference and asked whether a similar communication forum could be launched for
other managers across the Group, which is being considered.
The 2025 colleague survey theme scores show strong performance this year exceeding 2023 and
2024 results. We received a 90% response rate (2024: 84%), with an engagement score of 77%
(2024: 73%) and belief in action by management of 52% (2024: 46%).
We have six themes in our colleague survey which are:
• Purpose
• Enablement
• Engagement
• Leadership
• Autonomy
• Reward and benefits
Our colleagues tell us they feel like they have a sense of purpose and this theme is our highest
scoring in 2025 and is above the industry benchmark. Both enablement and leadership have
outperformed the external benchmark this year with positive scores in areas such as providing
coaching, development and support.
Our colleague advocacy and motivation scores exceeded the previous year’s survey with colleagues
telling us they are proud to work at LSL and care about the future of our business.
One of the areas where scores had declined since 2024 was understanding business performance.
We are focusing our attention in 2026 on how we continue to purposefully communicate to our
colleagues on business performance, so everyone understands how we are doing.
Voluntary colleague turnover has reduced from 13.5% to 9.8% in 2025.
More information on colleague engagement initiatives and forums, including work undertaken in
2025 to support disability inclusion, training and development, and opportunities for community
engagement, is included in our Sustainability Report (pages 32 to 37), together with details of our
policy in relation to human trafficking and modern slavery.
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
22 23
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Customers
Purpose Mortgage and insurance advisers: Providing technology, compliance, marketing and business
development services to help our customers grow their businesses through delivering excellent
customer service and ensuring good customer outcomes.
Lenders: Providing access to a national network of highly-skilled chartered surveyors and using
our market-leading knowledge of property risk to help customers make safe lending decisions
and deliver excellent customer service.
Estate Agency franchisees: Providing technology and business development services to help
customers safely grow their business and deliver good customer service.
Consumers: Providing D2C surveys through our Surveying & Valuation Division to help buyers
gain insight and reassurance about their home purchase.
Why we engage Delivering high quality, consistent and continually evolving products and services is important
for customer satisfaction and retention, especially in the Financial Services Division and
Surveying & Valuation Division where we operate in a competitive market.
Our predominantly B2B service model means that, by delivering high quality services to our
customers, we also support the delivery of their services to their customers which in turn
generates revenue for the Group.
How we engage
• Regularly seeking feedback from customers to inform development of products and services.
• Relationship management meetings.
• Product and service engagement meetings.
• Attendance at events and conferences.
• Questionnaires.
• Mystery shopping exercises and focus groups.
• Trustpilot feedback (Surveying & Valuation Division only).
Board oversight The Board receives reports from the Group CEO on any significant customer issues.
Continued...
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
24 25
OVERVIEW
Section 172 Statement and
Stakeholder Engagement
continued
Stakeholder Engagement continued
Customers
continued
2025 outcomes
Our Financial Services Division received numerous awards and recognition in
2025 with our Mortgage Club having a particularly strong year having won the
Moneyfacts Mortgage Club of the year, the Scottish Mortgage Awards Distributor
of the year and Best Mortgage Club at the Money Age and Mortgage Introducer
awards.
The Division continued its transformation and has undertaken a number of
initiatives designed to improve the customer outcome, including:
• Improving technology with the introduction of a CRM in partnership with
Mortgage Brain, which has increased broker contact by 196%.
• Continued to review compliance policy to ensure that the right balance between
strong governance and helping our brokers to give advice.
• Invested in the sales and distribution and operational teams to enable greater
broker engagement.
• De-risked the business by discontinuing certain business lines that did not meet
our appetite or fair value assessments.
We continue to listen to feedback from our mortgage and protection brokers
regarding their expectations in relation to the technology we use and the Board has
approved significant investment into technology in the Financial Services Division to
help brokers with an integrated one stop shop for transacting business.
Our Surveying & Valuation Division successfully renewed those lender contracts that
were due for renewal in 2025, and importantly signed it’s first AVM contract with a
large UK banking group.
We are the only UK provider for AVM, remote and physical valuations for residential
mortgage lending with a growing reputation for innovation and property risk
expertise, whilst continuing to achieve double digit growth through our consumer
survey channel and maintaining an excellent rating of 4.8 on Trustpilot.
Several brands within the Estate Agency Franchising Division secured positions
in the prestigious Best Estate Agency Guide, which recognises the top estate and
lettings agents across the UK.
Our largest franchise partner, National Home Move, was awarded bronze for
"Community Champion of the Year" at the Negotiator Awards.
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
24 25
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Suppliers
Why we engage
Key supplier performance is important. We expect them to operate with an appropriate level of
integrity and within applicable laws and regulations, including the Modern Slavery Act 2015.
How we engage Contractual performance and KPI reviews, and ongoing monitoring of financial security.
Board oversight Any significant new relationships are approved by the Board. Day-to-day management of
supplier relationships is undertaken by senior management, with any concerns about significant
suppliers escalated to the Board via the Group CEO.
2025 outcomes Each Division enhanced its supplier governance arrangements, including criticality assessments
of all key suppliers and the establishment of appropriate oversight controls. In addition, a
strategic procurement review progressed to identify opportunities to leverage the Group’s scale
and drive efficiencies, with further work planned in 2026.
Regulators
Why we engage Engaging with our regulators enables us to ensure we are compliant with regulations and adapt
our processes as changes to best practice operations are identified.
How we engage
• Open and co-operative responses to enquiries and requests for information.
• Participation in industry-wide regulatory studies and reviews.
Board oversight The Board and/or ARC receive regular updates from the Group CRO on the Divisions’
compliance with their regulatory obligations and, in particular, any correspondence and
engagement on material matters with the FCA.
2025 outcomes During the year our FCA regulated subsidiaries have responded to a number of regulatory
consultations and guidance, and reviewed their operations where appropriate in response,
including:
• Participating in the FCA’s market study on Pure Protection.
• Responding to the FCA’s consultation paper on the Mortgage Rule Review.
Communities
and the
Environment
Why we engage We want to have a positive and lasting impact on the communities we work in and reduce our
impact on the environment.
How we engage
• Sustainability Committee and Communities Forum consider our impact and charitable
initiatives.
• Surveying & Valuation Division undertakes sustainability initiatives in conjunction with lender
clients.
• The Financial Services network participates in the Mortgage Climate Action Group, an
industry-wide group focusing on the Net Zero economy.
Board oversight The Group CEO is a member of the Sustainability Committee and the Board receives regular
updates on the Group’s sustainability initiatives. More information is provided in our
Sustainability Report on pages 32 to 37.
2025 outcomes Our colleagues have been involved in various charitable initiatives during the year, as detailed in
the Sustainability Report on page 36.
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Decisions Impact on stakeholders
Appointment of
Adam Castleton
as Group CEO
Following David Stewart’s retirement, the Board appointed Adam
Castleton as his successor, firstly as CEO designate, then taking up the
position formally in May 2025. Adam has made a positive start, driving
forward change, building on relationships with Shareholders and leading
a cultural shift across the business.
Positive on our Shareholder
relationships, building more strategic
cross Group relationships with key
lender partners and product providers
and embedding culture with our
colleagues.
Appointment of
new corporate
brokers
The Board appointed Jeffries International and Shore Capital as the
Group’s joint corporate brokers in August 2025.
Supports our goal to enhance
engagement with our Shareholders and
attract new investors.
Share buyback
programme
The Board accelerated its share buyback programme in the second half
of 2025 and the £7m share buyback programme launched in April 2024
completed, with 2,610,470 shares purchased at an average purchase
price of 268 pence per share. Given the financial strength of the Group,
its capital-light operating model and ongoing strong cash generation
capability, the Board announced the launch of a new £12m share buyback
programme in January 2026.
Allocates capital to drive Shareholder
value.
Updated
Remuneration
Policy and
introduction of
2025 LTIP
The Board reviewed the Remuneration Policy for Executive Directors
and the broader remuneration approach to ensure it was effective. It
undertook a Shareholder consultation in relation to potential policy
amendments in order to ensure that our remuneration structures
reward good performance and deliver value to Shareholders. Following
consultation, a new Remuneration Policy and our 2025 LTIP were
approved by Shareholders in May 2025.
Aligns the interests of our Executives
with that of our Shareholders.
New purpose,
mission, vision
and values
The Board approved our new purpose, mission, vision and values (pages
04 and 06) in October 2025, which was subsequently launched to the
business at our Senior Management Conference at the end of November
2025. This marks an important step forward in building who we are and
how our people work together to achieve more.
Reinforces our cultural expectations to
colleagues, Shareholders and clients.
LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
26 27
OVERVIEW
Section 172 Statement and
Stakeholder Engagement
continued
Section 172 Statement
Board decisions
The Board sets the Group strategy, values and culture which ensure
that stakeholder considerations are considered when decisions are
being made across the business.
The key matters, and their impact on the Group’s stakeholders’
interests, considered by the Board during the year are set out below.
In making these decisions, the following Section 172 considerations
were considered:
• The likely consequences of any decisions in the long-term.
• The interests of the Company’s employees.
• The need to foster the Company’s business relationships with
suppliers, customers and others.
• The impact of the Company’s operations on the community and
the environment.
• The desirability of the Company maintaining a reputation for high
standards of business conduct.
• The need to act fairly as between members of the Company.
Further information on how these factors are considered is included
in the Group’s Business Model and Strategy (pages 04 to 07), Risk
Management (pages 27 to 30), Sustainability Report (pages 32 to 37)
and the Corporate Governance Report (pages 50 to 55).
The principal decisions during the year were:
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
26 27
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Risk Management
Governance and oversight
The Board has overall responsibility for the Group’s risk management
and internal control system, supported by the Audit & Risk
Committee, which provides independent oversight and challenge.
Divisional risk committees ensure that emerging risks, regulatory
developments and changes in operating conditions are identified,
assessed and escalated promptly.
Given the regulated nature of our Financial Services Division, an
enhanced governance structure operates through the independent
PRIMIS board, its compliance & audit committee and the board risk
& customer outcomes committee. This provides dedicated oversight
of risk, conduct, regulatory compliance and customer outcomes,
including consumer duty and operational resilience.
Risk reporting and risk appetite
Regular risk reporting provides the Board with visibility of the Group’s
risk profile across strategic, financial, operational, customer and
regulatory risks, including emerging risks and issues of Group-level
significance. The Board-approved risk appetite statement guides
decision-making and is supported by Group-wide policies ensuring
consistent risk management across all Divisions.
Risk framework core components
• Risk appetite and policies: Define the levels of risk the Group is
willing to accept in pursuit of its objectives and ensure consistent
control standards across the Group.
• Risk control self-assessment: Regular assessments of risk
exposure and the effectiveness of controls.
• Risk event reporting: Timely reporting and analysis of material risk
events, enabling thematic learning and improved cross-Group insight.
• Key risk indicators: Forward-looking metrics providing early
warning of increases in risk exposure.
Three lines of defence
Our three lines of defence model provides clear accountability and
independent assurance:
1. First line - management: Owns risks and maintains effective
internal controls.
2. Second line - risk & compliance: Provides oversight, challenge and
aggregated reporting.
3. Third line - internal audit: Provides independent assurance over
governance, risk management and internal controls.
Our risk framework
Our risk management framework (the Framework) supports delivery of the Group’s strategy by
providing a consistent, Group approach to identifying, assessing and managing risks. It enables the
Group to operate within the risk appetite set by the Board, safeguard customers and colleagues, and
maintain long-term resilience. Risk considerations are embedded into day-to-day decision-making and
supported by a culture of accountability, ownership and continuous improvement.
LSL Audit & Risk CommiƩee
Divisional risk commiƩees (board/execuƟve)
Risk culture
Three lines of defence
Risk reporƟng and oversight (including horizon scanning)
Risk framework and risk appeƟte
Policies
Issue and acƟon management
Risk assurance
Risk system
Risk awareness, educaƟon and communicaƟons
Financial CustomerOperaƟonal Regulatory
Strategic and
reputaƟonal
Risk event reporƟng
Risk events reported within 48 hours
of occurrence. Along with remediaƟon,
root cause and trend analysis
completed to enhance controls
Key risk indicators
KRI established for all material risks,
ongoing monitoring against defined
thresholds to inform risk exposure/
control effecƟveness
Governance and
oversight
Risk reporƟng
Risk framework,
appeƟte and policies
Risk framework,
core components
Underpinned by
standard operaƟng
procedures
Risk enablers
Risk control self-assessment
Register of risks
and controls assessed periodically
to determine risk profile
LSL Board
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
28 29
OVERVIEW
Risk Management continued
Assessing the effectiveness of risk culture
The Board recognises that an effective risk culture underpins sound
governance and effective internal controls. Oversight of risk culture is
provided by the Audit & Risk Committee, supported by management
and the Group risk function.
The effectiveness of the Group’s risk culture is assessed on an
ongoing basis using a range of indicators, including employee
engagement and culture survey results, Internal Audit findings and
thematic observations, risk and control self-assessments, incident
and near-miss reporting and whistleblowing activity. These inputs
are considered collectively throughout the year to identify trends,
behavioural indicators and areas requiring management attention.
In advance of enhanced internal control framework effectiveness
disclosures expected to apply from 2026, the Group is further
strengthening its approach to evidencing risk culture and control
effectiveness. This includes improving the quality and consistency of
management information and clarifying accountability for risk and
control ownership across the Group.
Provision 29 readiness
During the year, we progressed our preparations to comply with
Provision 29 of the UK Corporate Governance Code, strengthening
our risk management and internal control framework to support the
Audit & Risk Committee in its considerations relating to the required
declaration on the effectiveness of material controls.
This has included defining our material financial, operational and
compliance controls, clarifying accountabilities, and enhancing
documentation and evidence. A structured testing and assurance
programme is being implemented to enable ongoing monitoring of
control effectiveness, with oversight provided by the Audit & Risk
Committee.
Principal risks & uncertainties
Nature of risk/context How the risk is managed Gross trend
(with rationale)
1. UK housing market
The Group is exposed to the cyclical UK housing market,
with performance closely linked to transaction volumes,
lender behaviour and the availability and pricing of mortgage
finance. Affordability pressures remain and market activity is
sensitive to interest rate expectations, employment levels and
geopolitical factors affecting gilt yields and funding costs.
Impact: Lower transaction volumes, tighter lender credit
appetite or sudden changes in mortgage pricing may reduce
revenue, margins and cash generation, and increase earnings
volatility across Divisions.
Time horizon: Immediate to medium-term (0-36 months),
reflecting the potential for rapid mortgage repricing.
• Three-year strategic and financial planning with
downside sensitivities.
• Strong capital and liquidity position.
• Disciplined capital allocation and cost control.
• Regular Executive and Board monitoring of market
conditions and lender behaviour.
• Assumptions reflected in going concern, viability and
impairment assessments.
↑
Increasing
Affordability pressures
persist, and geopolitical
uncertainty and volatility
in gilt yields and funding
costs increase uncertainty
around mortgage pricing
and lender appetite.
2. Market disruption and competitive dynamics
Markets are experiencing rapid technological change,
evolving business models and competitive consolidation.
Threats arise from digital-first and AI-enabled platforms,
consumer preference for simplified channels and
consolidation within broker markets which may increase
pricing pressure and reduce intermediary volumes. In
Surveying & Valuation, greater AVM adoption may reduce
demand for physical inspections or shift volumes to lower-fee
products.
Impact: Market share erosion, margin pressure and adverse
revenue mix.
Time horizon: Short to medium-term (18-36 months).
• Ongoing horizon scanning and competitor
monitoring.
• Targeted investment in technology, data and digital
services, including AVM capability within Surveying
and Valuation.
• Government oversight of delivery models and third-
party dependencies.
↑
Increasing
Accelerated AI adoption,
lender experimentation
with alternative models
and broker market
consolidation are
intensifying competitive
pressures.
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
28 29
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Nature of risk/context How the risk is managed Gross trend
(with rationale)
3. Execution of strategy
Delivery of the Group’s strategy depends on effective execution
of transformation initiatives, capital allocation and operational
change across multiple Divisions. Increasing complexity,
dependency on specialist skills and finite management and
delivery capacity create execution risk, particularly where
programmes run in parallel or rely on legacy systems and third-
party providers.
Impact: Delayed benefits realisation, increased costs, operational
disruption and reduced strategic momentum.
Time horizon: Short to medium-term (18-36 months).
• Regular Executive and Board review of
strategy, priorities and delivery capacity.
• Structured transformation programmes
with clear accountabilities, milestones and
ownership.
• Governance to monitor delivery risk,
interdependencies and benefits realisation,
including programme deep dives and
escalation where required.
↑
Increasing
The scale, complexity
and concurrency of
transformation activity,
combined with resource
constraints, heighten
execution risk despite
strong governance.
4. Professional services delivery
The Group provides professional services across Estate Agency
Franchising, Surveying & Valuation and Financial Services, which
carry inherent exposure to claims where services do not meet
professional, legal or contractual standards.
Claims may arise from valuation judgements or marketing
appraisals, interpretation of client instructions or scope,
service delivery or support standards, commission or payment
arrangements, or contractual performance, including where
services are reviewed, challenged or volumes are subsequently
reinstated.
Impact: Claims costs, remediation and reputational damage.
Time horizon: Immediate to short -term (0-18 months).
• Service delivery frameworks and relationship
management across all Divisions.
• Quality assurance and escalation processes.
• Professional indemnity insurance with
governance oversight of coverage and claims
trends.
• Established legal and risk governance to manage
complaints and claims in the ordinary course of
business.
• All franchisees are members of The Property
Ombudsman and comply with its code of
practice.
↔
Stable
Underlying exposure and
claims profile remain
broadly consistent,
supported by strong
quality assurance.
5. Client contracts and B2B relationships
Business volumes may decline if key B2B clients, brokers or
franchisees are lost or reduce activity. Competitive pressures,
pricing changes or clients developing in-house capability may
erode market share.
Impact: Step-change volume reduction and operating leverage
downside.
Time horizon: Short to medium-term (18-36 months).
• Active contract monitoring, renewal and
negotiation.
• In Surveying & Valuation, the Group has a
strong track record of renewal and increasing
allocations.
• Benchmarking of propositions.
• Long-term renewal of key Surveying &
Valuation client contracts.
• Relationship management and financial
health monitoring.
↑
Increasing
Heightened competition
and client capability
development.
6. Cyber, data and operational resilience (including third-parties)
Cyber threats continue to increase in frequency and
sophistication. Reliance on cloud platforms, AI tools and
third-party providers heightens exposure to outages and data
compromise.
Impact: Operational disruption, regulatory sanctions, remediation
cost and loss of trust.
Time horizon: Immediate to short-term (0-18 months).
• Continuous threat monitoring and cyber
investment.
• Oversight by Group Data & Information
Security Committee (DISC), Divisional
specialists and DPOs.
• Group minimum standards, penetration
testing and access controls.
• Incident response and resilience testing,
including critical supplier mapping.
↑
Increasing
External threat
environment and
third-party dependency
intensifying.
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OVERVIEW
Risk Management continued
Nature of risk/context How the risk is managed Gross trend
(with rationale)
7. Regulatory compliance and change
The Group operates in a highly regulated
environment. Regulatory change may increase
obligations, cost and complexity and introduce
new conduct expectations across property and
financial services.
Impact: Customer harm, remediation or redress,
regulatory sanction and increased cost.
Time horizon: Short to medium-term (18-36
months).
• Strong Divisional governance and independent oversight
in Financial Services.
• Structured identification, assessment and escalation of
regulatory change.
• Engagement with regulators and industry bodies.
• Monitoring of customer outcomes, including consumer
duty.
↔
Stable
Significant change
balanced by mature
compliance capability.
8. Credit risk (broker insolvency/commission clawback and lender exposure)
Advance commission in protection business is subject to
clawback if policies lapse. Where broker firms become
insolvent, the Group remains liable for associated
clawbacks on historic business. The Group may also have
exposure to specialist lenders and funding counterparties
whose financial resilience is sensitive to market and
funding conditions.
Impact: Earnings volatility, cash outflows and potential
counterparty disruption.
Time horizon: Immediate to medium-term, aligned to
indemnity periods and funding conditions.
• Rigorous financial due diligence and onboarding of
network firms and counterparties.
• Ongoing monitoring of broker and lender financial
health with escalation processes.
• Exposure monitoring by cohort, firm, insurer
and lender, linked to provisioning and contingent
disclosures where relevant.
↑
Increasing
Elevated UK SME
insolvency levels.
9. Colleague resources, talent and expertise
Strategy delivery depends on attracting, developing
and retaining colleagues with appropriate skills and
leadership capability. Competition for digital and
technology skills remains intense.
Impact: Execution risk, operational disruption and
reduced innovation.
Time horizon: Short to medium-term (18-36 months).
• Group-wide people governance via Remuneration and
Nominations Committees.
• Engagement, wellbeing initiatives and succession
planning.
• Targeted development of critical skills and leadership
capability.
↑
Increasing
Sustained competition for
specialist and digital skills.
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30 31
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
The Directors have assessed the Group’s prospects and viability, having regard to its current and
expected financial position, available financing facilities, management actions and the potential impact
of the Group’s principal risks and uncertainties.
Assessment of prospects
The Board reviews the Group’s prospects throughout the year, with
particular focus during the annual strategic planning and three-
year budgeting process. This process is led by the Group CEO and
Group CFO, with input from the Executive Committee and Divisional
Managing Directors. In assessing prospects, the Board considers
whether plans appropriately reflect the external environment,
including macroeconomic, political and geopolitical, regulatory,
technological and climate-related factors. This results in the approval
of strategic objectives and detailed forecasts over a three-year period
(the three-year plan). Our business model and strategy are described
on pages 04 to 07.
Assessment of viability
The Directors assessed viability over the three-year period ending
31 December 2028, which is considered appropriate as it aligns with
the Group’s strategic planning cycle and reflects the period over
which the Directors can forecast with reasonable confidence while
capturing key risks and covenant considerations.
The assessment included stress testing the Group's financial forecasts
against severe but plausible scenarios (developed with input from
senior management and Divisional finance teams) assuming all three
Divisions continue to operate. In aggregate, the scenarios reflected:
Viability Statement
a severe downturn in our markets, where:
→
housing transactions decrease by an average of 33% versus
2025, which is 6% below the level seen during the last recession
in 2008, caused by:
• economic conditions (such as high inflation and interest rates
and reduced availability of debt funding);
• political or other uncertainties; or
• a combination of these issues.
the loss of a major contract
→
such as the loss of a top five lender, which has not occurred for
over five years.
a professional indemnity risk event
→
resulting in a significant increase in valuation claims for our
Surveying & Valuation Division.
a material one-off regulatory fine or redress expense
The scenario set was derived from the principal risks outlined
on pages 28 to 30, including UK housing market cyclicality, client
contract risk, professional indemnity claims, regulatory change,
and the potential combined impact of these risks. The scenarios
also consider the mitigating actions available to management to
preserve liquidity, including reductions in discretionary expenditure
and capital investment. Climate-related risks were also considered
and are not currently expected to have a material impact on viability
over the assessment period. The Directors also considered the
stability of recurring and counter-cyclical income streams (including
mortgage and insurance renewals, lettings and asset management),
representing approximately 25% of Group revenue, and operational
flexibility to mitigate adverse conditions.
The results indicated that the Group would be able to continue
operating and meet its liabilities as they fall due throughout the
period. Under all scenarios and at each scheduled covenant test
date, the Group maintained sufficient liquidity and headroom against
its banking covenant ratio of 2.75x net debt: adjusted EBITDA (with
3.00x allowable for two consecutive test periods during the renewal
period). The Group’s financial position has been further strengthened
by the extension of its £60m banking facility to January 2030.
Reverse stress testing was also performed to assess the level of
market deterioration required to breach the Group’s net debt/
adjusted EBITDA covenant. This indicated that housing market activity
would need to fall to levels materially below those experienced
during the 2008 financial crisis, with no recovery. The Directors
consider the likelihood of this occurring to be remote.
The Audit & Risk Committee oversaw the viability assessment
process during 2025 which included the review of the reverse stress
test. Based on this assessment, the Directors have a reasonable
expectation that the Group will continue in operation and meet its
liabilities as they fall due over the three-year period to 31 December
2028.
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
32 33
OVERVIEW
Our sustainability programme supports our long-term ambition to be a responsible, resilient and
future-focused business, creating lasting value for colleagues, customers and wider stakeholders.
During 2025, we refined the foundations of our approach through
a review of our sustainability activity and the development of a
refreshed framework aligned to our purpose and culture.
Our programme is built around three interconnected pillars:
1) People & Community
2)
Environment
3) Governance
Our 2025 focus has been on improving insight into our environmental
impact, strengthening engagement and development across our
workforce and reinforcing standards of governance and oversight,
while aligning Group and Divisional activity around a common
sustainability framework.
This ongoing work will help ensure our sustainability programme
remains aligned with the Group’s strategy and supports long-term,
sustainable growth.
Programme governance
The Board and Group CEO have overall responsibility for
sustainability-related matters, setting strategic direction and ensuring
the programme supports the Group’s long-term ambitions. Day-to-
day delivery is delegated to the Sustainability Steering Committee
(SSC), which includes the Group CEO, Group CPO, Group Company
Secretary, Group CRO, and representatives from Group Finance,
Legal, and our Divisions. It is chaired by the Group Sustainability
Director.
The SSC meets quarterly to monitor progress, review KPIs, assess
risks and opportunities and undertake horizon scanning for emerging
regulation and legislative change. The SSC reports regularly to the
Audit & Risk Committee to ensure oversight of sustainability-related
risks, including climate.
Delivery of our sustainability programme is further supported by four
colleague forums, each with an executive sponsor:
• Colleague Engagement Forum (CEF), sponsored by Debra Gardner,
Group CPO.
• Environmental Working Group (EWG), sponsored by Saad
Hassanuddin, Group CRO.
• Communities Forum, sponsored by Saad Hassanuddin, Group CRO.
• Inclusion & Diversity (I&D) Forum, sponsored by Debra Gardner,
Group CPO.
These forums play an important role in driving engagement, shaping
initiatives and ensuring sustainability activity is embedded across the
business.
In addition, our annual sustainability conference brings all forums
and executive sponsors together to review progress, share insights
and align on priorities for the year ahead. This collaboration ensures
that our sustainability programme remains responsive, coordinated
and grounded in the experiences of colleagues across the business.
Alongside our internal governance, external sustainability ratings
provide independent assessment of our environmental, social and
governance practices and support benchmarking against recognised
frameworks. Our ratings are set out below:
EcoVadis provides an independent
assessment of environmental, social
and ethical performance, offering a
recognised benchmark for ESG
standards.
Awarded to our Surveying &
Valuation Division in 2025.
CDP provides a globally recognised
framework for assessing environmental
performance, including emissions and
climate-related risks.
Awarded to LSL Group in 2025.
People
The capability and expertise of our 1,758 colleagues underpin
our continued success. During 2025, we advanced our work on
engagement, development, inclusion and wellbeing through a more
structured approach to learning and development, targeted inclusion
and wellbeing activity, and the use of recognised frameworks. This
improved the quality and consistency of people-related information,
supporting more informed decision-making.
Listening to our people
Understanding colleague experience is a key component of our
people strategy. Our annual engagement survey provides valuable
insight into engagement, culture and leadership across the Group.
Sustainability Report
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32 33
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Themes Response favourability
Private
sector
benchmark
2023
results
2024
results
Purpose
81% 13% 6%
+5 +1 +1
Enablement
77% 12% 11%
+10 +4 +4
Autonomy
73% 15% 13%
+2 0 +3
Reward
64% 21% 15%
0 +2 +2
Leadership & change
74% 17% 9%
+9 +8 +6
Engagement
77% 17% 6%
-3 +3 +4
Question Theme Response favourability
Private
sector
benchmark
2023
results
2024
results
My manager takes the
time to provide feedback,
offer guidance and
support my development
Leadership
& change
83% 10% 7%
+19 +14 +22
My manager gives me
regular feedback on how
I am doing
Leadership
& change
84% 9%
7%
+15 +8 +8
Key:
●
Favourable
●
Neutral
●
Unfavourable
This year saw a strong uplift in colleague feedback, with the survey
achieving a 90% response rate, representing 1,578 colleagues, up
6 points from 84% of colleagues last year. Engagement scores also
increased significantly, reaching 77% compared with 73% in 2024,
demonstrating continued strengthening of colleague connection
and confidence across the Group. Overall, survey results in 2025
show a continued year-on-year improvement across most themes,
with performance generally at or above private sector benchmarks,
particularly for purpose, enablement and leadership & change.
Manager-led feedback and development remained a strength in
2025, showing the strongest improvement across the Group. These
results underline the importance of continuing to develop leaders
and managers to support colleague development and engagement.
Debra Gardner, our Group Chief People Officer, comments: "Seeing
90% of colleagues take part, alongside a 77% engagement score gives
me real confidence in the strength of our culture. It demonstrates
that colleagues feel heard, connected to our purpose and confident
that their voice matters."
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
34 35
OVERVIEW
All colleagues – workforce profile and turnover
2025 2024
Headcount
Total colleagues 1,785 1,802
Gender (headcount)
Male 970 965
Female 812 837
Gender (%)
Male 54 49
Female 46 51
Ethnicity (headcount)
Asian/Asian British 101 83
Black/African/Caribbean/Black British 33 36
Mixed/Multiple ethnic groups 34 25
White 1,301 1,255
Other ethnic group 23 26
Disability (headcount)
Disability or long-term health condition 266 247
Non-disclosure rate (%)
1
4 4
Voluntary turnover (%)
Total voluntary turnover 9.8 13.5
Male 54 49
Female 46 51
Colleague Engagement
LSL
Colleague
Engagement
Our Colleague Engagement Forum (CEF) plays an
important role in strengthening communication
and colleague voice across the Group. It brings
together nominated representatives from all
parts of the Group to support the sharing of
views and ideas that reflect the experiences of
colleagues, ensuring that engagement activities
and change initiatives are well-communicated and informed by
colleague feedback.
During 2025, the CEF contributed to several key programmes,
including the review of our people policies, providing input into our
electric car scheme, supporting the development of a competency
framework and promoting the colleague engagement survey. These
activities highlight the value of the CEF in shaping initiatives that
directly impact colleagues across the business.
Inclusion & Diversity
LSL
Inclusion
& Diversity
We remain committed to building a diverse and
inclusive workplace that reflects the
communities we serve and enables colleagues to
thrive. During the year, we strengthened our
diversity and inclusion data, giving us improved
visibility of representation across the Group.
We have adopted diversity targets that are in line with the UK Listing
Rules. Our progress towards them is reported in the Nominations
Committee Report on pages 58 and 59, alongside the gender and
ethnicity metrics of our Board and executive management. We have
also set diversity targets for the Senior Management Team. Progress
against these targets is monitored and reported alongside wider
workforce diversity metrics below.
1 Non-disclosure rate based on total number of survey responses
Sustainability Report continued
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34 35
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Senior Management Team
1
– diversity
2025 2024
Gender
Male
27 (60%) 30 (68%)
Female 18 (40%) 14 (32%)
Ethnicity
2
White 32 (71%) 32 (95%)
Ethnic minority 4 (8%) 2 (5%)
40%
Female representation at Senior
Management Team level, against a target
of 33%
Female representation within the Senior Management Team
increased in 2025 to 40%, compared with 32% in 2024, exceeding
the Group target of 33%. This reflects an increase in the number
of female colleagues at senior management level year-on-year,
alongside a corresponding reduction in male representation.
Ethnic minority representation within the Senior Management Team
increased in 2025 to 8%, compared with 5% in 2024, against a Group
target of 11%. While representation remains below target, the year-on-
year increase reflects continued progress at senior management level.
Disability
In 2025, 1 in 6 colleagues (266) identified as having a disability or long-
term health condition, reinforcing the importance of understanding
differing needs and offering supportive, inclusive adjustments.
As part of this commitment, during 2025 we have continued to work
with Disability Rights UK to progress through the Disability Confident
programme, strengthening our approach to recruitment, workplace
adjustments and colleague support. This year we also introduced
a Disability Champions Network, creating a platform for colleagues
with lived experience to share insight, shape policy development and
raise awareness across the organisation.
These initiatives reflect our belief that a more inclusive culture
strengthens engagement, improves retention and supports better
outcomes for colleagues, customers and all stakeholders.
Health, safety and wellbeing
Maintaining a safe, healthy and supportive workplace remains a core
responsibility. Our health and safety framework continues to focus
on preventing incidents, promoting safe behaviours and ensuring
colleagues feel supported both physically and mentally.
During 2025, we recorded five RIDDOR reportable incidents, an
increase from two in 2024. Each incident was reviewed through
established reporting and investigation processes, with learning
outcomes shared across relevant teams to support continuous
improvement and strengthen our safety culture. The increase does
not indicate a change in underlying risk profile and was proportionate
to the nature and scale of operational activity during the year.
Actions arising from these reviews included updates to relevant risk
assessments and the introduction of additional personal protective
equipment, where appropriate, to further support safe working
practices.
Alongside our safety obligations, colleague wellbeing continues to
be an increasingly important part of our people strategy. We have
strengthened the support available through a range of initiatives
including our Employee Assistance Programme which offers 24/7
confidential advice, counselling and wellbeing resources. This is
complemented by wider wellbeing initiatives aligned with the Better
Health at Work framework, through which we achieved bronze status
in 2025. These initiatives promote healthy working practices and
raise awareness of the support available to colleagues across the
Group.
1 Our Group Executive Committee, Divisional Managing Directors and the Group Company Secretary and their direct reports who are A1 and A2 grades (excluding
Executive Directors)
2 Excludes those that have not disclosed. Non-disclosure rate is 20% (9 colleagues)
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36 37
OVERVIEW
Investing in our people
Training and development
We continue to invest significantly in colleague development to
ensure our people have the skills, knowledge and support they need
to deliver high-quality services across the Group. Development
remains a critical component of our people strategy, helping to
build capability, strengthen compliance, and support ongoing career
development for colleagues at every stage.
During 2025, colleagues across the Group completed a significant
volume of training, supporting both technical capability and broader
professional development. Training activity also extended to our
franchise partners, helping to support consistent service quality and
capability development across the network.
5,563
hours of training
completed by
colleagues
18,369
hours of training
delivered to
franchise partners
Our use of the Government Apprenticeship Levy continued to
support career development and access to accredited training across
a range of roles. Apprenticeship programmes provide a practical
route for skills development, with colleague participation increasing
during the year. These programmes support long-term capability
building while enabling colleagues to develop skills aligned to current
and future business needs.
£198,000
invested through the
Apprenticeship Levy
13
colleagues
qualified through
apprenticeship
programmes
Looking ahead, we will continue to strengthen our approach to
training and career development to support a confident, capable and
future-ready business.
Colleague share schemes
We provide colleagues with the opportunity to invest in the business
through all-employee share schemes, including our BAYE/SIP and
SAYE schemes.
The BAYE/SIP scheme enables colleagues to purchase LSL shares
monthly in a tax-efficient manner, with LSL matching one share for
every five shares purchased. The SAYE scheme allows colleagues to
save monthly and purchase LSL shares at a fixed price at the end of
the savings period. In 2025, 16% of colleagues participated in the
SAYE scheme, representing an increase compared with 2024 (14%).
Community engagement
LSL
Supporting and engaging with the communities
we serve is an important part of our sustainability
programme. Across the Group, colleagues give
their time, skills and resources to local causes,
reflecting our commitment to having a positive
social impact.
513
volunteering days
Colleagues contributed time and skills to
support community organisations and local
initiatives across the Group during 2025
Colleague participation in community activity remained strong during
2025. Led by our Communities Forum, volunteering activity focused
on a range of fundraising and sponsored events including sporting
challenges, food and clothing donations, community volunteering
and environmental projects, enabling colleagues to support local
community organisations and initiatives across the Group.
£48,380
raised
Colleagues raised charitable donations in
2025, supporting both national charities
and causes chosen locally across the
Group
Alongside volunteering activity, charitable giving remained an
important part of our community contribution, supporting both
national charities and causes chosen locally across the business.
Together, volunteering and fundraising activity reflect strong
colleague engagement and commitment to the communities in
which we operate.
Environment
Under the guidance of the EWG, we have
strengthened our approach to environmental
management, focusing on reducing our
operational impact and supporting a more
sustainable business. Through external training,
we have invested in building the capability of the
EWG and advanced our understanding of the
Group’s carbon footprint. We have also invested in carbon accounting
software to improve reporting and data quality, while enhancing our
assessment of climate-related risks and opportunities
Sustainability Report continued
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36 37
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Engaging colleagues is central to achieving meaningful environmental
progress and to delivering our Net Zero 2040 ambition. To support
this, we launched a green champions network at the Group
sustainability conference in late 2025, setting out plans for a Group-
wide community of colleagues who will help shape local initiatives,
encourage behavioural change and promote practical actions that
contribute to our environmental goals.
As we look ahead to 2026 the balance between compliance and
engagement will help us to make steady measurable progress against
our environmental commitments and provides an important bridge
to our TCFD reporting, which sets out in more detail how we assess,
govern and manage climate-related risks and opportunities.
Governance
Strong governance is essential to delivering our sustainability
ambitions and maintaining trust across all stakeholder groups.
Our approach focuses on clear accountability, ethical conduct and
processes that support responsible actions across the Group.
Human rights and modern slavery
We are committed to respecting human rights and preventing
modern slavery across our operations and value chain. Our approach
is informed by the UN Guiding Principles on Business and Human
Rights, which provides a clear framework for identifying, managing
and mitigating human rights risks.
We publish an annual Modern Slavery Statement outlining our
commitment, expectations across our supply chain, and own actions
in this area. This can be found on our website at lslps.co.uk.
Safeguarding customer welfare and vulnerability
Within our Surveying & Valuation Division, colleagues play an
important role in identifying potential risks within the value chain.
Operational surveyors are trained to recognise and report signs of
customer vulnerability encountered during property inspections.
In 2025, 544 (2024: 527) such concerns were raised, enabling
appropriate follow-up and support where required. We also continue
to operate procedures to comply with the FCA’s consumer duty
regime.
Ethics and conduct
Our Combined Ethics Policy sets out the standards of behaviour
expected from all colleagues across the Group. It covers key areas
including anti-bribery and corruption, anti-fraud procedures, conflicts
of interest, whistleblowing, and responsible business conduct.
The policy is reviewed regularly to ensure it remains aligned with
regulatory requirements and industry best practice. Awareness is
supported through mandatory training and internal communications,
helping colleagues make informed, ethical decisions.
Colleague policies
We have centralised Group colleague policies, as well as separate
Divisional policies for certain matters. Our Group policies cover topics
such as family-friendly matters, equality and health-related matters,
including mental health and wellbeing. During 2025, 20 Group
colleague policies were reviewed and updated, ensuring they
remain current, consistent and aligned to regulatory and business
requirements.
Compliance training
Compliance training plays a central role in ensuring colleagues
understand their responsibilities and the standards required of them.
2025 compliance training completion rate
99.7%
Training covers areas such as anti-bribery, data protection, financial
crime, and other regulatory requirements. Regular completion helps
maintain a strong compliance culture and supports effective risk
management across the business.
Speak Up: whistleblowing
We encourage colleagues to raise concerns through our confidential
Speak Up process, which allows issues to be reported anonymously
and in line with the procedures set out in our Combined Ethics
Policy. This helps us maintain an open culture where colleagues feel
confident to speak up about potential concerns.
In June 2025, we ran a dedicated Speak Up Week campaign to raise
awareness of the process and reinforce the importance of speaking
up. During 2025, zero reports were received and we continue
to promote the channel to ensure colleagues feel informed and
confident to use it whenever needed. Maintaining an open culture
where colleagues feel safe to speak up remains a core priority for us.
Payment practices
e.surv, our only Group entity that meets the statutory reporting
threshold under the Small Business, Enterprise and Employment
Act 2015, submits bi-annual payment practices reports, which are
publicly available on the Government’s reporting portal (check-
payment-practices.service.gov.uk).
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38 39
OVERVIEW
Non-Financial and Sustainability
Information Statement
Reporting requirement Cross reference/location of reporting Page
Climate-related financial disclosures TCFD Report 39
• Environmental matters (including the impact
of our businesses on the environment)
• Our colleagues
• Social matters
• Respect of human rights
• Anti-bribery and corruption matters
Corporate Governance Report
Sustainability Report
Section 172 Statement and Stakeholder Engagement
50
32
20
Business model Business Model and Strategy 04
Non-financial policies Sustainability Report includes overviews of our
policies relating to:
• Human rights and modern slavery
• Anti-bribery and corruption
• Whistleblowing and Speak Up arrangements
• Health and safety
• Colleague employment policies
32
Principal risks relating to the non-financial
matters and how these are managed
Risk Management 27
Non-financial KPIs Sustainability Report
Corporate Governance Report
32
50
The table below includes information required by section 414CB of the Companies Act 2006:
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OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
TCFD Report
Our disclosures have been prepared in accordance with the:
1. Companies Act 2006 (section 414CB(2A)).
2. UK Listing Rules (UKLR 6.6.6(8)).
3. Task Force on Climate-related Financial Disclosures (TCFD).
4. Streamlined Energy and Carbon Reporting (SECR).
We confirm that we have complied with the 11 TCFD
recommendations. Below is a summary of the status of our
compliance.
Governance Compliance summary Status Page
Describe the board’s oversight of
climate-related risks and opportunities.
• Board oversight of climate matters delegated to the ARC.
• Sustainability Steering Committee (SSC) regularly reports
to Board and ARC.
• Climate risk and opportunities included in risk register
and reviewed twice per year by ARC.
Compliant 41
Describe management’s role in assessing
and managing climate-related risks and
opportunities.
• Delegated to Group Sustainability Director, supported by
Environmental Working Group (EWG) and the Group CRO.
• SSC coordinates strategy and progress across Divisions.
Compliant 41
Strategy Compliance summary Status Page
Describe the climate-related risks and
opportunities identified over the short,
medium, and long-term.
• Key risks and opportunities assessed across three time
horizons (0-3 years, 4-9 years, 10+ years).
• Key risks cover physical, transition and market-related
impacts.
• Timeframes aligned with business planning cycles and
lender expectations.
Compliant 42
Describe the impact of climate-
related risks and opportunities on the
organisation’s businesses, strategy, and
financial planning.
• Risks and opportunities considered as part of strategic
planning and risk processes.
• Scenario analysis, Divisional input and annual climate risk
assessments identify where climate factors may influence
operational planning, financial forecasts or stakeholder
expectations.
Compliant 42
Describe the resilience of the
organisation’s strategy, taking into
consideration different climate-related
scenarios, including a 2°C or lower
scenario.
• Business model assessed using two resilience scenarios:
low-carbon transition and high-emissions.
• Analysis indicates low exposure to significant climate-
related impacts under both scenarios.
Compliant 42
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40 41
OVERVIEW
TCFD Report continued
Risk management Compliance summary Status Page
Describe the organisation’s processes for
identifying and assessing climate-related
risks.
• Climate risks identified through the EWG’s annual climate
risk assessment, capturing physical and transition risks.
• Scenario modelling and Divisional input provides
understanding of potential exposures.
Compliant 41
Describe the organisation’s processes for
managing climate-related risks.
• Embedded within Divisional risk frameworks.
• Mitigations include improved data quality, operational
actions in carbon hotspots, supplier engagement and
ongoing monitoring through the EWG.
Compliant 41
Describe how processes for identifying,
assessing, and managing climate-
related risks are integrated into the
organisation’s overall risk management.
• Processes integrated into the Group risk framework and
reported within the risk register.
• Overseen by the ARC.
Compliant 41
Metrics and targets Compliance summary Status Page
Disclose the metrics used to assess
climate-related risks and opportunities.
• Scope 1-3 emissions.
• Energy consumption.
• Intensity ratios (tCO₂e per £m revenue and employee).
Compliant 43
Disclose scope 1, scope 2, and (if
appropriate) scope 3 GHG emissions, and
related risks.
• FY 2024/25 emissions calculated using carbon
management software and verified through internal
review.
Compliant 44
Describe the targets used to manage
climate-related risks and opportunities
and performance against targets.
• Net Zero 2040 target endorsed by the Board.
• Interim 2035 milestones include 63% reduction in scope 1
and scope 2, and 38% reduction Scope 3 from a 2023/24
baseline.
• Progress reviewed annually.
Compliant 43
Governance
Our governance structure provides clear oversight and accountability
for climate-related matters, ensuring these are embedded into
decision-making, risk management processes and operational
delivery across the Group.
Board and Audit & Risk Committee
The Board has overall responsibility for overseeing our response to
climate related matters, supported by the ARC which receives formal
updates on climate risks and opportunities twice per year. Climate-
related risks and opportunities are incorporated into the Group risk
framework, enabling consistent oversight on the effectiveness of
controls, exposure levels and mitigation plans.
Executive leadership and management roles
Day-to-day management of climate-related matters is delegated to
the SSC, chaired by the Group Sustainability Director, and attended
by the Group CEO, Executive Committee members, the Group
Company Secretary and Divisional representatives. The Committee
provides strategic direction, reviews climate-related performance and
oversees delivery of the Group-wide sustainability programme.
The EWG supports the SSC by coordinating activity across Divisions,
identifying emerging climate related risks and opportunities and
maintaining consistency in reporting and data quality.
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
40 41
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Board
ARC
Group risk funcƟon
SSC
EWG
Divisional support
Strategy
Climate-related risks and opportunities are integrated into the
Group risk framework and business planning processes, ensuring
that climate considerations are available to inform strategic decision
making across all Divisions.
As an asset light, service-based business operating in the UK
property, financial services and surveying markets, understanding the
transition and physical climate-related risks supports our longer-term
resilience and ensures that emerging expectations from regulators,
lenders and other stakeholders are appropriately considered.
Through the EWG, climate-related matters are reflected in Divisional
risk assessments and planning where appropriate. This enables us
to understand the potential climate impacts over time and remain
aligned with our Net Zero 2040 ambition and wider stakeholder
expectations.
Risk management
Processes for identifying, assessing and managing climate-related
risks are integrated into the Group’s risk management framework,
ensuring that climate risks and opportunities are evaluated using a
consistent and repeatable approach, aligned with the treatment of
other principal risks.
Climate-related risks and opportunities are identified through an
annual Group-wide climate risk assessment led by the EWG, with
input from Divisional risk leads. The process considers transition risks
(including policy and regulatory changes, lender expectations, market
shifts and reputational impacts) and physical risks (such as flooding,
heat stress and severe weather events).
Risks and opportunities are assessed using a repeatable methodology
that considers potential financial, operational, strategic, regulatory
and reputational impacts, together with likelihood and relevant time
horizon.
1. Scenario Seƫng
Assess climate risks under low-
carbon transiƟon and limited
climate acƟon scenarios,
including Net Zero and higher-
temperature outcomes.
Climate risks and opportuniƟes
are reviewed at ARC and
disclosed through the TCFD
secƟon of the Annual Report and
Accounts.
IdenƟfy physical, transiƟon and
sector-specific climate risks
relevant to our operaƟons and
markets.
Evaluate, prioriƟse and rate
climate risks based on likelihood,
severity and potenƟal financial
impact under each scenario.
2. Risk Analysis 3. Assessmen
t4
. Disclosure
ConƟnuous improvement
Identification and risk assessment
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Time horizon Notes
Short-term (0-3 years) Aligns with our three-year planning cycle.
Medium-term (4-9 years) Selected to include near-term carbon targets.
Long-term (10+ years) Beyond the above timeframe.
LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
42 43
OVERVIEW
TCFD Report continued
As part of this assessment two climate scenarios are applied to test the resilience of our business model under different climate futures.
The scenarios are:
Scenario 1: low-carbon transiƟon
Assumes rapid policy acƟon and technological change to limit global
warming to around 1.5°C above pre-industrial levels
Source: IPCC¹
Scenario 2: high-emissions scenario
Assumes conƟnued high emissions, resulƟng in more severe physical
climate impacts and global warming of around 4°C by 2100
Source: IPCC¹
Integration with the Group risk framework
All material climate-related risks and opportunities are incorporated into the central Group risk register. This integration provides onward reporting
to the ARC, enabling Board level oversight and challenge.
Climate-related risks and opportunities
The identified risks and opportunities, presented over the short, medium and long-term horizons are considered to have a low material financial
impact on our strategy and operating model.
Theme Category Timeframe impact Description Business impact Scenario
Risks
Transition
Policy & regulation Short-term Compliance and
administration
costs to meet
additional disclosure
requirements and
deliver environmental
commitments.
Increased operating
costs.
Scenario 1
Operational Medium-term Higher operational and
execution costs arising
from initiatives to lower
emissions, adaption
of office space, and
procurement of carbon
offsets.
Increased capital
expenditure and
operating costs.
Operational Medium-term Valuation practices
continue to evolve,
supported by ongoing
development of skills,
tools and data.
Changes and updates
to internal systems
and processes to
integrate climate-related
valuation requirements.
Hiring of new staff or
training.
1 Intergovernmental Panel on Climate Change (IPCC) Sixth Assessment Report (AR6) climate scenarios
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
42 43
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Theme Category Timeframe impact Description Business impact Scenario
Risks
Market Chronic change Long-term Gradual but severe
shifts in climate patterns
resulting in stranded
assets and devaluation
of properties.
Long-term risk to
business model.
Scenario 2
Physical
Rising temperatures Long-term Increased risk of heat-
related illness, stress
and fatigue.
Lost work time, reduced
productivity, higher
healthcare costs and
potential revenue loss.
Adaptation Medium-term Rising costs for building
cooling, colleague
health support and site
adaptation measures.
Increased capital
expenditure and
operating costs.
Chronic change Medium-term Climate-related
disruption to data
centres, technology
providers, and wider
supply chains (logistics,
utilities, and materials),
leading to outages,
increased cost and
reduced service
availability.
Delays in delivery,
higher operating costs
and reduced reliability
of delivering Group
portfolio services.
Opportunities
Transition
Strategic Medium-term Increased demand for
climate-related property
data and assessments.
Strengthen existing
market position, enter
new markets or create
new revenue streams.
Scenario 1
Brand and
reputation
Short-term Climate-related
approach and
disclosures aligned with
key client expectations.
Increased brand value,
growth opportunities
and stability in customer
base.
Transition Commercial Long-term Increased client and
investor demand for
climate aligned portfolio
data, products and
services.
Strengthen existing
market position, enter
new markets or create
new revenue streams.
Scenario 2
Metrics and targets
We have selected climate-related measures to monitor performance,
assess exposure to transition and physical risks, and track progress
against our emission reduction objectives. These metrics are
reported annually through the Annual Report and Accounts and
voluntary via the Carbon Disclosure Project.
Climate-related metrics
We report greenhouse gas emissions in line with the Greenhouse Gas
Protocol, covering scope 1, scope 2 and material scope 3 categories
across all Divisions.
The Board has set a long-term ambition to achieve Net Zero by 2040
across all emission scopes. To support this ambition, the Group
has adopted science-aligned milestone reductions from a 2023/24
baseline year, including a 63% reduction in scope 1 and 2 emissions
and a 38% reduction in scope 3 emissions by 2035. Progress is
overseen by the EWG, which supports delivery, reporting and
ongoing data improvement.
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
44 45
OVERVIEW
In 2024/25, scope 1 and 2 emissions reduced by approximately 50%
on a market-based basis compared with the baseline year, driven by
structural reductions in gas and fuel use, fleet improvements and lower
F-gas losses. Scope 2 electricity emissions reduced by approximately
24% on a market-based basis, reflecting estate changes, efficiency
measures and grid decarbonisation. Year-on-year changes also reflect
calculation refinements, including updates to emissions factors and the
reporting platform.
1 Scope 3 emissions reflect changes in reporting coverage and data quality, including improved data for investments and a full year of franchise reporting under the
revised Estate Agency structure
2 Intensity metrics are calculated using average employee numbers and reported revenue for the relevant financial year
Scope 3 emissions reflect changes in reporting coverage and data
quality, including improved data for investments and a full year of
franchise reporting under the revised Estate Agency Franchising
structure. Overall, market-based emissions reduced by approximately
14% compared with 2023/24, indicating consistent progress against the
Group’s Net Zero objective.
Carbon performance for the period 1 October 2024 to 30 September 2025
10,393
tonnes of CO2e (tCO
2
e)
Our carbon footprint and energy consumption in accordance with the UK Streamlined Energy and Carbon Reporting (SECR) regulations is presented
in the table below.
Metric 2024/25 2023/24 2022/23
Scope 1 emissions (tCO₂e) 275 692 730
Scope 2 emissions (tCO₂e) - market-based 183 240 637
Scope 1 + 2 emissions (tCO₂e) - market-based 458 932 1,368
Scope 2 emissions (tCO₂e) - location-based 87 292 996
Scope 1 + 2 emissions (tCO₂e) - location-based 362 983 1,727
Scope 3 emissions (tCO₂e)
1
9,935 11,123 14,459
Total emissions (tCO₂e) - market-based 10,393 12,055 15,827
Total emissions (tCO₂e) - location-based 10,297 12,106 16,524
Total energy consumption (kWh) - scope 1 + 2 1,823,002 2,777,178 8,016,326
Intensity metrics
2
tCO₂e per employee - market-based (scope 1 + 2) 0.3 0.5 0.5
tCO₂e per employee - location-based (scope 1 + 2) 0.2 0.5 0.6
tCO₂e per £m revenue - market-based (scope 1 + 2) 2.5 5.4 7.7
tCO₂e per £m revenue - location-based (scope 1 + 2) 2.0 5.7 9.8
TCFD Report continued
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
44 45
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Greenhouse gas emissions reporting and methodology
During 2025, we implemented Group-wide carbon accounting
software to support more consistent and robust greenhouse gas
reporting. The system is designed to streamline data collection,
improve accuracy, and provide a common basis for reporting and
analysis across the Group over time, supporting clearer tracking of
performance and progress.
Our greenhouse gas (GHG) emissions are reported in tonnes of
carbon dioxide equivalent (tCO₂e) and prepared in accordance with
the GHG protocol, using the operational control approach. Emissions
include scope 1, scope 2 and scope 3. Scope 2 emissions are reported
on both a location-based and market-based basis, with market-
based reporting used as the default. Scope 3 emissions include
estimated emissions associated with franchise operations using
a proxy approach. Emission factors are sourced from DEFRA, the
International Energy Agency (IEA) and supplier-specific disclosures,
with Association of Issuing Bodies (AIB) residual mix factors applied
where required.
Our Strategic Report, which runs from pages 03 to 45, explains how we operate to achieve our business model and is approved by and signed on
behalf of the Board of Directors.
Adam Castleton
Group Chief Executive Officer
David Tilak
Group Chief Finance Officer
18 March 2026 18 March 2026
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
46 47
OVERVIEW
The Board and Executive Team
Adrian Collins
Non-Executive
Chair
Committees
D
N
R
Appointed to Board:
30 April 2024
James Mack
Independent
Non-Executive Director
Committees
AR
D
N
Appointed to Board:
27 September 2021
Key skills and experience
• Detailed knowledge of the Group’s business.
• In-depth experience in corporate leadership.
• Closely engaged with our investor community.
• Over 30 years’ experience in finance.
• Qualified as a chartered accountant.
Previous appointments
• Group CFO of French Connection Group PLC.
• Leadership roles including at O2 UK, eBay and The Walt Disney Company.
• PriceWaterhouse.
Current external appointments
• None.
Other responsibilities
• Senior Independent Director.
Key skills and experience
• Significant knowledge in audit and risk, with recent relevant financial
experience.
• Qualified as a chartered accountant.
• Holds a BA from the University of Nottingham.
Previous appointments
• Chief financial officer at Barclays Bank UK plc.
• Chief financial officer at Aldermore plc.
• Acting chief financial officer at the Co-operative Bank.
• Senior roles in finance and internal audit at Skipton Building Society.
• KPMG.
Current external appointments
• CEO of John Lewis Money.
Key skills and experience
• Over 25 years’ experience in strategic, financial and operational roles
across complex multinational businesses.
• Proven track record of driving and delivering growth through strategic
investment and transformation.
• Qualified as a chartered accountant.
Previous appointments
• Group finance director of Serco Group PLC.
• Group finance director and other positions/directorships at Imperial
Brands PLC.
• Variety of senior leadership roles at General Electric.
• Non-executive director of Logista Groupo s.a.
Current external appointments
• None.
Key skills and experience
• Highly experienced board chair and executive director of listed companies.
• Deep understanding of public markets.
• Co-founded and led a number of highly successful financial services businesses.
• Contributed to building one of the UK’s leading institutional and retail fund
management businesses.
• Experience in transformation of businesses and significantly growing assets.
Previous appointments
• Managing director at Gartmore Investment Management.
• One of the founders of Trustnet.
• Senior executive roles at Jupiter, Bestinvest and Lazard Investors.
• Executive and non-executive chair of Liontrust Asset Management.
• Non-executive director of Hargreaves Lansdown plc.
• Other board positions.
Current external appointments
• Board chair of Logistics Development Group plc.
• Fincorp International Limited.
• Quantum Base Holdings plc.
Adam Castleton
Group Chief Executive Officer
David Tilak
Group Chief Financial Officer
Committees
E
I
D
Appointed to Board:
2 November 2015
Committees
E
I
D
Appointed to Board:
12 January 2026
Executive Directors
Non-Executive Directors
The Board as at 18 March 2026
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
46 47
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Darrell Evans
Independent
Non-Executive Director
Committees
AR
N
R
Appointed to Board:
28 February 2019
Michael Stoop
Independent
Non-Executive Director
Committees
None
Appointed to Board:
24 June 2024
Key skills and experience
• Significant experience in banking, finance, strategy, investor relations,
governance and ESG.
• Extensive consumer sector experience.
• Qualified as an accountant.
• Holds a BAcc (Hons) in Accountancy and Economics.
Previous appointments
• Head of investor relations at Haleon and Heineken.
• Provided investor relations and consultancy services as Clear Giraffe IR.
• Senior roles at investment banks, including Barclays Capital, Goldman
Sachs and Morgan Stanley.
• KPMG.
Current external appointments
• Global head of investor relations of Diageo plc.
Key skills and experience
• Significant experience in estate agency and franchising.
• Fellow of the Royal Institute of Chartered Surveyors.
• Fellow of the National Association of Estate Agents.
Previous appointments
• Managing director at M Winkworth plc.
• Managing director of the estate agency division at Legal & General Group plc.
• Chair and non-executive director at Belvoir Group plc.
• Group managing director at The Property Franchise Group plc.
• Director at Kriva Ltd.
Current external appointments
• Industry board member and chair of the finance & performance
committee at The Property Ombudsman.
• Director of Michael Stoop Property Services Ltd.
• Director of Yasiel Ltd.
• Director of Complylex Limited.
Key skills and experience
• Significant experience in strategy, technology operations, sales and
marketing, particularly in the professional information solutions sector.
• Holds a BA from the University of Cambridge.
Previous appointments
• Chief digital product officer of Reed Exhibitions (a RELX Group plc
company).
• Global director of strategy; managing director of Researcher Products at
Elsevier (RELX Group plc).
• Senior manager at McKinsey & Co.
• Operating positions at Procter & Gamble, and Sainsbury’s Supermarkets
Ltd.
Current external appointments
• Chief product & Tesco services officer at dunnhumby Limited.
Other responsibilities
• Designated Non-Executive Director for workforce engagement.
• Non-Executive Director of PRIMIS board
1
.
Key skills and experience
• Significant experience in financial services.
• Experience in retail banking and mortgage propositions.
• Experience in strategy, proposition development and commercial
management.
Previous appointments
• Chief executive at Beneden Health.
• Chief commercial officer at the Co-Operative Bank plc.
• Product director for the RBS Retail Bank.
• Senior executive roles at Direct Line Insurance Group plc and
Virgin Money plc.
• Chief executive officer at The Consulting Consortium.
Current external appointments
• None.
Sonya Ghobrial
Independent
Non-Executive Director
Gaby Appleton
Independent
Non-Executive Director
Committees
AR
R
Appointed to Board:
4 March 2022
Committees
AR
N
R
Appointed to Board:
1 September 2019
Committees key
AR Audit & Risk R Remuneration N Nominations
D Disclosure
Chair
E Executive InvestmentI
1 Includes appointment as a statutory director of Advance Mortgage Funding Limited, First Complete Limited, Personal Touch Financial Services Limited and TenetLime
Limited
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
48 49
OVERVIEW
The Board and Executive Team continued
The Executive Team as at 18 March 2026
Adam Castleton
Group Chief
Executive Officer
Saad Hassanuddin
Group Chief
Risk Officer
David Tilak
Group Chief
Financial Officer
Debra Gardner
Group Chief
People Officer
Sam Greatorex
General Counsel
Executive Director and PDMR
Additional responsibilities
• Investor relations.
• Sustainability programme executive
sponsor.
• Executive responsible for colleague
matters.
PDMR
Additional responsibilities
• Sustainability programme member
and environmental and communities
lead.
• Chair of the Environmental Working
Group.
• Chair of Data and Information Security
Committee.
• Group risk and internal controls.
Additional responsibilities
• Sustainability programme owner and
lead on colleague matters.
• Executive sponsor of Inclusion &
Diversity Forum.
• Chair of Colleague Engagement
Forum.
Additional responsibilities
• Member of Data and Information
Security Committee.
Executive Director and PDMR
Additional responsibilities
• None.
Group Executive Committee Group Executive Committee
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
48 49
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Steve Goodall
Managing Director,
Surveying & Valuation
Richard Howells
Managing Director, Financial
Services
Paul Hardy
Managing Director,
Estate Agency Franchising
• Responsible for the leadership of our
Financial Services Division and the
PRIMIS Network.
• Responsible for the leadership of
e.surv and Templeton.
• Responsible for the leadership of our
Estate Agency Franchising Division.
PDMR
PDMR
PDMR
Divisional Managing Directors
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
50 51
OVERVIEW
Dear Shareholder
I am pleased to present our Corporate Governance Report for the
year ended 31 December 2025. The Board remains committed to
good governance practices that support the long-term success of the
Group.
Key activities in 2025
Executive remuneration
The Board and Remuneration Committee are committed to ensuring
that the Group’s remuneration policy supports the business in driving
significant growth and real returns for Shareholders. Following the
appointment of Adam Castleton as Group CEO, and to reflect the
importance of him driving forward our ambitious growth plans,
the Board considered how to effectively incentivise him and the
rest of the Senior Management Team. The goal was to provide a
singular focus on the future sustainable growth of the business
and real share price related returns to Shareholders. We therefore
undertook a consultation with our major Shareholders to discuss
a proposal for a new incentive award (the 2025 LTIP) and updates
to the remuneration policy. This involved extensive Shareholder
engagement which indicated that whilst not all Shareholders could
support the proposals because of general concerns about the
construct of the 2025 LTIP, there was sufficient support to allow us
to proceed. Feedback from this consultation was used to refine our
proposals.
The new policy and the 2025 LTIP were put to a General Meeting
of Shareholders on 28 May 2025. At that meeting, 35.87% of votes
cast were against the revised Directors’ Remuneration Policy and
35.70% were against the new LTIP. Following this vote we offered
our Shareholders (both those that had voted for and those that had
voted against the resolutions) a further opportunity to engage and
provide feedback. Feedback was received from two Shareholders
which was consistent with that received prior to the General
Meeting, one noting their concerns and the other reiterating the
importance of using market purchase shares to satisfy the awards
and ensuring Shareholders understand that is how awards will
be satisfied.
On 4 July 2025 we published a statement on our website noting that,
having carefully considered the feedback, the Board maintained the
view that the 2025 LTIP was in the best interests of value creation
for all Shareholders and awards had been granted. The statement
confirmed that awards would be satisfied using market share
purchases.
Risk governance
We continued to strengthen our risk governance framework during
the year, with the introduction of a Group-wide governance, risk
and compliance system which has enabled a consistent application
of risk standards across the Group. This supports the work being
done to ensure that the Board and Audit & Risk Committee have the
information needed to meet enhanced internal control framework
effectiveness disclosure requirements arising from the UK Corporate
Governance Code next year.
Global cyber threats and related risks continued to escalate in
2025. The Board encouraged management to look at governance
in this area and as a result the Group CRO took over as Chair of the
Data and Information Security Committee and more expertise in
this area was brought into the risk team. We intend to build our
Directors’ knowledge of cyber-related risk as part of the 2026 Board
training plan.
Culture
The Board approved a new purpose, mission, vision and values
(see pages 04 and 06) during the year. This new statement sets
the guiding principles for our cultural values and was launched
to our senior management at the end of the year, with positive
feedback. Since Adam Castleton’s appointment as Group CEO, he
has championed these values across the Group and we believe
that we are building a culture that reflects our purpose and drives
performance.
Compliance with the UK Corporate
Governance Code
The Company complied with all applicable provisions of the UK
Corporate Governance Code 2024 published by the Financial
Reporting Council (see frc.org.uk) for the year ended 31 December
2025, with one exception. We have chosen to not adopt the Audit
Committee Minimum Standard to reflect our position as a UK small-
cap.
This Corporate Governance Report and the individual Committee
Reports on pages 56 to 81 set out our governance arrangements and
explain how we have applied the principles of the Code during the
year.
Adrian Collins
Chair
18 March 2026
Corporate Governance Report
Chair’s Introduction
Independent assurance: external auditor
Internal assurance: Group internal audit
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
50 51
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
AR
Discharges governance
responsibilities in respect of
audit, risk and internal controls,
and reports to the Board as
appropriate.
N
Leads the process for
appointments to the Board,
ensures plans are in place for
orderly succession and monitors
diversity and inclusion and other
people matters.
R
Determines the policy for Chair,
Executive Director and senior
management remuneration and
ensures alignment of incentives
and rewards with culture.
D
Oversees our compliance with the
disclosure and control of inside
information obligations.
Board of Directors
The Board is responsible for establishing the Group’s purpose, its overall management and for decisions on strategy.
The Board has delegated matters to its Committees (by determining their terms of reference) and to the
Executive Directors as prescribed by the Matters Reserved for the Board Policy.
Independent assurance: external auditor
Internal assurance: Group internal audit
Executive committees Management committees and forums
Board committees
Governance framework
S
Responsible for ESG programme and corporate sustainability.
I
Consists of the Executive Directors and the Group CPO and
considers investment decisions, in accordance with the
Group’s capital allocation policy.
E
Chaired by the Group CEO and includes
Group senior management and Divisional representatives.
Divisional Management Teams include:
• Managing Directors
• Finance directors
• Sales directors
• Operations directors
• Chief risk officers
Committees key
Divisional Management Teams
Each trading Division has statutory boards for each of its companies and an Executive Management Team led by the Divisional Managing Director. The Financial Services
Division also has an independent non-executive board. Divisional management, governance and risk committees are in place to manage risk and governance supported by
our Group CRO.
Group
Estate Agency
Franchising
Financial
Services
Surveying &
Valuation
AR Audit & Risk R RemunerationN Nominations E Executive S Sustainability Steering CommitteeInvestmentIDisclosureD
Corporate Governance Statement
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
52 53
OVERVIEW
Governance framework explanatory notes:
1. The Disclosure Committee is formed of the Chair, the Senior
Independent Director and the Executive Directors. Ad hoc
meetings are held to consider disclosures in accordance with
UK Listing Rules, Disclosure and Transparency Rules and the UK
Market Abuse Regulation. Compliance is supplemented by a
Group-wide share dealing policy and dealing code.
2. The membership of the Executive Committee is shown on pages
48 and 49.
3. Details of the other management committees and management
forums is in the Sustainability Report (pages 32 to 37) and the
Risk Management section (page 27).
4. The Investment Committee provides governance and assurance
over investment decisions, approving new investments and
monitoring the outcome of prior capital expenditure. This includes
oversight of the Group’s joint venture with Pollen Street Capital in
Pivotal Growth (see note 20 to the Financial Statements). Pivotal
oversight is supplemented by an LSL nominated executive director
on the relevant Pivotal entities boards.
5. The membership and operation of the other Board Committees
is explained in their individual reports.
6. Divisional Managing Directors report to the Group CEO.
7. Governance arrangements are supported by the work of Group
Finance, Legal, the Group People Team and the Group Company
Secretary.
8. All Directors have access to the Group Company Secretary (who
ensures adherence to governance requirements, manages
meeting arrangements and supports Directors’ induction and
training) in fulfilling their duties. They can also take independent
professional advice at the Company’s expense.
Code section 1:
Leadership and company purpose
The Board is led by the Chair, who drives strategic focus and robust
debate, and has a mix of skills and experience to support leadership
and drive long-term sustainable success for our stakeholders.
Our purpose, mission, vision and values, as set out on pages 04 and
06, drive our culture and guide our strategy and business model to
deliver long-term value. Our sustainability programme also aids the
achievement of our strategy, minimising our environmental footprint,
supporting our colleagues and communities, ensuring appropriate
governance and building an inclusive culture.
Culture
Culture is key to our success and our cultural values (set out on page
06) are embedded across the Group, with each Division responsible
for developing and implementing plans to operate in alignment with
the Group strategy and culture.
The Board is responsible for promoting the desired culture and
considerable work has been done to refresh and reinforce our values
and culture across the business following the appointment of Adam
Castleton as our Group CEO. The Board has delegated responsibility
to the Nominations Committee to consider how well the culture is
embedded, which it does by considering the following:
• Results of the annual colleague survey and pulse surveys.
• Reports from the Group CPO on colleague engagement and
communication.
• Annual deep dive on the people strategy, including the
presentation of cultural indicator metrics (including colleague
attrition, talent, succession and development).
• Reporting on diversity, equality and inclusion activity.
• Oversight of leadership capability and succession planning.
Other cultural indicators include:
• Reports to the Board on whistleblowing activity.
• Updates to the Nominations Committee from the designated Non-
Executive Director for workforce engagement.
• Audit & Risk Committee monitoring of compliance with Group
policies in relation to fraud, conduct, anti-bribery and other
matters evidencing good cultural practices.
Stakeholder engagement
The Board considers the interests of its stakeholders when making
decisions. Workforce engagement processes are in line with the
Code via our designated Non-Executive Director for workforce
engagement. Our workforce policies and practices are consistent
with our values and support our long-term sustainable success.
How the interests of stakeholders and the channels of engagement
with them are described in the Section 172 Statement and
Stakeholder Engagement section on pages 20 to 26 and the
Sustainability Report on pages 32 to 37, which are incorporated in
this Corporate Governance Report by reference.
A significant area of Shareholder consultation in 2025 was in relation
to our Remuneration Policy and new long-term incentive plan (as
described in the Directors’ Remuneration Report on page 67).
Colleague diversity
We report on our colleague diversity in the Nominations Committee
Report on pages 57 to 59 and Sustainability Report on pages 34
and 35.
We published our gender pay reports for all Group companies with
more than 250 employees in April 2025 (available at gender-pay-gap.
service.gov.uk) and will continue to report each year.
Code section 2:
Division of responsibilities
The Board
The Board is responsible for setting the Group’s purpose, its long-
term strategy, and monitoring financial and operational performance.
It also determines the Group’s risk appetite and ensures that an
effective risk and internal control framework is in place.
The Board’s regular agenda includes strategic updates, discussion of
key projects and change initiatives, reviews of financial performance,
risk and internal controls reporting, investor relations and
engagement updates, discussion of governance, legal and regulatory
matters and sustainability considerations. A schedule of matters
reserved for its attention is in place, which includes strategic issues,
financial matters (including reporting and controls), communication
with Shareholders, stakeholder engagement, structure and capital
matters, sustainability, Board and Committee appointments, treasury,
legal and colleague policies and protocols.
Corporate Governance Report continued
Corporate Governance Statement continued
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The Board holds an annual strategy meeting to consider longer-term
priorities in more detail. Outside of formal meetings, the Executives
maintain a dialogue with the Non-Executive Directors on Group
performance or matters requiring their attention.
There is clear division of responsibilities between the key Board
roles, details of which are set out on our website lslps.co.uk, and are
summarised below:
Chair
• Board leadership, settings its agenda, overseeing the
decision making process.
• Setting the style and tone of discussions, promoting open,
constructive debate.
• Leading Non-Executive Director only meetings.
• Overseeing stakeholder engagement arrangements.
• Supporting the Group CEO and other Directors, ensuring
appropriate induction and training.
• Leading the annual Board and Committee performance
review.
Senior Independent Director
• Acting as a sounding board for the Chair.
• Leading the performance review of the Chair.
• Providing an alternative contact point for Directors and
stakeholders, including Shareholders.
Group CEO
• Running the business within the delegated powers set by
the Board.
• Proposing and delivering Group strategy.
• Overseeing Group culture and sustainability priorities.
• Ensuring high quality Board information to support
decision making.
• Engaging with investors.
Non-Executive Directors
• Providing oversight, guidance and constructive challenge to
management.
• Contributing to the development of Group strategy.
• Assessing performance of the Executive Directors.
• Participating in Executive Director recruitment and
succession planning.
Code section 3:
Composition, succession and evaluation
Board composition and attendance at meetings
The Directors who held office during the financial year, and their
attendance at scheduled meetings, is shown below.
Name Board position
Board Audit & Risk
Committee
Nominations
Committee
Remuneration
Committee
Number of scheduled meetings 8 7 3 4
Adrian Collins Board and Nominations Committee Chair 8 – 3 3
Gaby Appleton Independent Non-Executive Director 8 7 3 4
Darrell Evans Independent Non-Executive Director
Chair of the Remuneration Committee
Designated Non-Executive Director for workforce
engagement
Chair of the Surveying & Valuation Division until 28
February 2026
8 7 3 4
James Mack Independent Non-Executive Director
Chair of the Audit & Risk Committee
Senior Independent Director
8 7 3 –
Sonya Ghobrial Independent Non-Executive Director 8 7 – 4
Michael Stoop Independent Non-Executive Director
Chair of the Estate Agency Franchising Division until
20 March 2026
8 – – –
David Stewart Group Chief Executive Officer until 30 April 2025 2 – – –
Adam Castleton Group Chief Financial Officer until 30 April 2025
Group Chief Executive Officer from 1 May 2025
8 – – –
Notes:
1 In addition to the scheduled meetings noted above, the Board or committees formed by a quorum of the Directors also met on an ad hoc basis throughout the year to
consider matters such as the grant of LTIP awards and SAYE options, trading updates, final and interim results and dividend and other routine items
2 The Directors meet in person and virtually
3 The Non-Executive Directors also meet without the Executive Directors or representatives of management present
4 The Audit & Risk Committee also meets with the auditors without the Executive Directors present
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Corporate Governance Report continued
The Nominations Committee and Board review the composition of
the Board and its Committees at least annually, taking into account
Director independence and the balance of skills, knowledge,
experience and diversity. The Board believes that the current mix
of Directors provides the capability required to support the Group’s
strategy and long-term success. The qualifications and experience of
each Director are set out in the biographies on pages 46 and 47.
The Board considers each of the Non-Executive Directors, other
than Adrian Collins, to be independent in accordance with the Code,
both during the year and as at the date of this Report. Adrian was
independent at the time of his appointment as Chair on 1 May 2024.
Board succession
During 2025 we were pleased to implement our succession plan in
relation to the promotion of Adam Castleton from his role as Group
CFO into the role of Group CEO, as explained elsewhere in this
Annual Report. We have now also appointed his successor Group
CFO and feel our Board is now in a stable position and our Directors
are committed to driving the business forward over the coming years.
The Board regularly considers Board succession. To support this,
the Group Company Secretary maintains a schedule of Directors’
appointment terms so that the Nominations Committee is able to
monitor when Board or Committee refreshment will be necessary.
Directors will generally not serve longer than nine years, and
the Board has made a commitment that the Chair will not serve
longer than nine years, except where a limited extension may be
appropriate to support orderly succession or business continuity.
Further detail on succession planning, diversity and recruitment are
set out in the Nominations Committee Report on pages 56 to 59.
Board appointments
Appointments to the Board are made by the Board following
consideration and recommendation by the Nominations Committee.
Executive Directors have service contracts and Non-Executive
Directors, including the Chair, have letters of appointment. These
documents are available for inspection at our registered office during
normal business hours and at the Annual General Meeting.
Directors retire and offer themselves for election or re-election
at the AGM in line with good governance practice. Following a
recommendation by the Nominations Committee, the Board is
recommending that all Directors be elected or re-elected at the 2026
AGM; more information is included in the separate Notice of Annual
General Meeting.
Time commitments and external appointments
The expected time commitment of Non-Executive Directors is set out
on appointment and is regularly monitored. The Board is satisfied
that each Director committed sufficient time to discharge their
responsibilities during the year and that no external appointments
held by Directors interfered with the performance of their duties.
Board induction and training
All Directors receive a tailored induction when joining the Board.
The induction includes receipt of previous Board and Committee
papers, key corporate and constitutional documents and meetings
with the Directors, senior leaders and external advisors; including the
Company’s auditors and brokers. Ongoing training is provided by the
Group Company Secretary, internal experts or by external advisers,
particularly in response to regulatory developments or where specific
subject matter expertise is required.
Board skills and experience
The Board has undertaken an exercise to refresh its skills matrix by
each Director rating their knowledge of a variety of different topics.
This exercise was helpful in identifying the high level of diversity on
the Board in this regard and will help frame future Board knowledge
sessions as part of the Directors training and development.
Board and Committee evaluation
The Board conducts an annual review of its own performance and
that of its Committees and the individual Directors. The performance
review for 2025 was completed in January 2026.
We undertook the exercise internally by the completion of a
questionnaire by each Director, with the anonymous results reported
to and discussed by the Board at its meeting in March 2026. The
outcome from the completion of the questionnaire allowed the
Board to undertake its assessment of the effectiveness of the Board,
its Committees and the individual Directors in place at the date of
this Report.
The responses from the Directors indicated that the Board and its
Committees are operating effectively. The feedback provided has
been shared with management to consider, with the main areas of
focus for 2026 being how the Board becomes more informed on
delivery of Shareholder value, long-term objectives and succession
planning.
The Board keeps under review whether it is appropriate to
commission an externally facilitated performance review. Given the
Board and leadership changes in 2024 and 2025, we believe it is
appropriate to allow further time for the Board to embed under the
Chair’s leadership before considering whether an external review
would be beneficial.
Corporate Governance Statement continued
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Code section 4:
Audit, risk and internal control
The Board is responsible for establishing and maintaining a sound
system of internal control, and for ensuring that effective procedures
are in place to identify, assess and manage risk. These controls seek
to mitigate operational and financial reporting risks, support the
delivery of our strategy and help safeguard the long-term success of
the Group. The internal control framework is designed to manage
rather than eliminate the risk of failure and provide reasonable
assurance against material misstatement or loss.
We report on our activities relating to audit, risk and internal control
and the assessment and management of our risks and controls in the
Audit & Risk Committee Report and the Risk Management section
of this Report. During the year, the Group continued to strengthen
its risk management arrangements under the leadership of the
Group CRO, who has put in place a consistent risk framework with
the Divisions, improved the quality of risk reporting and supported
enhancements to internal controls across the Group.
In line with the Code, the Board is required to review the
effectiveness of the internal controls framework in place and report
to Shareholders on the outcome. In 2025 it has done this via the
receipt of regular reports from the Group CRO and management,
its consideration and approval of the Group risk management
framework and recommendations from the Audit & Risk Committee.
The Audit & Risk Committee is chaired by an independent Non-
Executive Chair with recent and relevant financial experience. It has
oversight of the external and internal audit processes, monitors the
integrity of the Financial Statements and reviews key accounting
judgements, including the appropriateness of adopting the going
concern basis of accounting. It also reviews the adequacy of the
Group’s internal control and risk management systems, supported
by reports from the Group CRO and the internal audit function. This
oversight helps ensure that risks are appropriately managed and that
the Group’s financial and narrative reporting remains fair, balanced
and understandable.
The Audit & Risk Committee Report includes more information on
how it has discharged these responsibilities.
Code section 5:
Remuneration
Our Remuneration Committee is led by an independent Non-
Executive Chair. The Committee sets remuneration policy and
oversees all aspects of Executive and senior management
remuneration.
The Committee ensures remuneration practices support the delivery
of our strategy, attract and retain talent, reinforce our culture and
values and align Executive reward with the interests of Shareholders
and other stakeholders. More information is included in the
Directors’ Remuneration Report on pages 65 to 81.
The Corporate Governance Report is approved by and signed on
behalf of the Board of Directors.
Debbie Fish
Group Company Secretary
18 March 2026
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OVERVIEW
Dear Shareholder
As Chair of the Nominations Committee (the Committee), I am
pleased to present our Report for the year ended 31 December
2025. The Committee leads the process for appointments to the
Board, ensures that succession plans are in place for both the Board
and senior management positions, oversees the development of
the talent pipeline and considers updates on people matters and
metrics evidencing the embedding of culture on behalf of the
Board. This Report explains how the Committee has discharged its
responsibilities during 2025.
You will see that we have not met all of our diversity targets this
year. We remain committed to broadening representation and
ensuring equal opportunity across the Group. Throughout my career
I have applied these principles consistently and successfully, while
remaining clear that appointments must always be made on merit.
Our focus is therefore on building a strong, collegiate and inclusive
organisation by attracting and developing the best talent, recognising
that progress against numerical targets can vary year to year.
The main considerations made by the Committee during the year
included:
• Oversight of the process undertaken by Odgers Berndtson (which
has no connection to the Group other than the provision of these
services), and making a recommendation to the Board, in relation
to the appointment of Adam Castleton as Group CEO.
• Oversight of the appointment of an interim Group CFO.
• Oversight of the process undertaken by Redgrave (which has
no connection to the Group other than the provision of these
services), and making a recommendation to the Board, in relation
to the appointment of David Tilak as permanent Group CFO.
• Senior management succession, noting that because of the size of
the business it is was difficult to have a pipeline of succession. The
Committee agreed that rather than having a traditional succession
plan with a successor for each role, a development programme be
put in place for those identified as potential future leaders.
Committee composition and meetings
• The Committee operates within written terms of
reference (available on lslps.co.uk).
• A majority of members are independent Non-Executive
Directors and the Committee is independent of
management.
• The Committee met three times during 2025 (see page
57 for more details).
• The Group CEO and Group CPO join meetings by
invitation.
Board appointments
• The Committee considers Board appointments and
makes recommendations to the Board on the most
appropriate candidates for appointment.
• It considers the engagement of external search
consultants and the key attributes and role specification
for each position, taking into account the balance of
skills, experience, independence, time commitment and
diversity required.
• All Directors are subject to annual election or re-election
at the AGM.
• Tenure, performance, independence and the continued
contribution of each Director is considered when making
recommendations to the Board on election or re-election.
Nominations Committee Report
Committee membership
Adrian Collins - Chair
Gaby Appleton
Darrell Evans
James Mack
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Activities undertaken during the year
The Committee has an annual cycle of matters for consideration. The activities undertaken in 2025 to fulfil its responsibilities included:
January
• Considered David Stewart’s retirement
and approved the appointment of
Adam Castleton as his successor.
• Considered CFO succession and the
engagement of an external consultant
to undertake the search.
• Recommended the appointment of
Divisional chairs for the Estate Agency
Franchising and Surveying & Valuation
Divisions.
• Considered extensions to the terms
of appointment of Darrell Evans and
Sonya Ghobrial.
March
• Reviewed Board composition,
including skills, experience, diversity,
independence, time commitment and
tenure.
• Ratified the appointment of an interim
Group CFO which had been considered
outside a formal meeting.
• Considered senior management
succession.
• Recommended to the Board the
election or re-election of Directors at
the AGM.
• Approved the Committee Report on
its activities for inclusion in the 2024
Annual Report and Accounts.
September
• Received updates on talent
management, leadership
development, succession planning,
strategic workforce planning and key
senior recruitment.
• Ratified the appointment of a
permanent Group CFO which had
been considered outside a formal
meeting.
• Undertook the annual review of the
Committee’s terms of reference.
• Undertook the annual review of the
Diversity Policy and diversity targets.
• Considered an extension to the terms
of appointment of Gaby Appleton.
• Approved an annual calendar of
business to be considered by the
Committee.
Since the year end, the Committee met and considered:
• Similar matters to those considered in March 2025 in relation to
Board composition.
• The election and re-election of Directors at the AGM.
• The Committee’s Report on activities for inclusion in the 2025
Annual Report and Accounts.
• The evaluation of its own performance during 2025.
• An update from the Group CPO on people matters, including
the results of the 2025 people survey and various other metrics
evidencing the embedding of culture across the Group.
Board diversity targets
The Board has adopted diversity targets for the Board and senior
management which are aligned with UK Listing Rule 6.6.6R(9), as set
out below:
1. at least 40% of the Board to be women;
2. at least one of the senior Board positions (Chair, CEO, SID or CFO)
to be a woman;
3. at least one member of the Board to be from a minority ethnic
background
1
;
4. at least 33% of senior management
2
to be women and at least
33% to be men; and
5. at least 11% of senior management
2
to be from a minority ethnic
background
1
.
The data tables on pages 58 and 59 show how we were performing
against these targets in relation to the Board and senior Board
positions as at 31 December 2025. Since the appointment of David
Tilak on 12 January 2026, the metrics set out for target 1, 2, and
3 have changed but the revised position does not change our
compliance or non-compliance with the UK Listing Rules targets as
set out on page 59. Rather than refer to the data in the tables on
that page (which are designed to comply with the UK Listing Rules
in terms of the definition of Executive Management), in order to
consider compliance with the above targets for senior management
diversity, the data in the tables showing the position for our wider
workforce on page 35 in the Sustainability Report should be
considered.
Diversity and inclusion
• A diverse pool of candidates is sought when making
appointments, with searches including women and
people from minority backgrounds in recognition of the
contribution diversity makes to effective decision-making
and long-term performance.
• Recruitment partners are expected to be signatories of
the Voluntary Code of Conduct for Executive Search Firms.
• The Committee receives regular updates on Group-wide
diversity initiatives and performance against targets from
the Group CPO.
• The Board Diversity Policy is aligned to the UK Listing
Rules (see lslps.co.uk for the full policy and page 58 for a
summary).
• Our diversity targets and 2025 reporting are on pages 57
to 59.
1 Defined by reference to the categories recommended by the ONS as coming from a non-white ethnic background (see table on page 59 for the specific categories)
2 Our Group Executive Committee, Divisional Managing Directors and the Group Company Secretary and their direct reports who are designated A1 and A2 grades
(excluding Executive Directors)
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OVERVIEW
Nominations Committee Report continued
Topic Policy summary
Importance of diversity The Board recognises the benefits of diversity. Through our recruitment, appointment and
succession planning arrangements, we seek to promote diversity including professional
skills, experience, social backgrounds, gender and ethnicity, in addition to individual
cognitive and personal strengths.
In relation to the Board, we believe that diversity has a positive effect on decision making
and benefits Shareholders and other stakeholders. The Directors recognise that the Board
and Committees set the tone for diversity and inclusion throughout the Group and that by
actively reviewing, monitoring and engaging with discussions of diversity and inclusion, the
Board is best able to drive a positive impact to the advantage of all stakeholders.
While the Diversity Policy includes targets for gender and ethnicity, the Board recognises
that diversity also encompasses characteristics such as sexual orientation, disability,
neurodiversity and socio-economic background.
Role of the Nominations Committee The Committee leads the process for appointments to the Board and its Committees
and ensures that plans are in place for orderly succession to both the Board and senior
management positions. In discharging its duties, the Committee oversees the development
of a diverse pipeline for succession.
Role of the Remuneration
Committee
The Committee is responsible for the Remuneration Policy relating to the Chair, the
Executive Directors and senior management (including the Group Company Secretary). The
Remuneration Committee also reviews workforce remuneration and related policies and
the alignment of incentives and rewards with culture and the promotion of diversity and
inclusion in the Group.
Annual performance review As part of the annual performance review, the Directors consider the Board and each
Committee’s composition, diversity and how effectively the members work together to
achieve our objectives.
Diversity Policy
Target Position Explanation
1. Not met 29% of the Board were women at 31 December 2025. Further to David Tilak’s appointment on 12 January 2026
this has decreased to 25%.
All appointments to the Board have been made based on merit and we believe we have the right Board in place.
Diversity will continue to be considered as and when we are required to make appointments to the Board.
2. Not met None of the senior Board positions are undertaken by a woman.
We continue to believe that we have the right people in the right Board roles based on their skills and
experience. We will continue to consider diversity matters when we need to replace the person performing any
of these roles.
3. Met Two members of the Board are from a minority ethnic background as at 31 December 2025. Further to David
Tilak’s appointment on 12 January 2026 this has increased to three.
4. Met 40% of our senior managers
1
are women.
5. Not met 8% of our senior managers
1
are from an ethnic minority background. This is a slight improvement on last year,
but still some way behind our target.
Performance against diversity targets
1. Our Group Executive Committee, Divisional Managing Directors and the Group Company Secretary and their direct reports who are A1 and A2 grades (excluding
Executive Directors)
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Diversity data
Our disclosures and statement on the diversity of our Board, senior Board positions and Executive Management in compliance with UK Listing Rule
6.6.6R(9) and (10) are set out below:
Diversity data based on gender identity or sex as at 31 December 2025
1
Number of
Board members
Percentage
of Board
Number of senior
positions on the
Board (CEO, CFO, SID
and Chair)
Number in
Executive
Management
2
Percentage
of Executive
Management
Men 5 71 3 6 75
Women 2 29 – 2 25
Not specified/prefer not to say – – – – –
Diversity data based on ethnic background as at 31 December 2025
1
Number of
Board members
Percentage
of Board
Number of senior
positions on the
Board (CEO, CFO, SID
and Chair)
Number in
Executive
Management
2
Percentage
of Executive
Management
White British or other white (including
minority-white groups) 3 43 1 6 75
Mixed/multiple ethnic groups 1 14 – – –
Asian/Asian British – – – 1 13
Black/African/Caribbean/Black British – – – – –
Other ethnic group 1 14 1 – –
Not specified/prefer not to say 2 29 1 1 13
Adrian Collins
Chair of the Nominations Committee
18 March 2026
1 Data is collected via self-reporting by colleagues completing a questionnaire asking them to identify against the gender and ethnicity categories set out above
2 Executive Management is made up of all members of the Group Executive Committee and Divisional Managing Directors as listed on pages 48 and 49 (excluding the
Executive Directors) and the Group Company Secretary
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OVERVIEW
Audit & Risk Committee Report
Dear Shareholder
As Chair of the Audit & Risk Committee (the Committee), I am
pleased to present our Report for the year ended 31 December
2025. The Committee considers all audit, risk and internal control
matters on behalf of the Board, regularly reporting to the Board
on its considerations. This Report sets out how the Committee has
discharged its responsibilities in 2025.
During 2025, we continued to evolve our internal control framework
to meet the enhanced disclosure requirements of the UK Corporate
Governance Code. A consolidated Group risk appetite statement was
rolled out, clarifying the risks we are prepared to accept in pursuit of
our strategy. We have defined the Group’s material controls and will
implement a formal testing schedule to support ongoing assessment
of effectiveness, supported by a new Group-wide governance, risk
and compliance system to enhance consistency and reporting across
the Group.
The transition of external audit services from Ernst & Young to Grant
Thornton has gone well and the Committee has welcomed the
opportunities that come from having a fresh eye on our accounting
policies, processes and reporting.
We received a letter from the Financial Reporting Council (FRC)
in October 2025 highlighting their findings from their review of
our 2024 Annual Report and Accounts. We are pleased to confirm
that there were no matters of concern that were required to be
responded to immediately, and their improvement suggestions have
all been considered in our 2025 financial disclosures.
Committee membership
James Mack - Chair
Gaby Appleton
Darrell Evans
Sonya Ghobrial
Internal audit
• The Internal Audit Director has a direct reporting line
to the Committee Chair and access to each Committee
member.
• Internal audit reporting is undertaken via summaries
of internal audit reports, with a verbal overlay on key
findings, audit themes, updates on outstanding audit
actions and assessments of control awareness and
engagement effectiveness across the Divisions.
• The internal audit plan, the wider audit cycle and the
internal audit charter are approved by the Committee.
• Performance and effectiveness of the internal audit
function is considered using benchmarking against Global
Internal Audit Standards and considering stakeholder
feedback, delivery of objectives and the quality of
reporting and discussions at meetings.
Committee composition and meetings
• The Committee operates within written terms of
reference (available on lslps.co.uk).
• All members (as listed above) are independent Non-
Executive Directors and the Committee is independent
of management.
• James Mack and Darrell Evans have recent relevant
financial experience as required by the UK Corporate
Governance Code.
• The Committee met seven times during 2025
(see pages 61 and 62 for more details).
• The Group Chair, CEO, CFO, CRO, Internal Audit Director
and external auditor join meetings by invitation.
• The Committee can meet with the Group CRO, Group
Internal Audit Director and external audit partner without
the Executive Directors or members of management
present.
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Activities undertaken during the year
The Committee has an annual cycle of matters for consideration. The activities undertaken in 2025 to fulfil its responsibilities included:
At each scheduled meeting
1
• Received a report on financial performance and key finance
matters, including FRC publications, accounting policies and
judgements, audit planning, financial systems and controls
and Divisional finance team matters.
• Received updates on current and planned internal audits, the
delivery status of related actions and discussed any issues.
• Considered preparations for enhanced reporting
requirements on internal controls.
• Received reports on risk profile, top risk issues and events,
the regulatory horizon, key risk indicators and progress
against the risk delivery plan.
• Considered preparations for enhanced anti-fraud
procedures arising from the Economic Crime and
Corporate Transparency Act 2023 and relevant controls
and fraud reporting processes.
• Updates on external auditor transition, planning and
subsidiary company statutory accounts progress.
February
• Considered key judgement and risk areas relating to the 2024
Annual Report and Accounts and audit progress.
• Considered and recommended to the Board the Group risk
appetite statement.
• Approved the TCFD statement, the principal risks and
uncertainties and description of the risk and control
framework for disclosure in the 2024 Annual Report and
Accounts.
March
• Considered the 2024 Annual Report and Accounts including
the Group’s ongoing viability and going concern status and
the fair, balanced and understandable assessment (for
recommendation to the Board) and the Committee’s Report
on its activities.
• Met with the auditors without representatives of
management present.
• Received the final year end report of the external auditors.
• Considered 2024 audit fees and auditor independence.
• Considered the effectiveness of the internal control
framework.
1 Meetings are designated as either risk or financial focus and these matters are dealt with accordingly and may not be considered at every meeting
External audit
• The appointment, effectiveness and independence of
the external auditor is considered by the Committee.
• Grant Thornton UK LLP (GT) were appointed as external
auditor at the 2025 AGM.
• 2025 non-audit fees were in relation to a review at the
half-year (see note 11 to the Financial Statements).
• Considering the 2025 audit fees, non-audit services
provided and procedures in place at GT to maintain
independence, GT are considered to be independent.
Risk management and internal
controls
• The Group CRO attends each meeting to discuss the
Group risk profile, ongoing development of the risk
framework, risk events and emerging matters.
• The Committee reviews and makes recommendations
to the Board on the effectiveness of the Group’s risk
management and internal controls framework following
discussion with management.
• In 2025 a key focus has been the ongoing improvements
being made to the internal control framework and
preparations for the enhanced reporting requirements
coming from the UK Corporate Governance Code.
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62 63
OVERVIEW
Audit & Risk Committee Report continued
April
• Discussed audit matters and financial control improvements
with the MDs and CFOs of the Financial Services and Estate
Agency Franchising Divisions.
• Met with the Surveying & Valuation MD to discuss client
onboarding risk appetite and valuation control triggers.
• Received an update on business continuity arrangements.
May
• Met with the PRIMIS board chair and chair of the PRIMIS board
risk and customer outcomes committee to discuss PRIMIS risk
culture, regulatory matters and priorities.
July
• Considered the 2025 corporate insurance renewal and a paper
on insurance risks.
• Received a capability and culture assessment on the Divisional
risk teams from the Group CRO.
• Received a report on lessons learned from the acquisition of
TenetLime from Tenet Group, which had subsequently gone
into administration.
• Considered climate-related risks and opportunities.
• Received an update on financial control improvements from
the MDs and CFOs of the Financial Services and Estate Agency
Franchising Divisions.
• Approved 2025 audit fees.
• Received an update on improved practices and processes in
relation to cyber security.
• Noted the results of ‘Speak Up’ week and whistleblowing
routines.
September
• Received the half-year results review report from the auditor.
• Discussed FY 2025 audit planning.
• Considered the half-year results and key accounting judgement
areas and recommended the results, the principal risks and
uncertainties and going concern assessment to the Board.
• Approved an annual calendar of business to be considered by
the Committee.
• Considered a detailed paper on the Surveying & Valuation
Division’s risk and control framework and valuation risk.
• Considered the financial position to support the proposed
interim dividend.
• Discussed credit risk.
November
• Received an update on the 2025 external audit planning, key
judgement areas, potential provisions and exceptional items.
• Discussed credit risk and actions to reduce risk.
• Discussed insurance arrangements.
• Approved the internal audit plan, benchmarking of the
effectiveness of the internal audit function and approved the
Internal Audit Charter.
• Approved the Group risk management framework and updated
Group risk appetite statement.
• Received an update from the PRIMIS audit & compliance
committee chair on current areas of risk.
• Undertook the annual review of the Committee’s terms of
reference.
• Undertook the annual review of the Auditor Independence
Policy, including the policy for non-audit services.
• Considered a letter from the Financial Reporting Council on
their review of the 2024 Annual Report and Accounts.
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OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Since the year end the Committee has met and considered:
• Similar matters as those considered in February and March 2025 in relation to the 2025 Annual Report, the Financial Statements, TCFD and risk
disclosures.
• The evaluation of its own performance during 2025.
The table below describes how the Committee has discharged some of its key duties in 2025 and so far in 2026.
Requirement Responsibilities discharged Conclusion or action taken
Going concern and viability
Evaluate and disclose the
position of the Group as a going
concern and make statements
about its longer-term viability.
At the full and half-year stage, the Committee
considered whether the Group is a going
concern and its longer-term viability. This
included noting the measures in place to
ensure there is sufficient liquidity (using
various stress tests and financial modelling
assumptions). Management advised that the
likelihood of extreme scenarios that would
lead to a breach of lending covenants were
remote and that the Financial Statements
should be prepared on a going concern basis.
The Committee recommended to the Board that the Group
could continue to operate and meet its liabilities as they fall
due for at least the next 12 months and longer-term, as set
out in the Viability Statement on page 31.
Effectiveness of the risk and control framework
Consider the effectiveness
of the risk management and
internal control framework.
The Committee receives updates at each
meeting from the Group CRO and Internal
Audit Director and considers other metrics
and observations from the external auditor
in order to make an ongoing assessment of
effectiveness, as described on page 61.
The Committee has noted improvements made to the
control environment during 2025 and, using the information
available to it, has assessed that the controls in place are
effective. However, under the guidance of our Group CRO,
we are seeking to further enhance our controls as part
of the work being done to report further on our material
controls next year.
Material controls disclosures
Consider preparations for
enhanced disclosure in the
2026 Annual Report and
Accounts in relation to internal
controls in accordance with
the UK Corporate Governance
Code.
The Committee received updates at each
meeting on the work being done to enhance
both financial and non-financial controls.
We have continued to embed our enhanced control
framework and prepare to meet the disclosure
requirements. The Committee will continue to monitor
progress.
Risk management framework
Oversee the management of
risk across the Group and the
effectiveness of risk mitigation
and monitoring processes.
The Group CRO has continued to enhance risk
processes and update the Committee to allow
it to discharge its oversight responsibilities.
A key focus in 2025 has been embedding the risk
management framework and strengthening a consistent risk
culture across the Group. This has been supported by the
introduction of a governance, risk and compliance system,
enabling the Group CRO and the Committee to receive
timely, structured reporting from the Divisions and to
oversee the effectiveness of risk mitigation activities.
Interim and annual results
Consider the Annual Report and
Accounts and the accounting
judgements contained therein,
challenging management and
the external auditor where
appropriate.
The Committee considered the disclosures
made in the 2025 Annual Report and Accounts
and discussed significant matters with
management and the external auditor.
The Committee considered, and discussed with
management and the external auditor, various matters
in relation to the 2025 Annual Report and the Financial
Statements (see page 64). It also considered feedback from
the FRC on disclosure enhancements.
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
64
Audit & Risk Committee Report continued
Key considerations and approvals made by the Committee in relation to the 2025 Annual Report and the
Financial Statements (the Report)
• That the Report taken as a whole, is fair, balanced and understandable and provides the information necessary for Shareholders to
assess the Company’s position, performance, business model and strategy.
• The integrity of the full-year Financial Statements.
• The appropriateness of key accounting policies and practices, judgements, estimates and compliance with accounting standards and
tax requirements, including recent developments, and in particular, the appropriateness of revenue recognition, commission refund
liabilities, appointed representative provisions and provisions for professional indemnity claims.
• Management’s calculations and assumptions applied in the assessment of the recoverability of Parent Company investments,
including an assessment of the investment in the Group’s joint venture, Pivotal Growth (notes 20 to the Group Financial Statements
and 3 to the Parent Company Financial Statements).
• The Viability Statement and going concern statement (pages 31 and 83) and assessments, supported by detailed analysis and
scenario testing.
• Management’s treatment of exceptional items including the restructuring of the LSL Land & New Homes business.
• The Group’s Non-Financial and Sustainability Information disclosures and TCFD Statement (pages 38 to 45).
• The principal risks and uncertainties pages 28 to 30).
James Mack
Chair of the Audit & Risk Committee
18 March 2026
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65
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Directors’ Remuneration Report
Dear Shareholder
As Chair of the Remuneration Committee (the Committee), I am
pleased to present the Directors’ Remuneration Report for 2025,
which sets out how the Committee has discharged its responsibilities
in 2025.
The Committee has delegated responsibility from the Board for
determining the policy for Executive Directors and certain other
Board and Executive Management roles' remuneration and reviewing
workforce remuneration policies.
Remuneration advisers
The Committee received independent professional advice during
the year from Korn Ferry (who were appointed in 2017) on matters
relating to Executive Director and senior management remuneration.
Korn Ferry does not provide any other services to the Group.
Korn Ferry’s fees for 2025 were £105,000 (excluding VAT) (2024:
£87,660). Korn Ferry is a signatory to the Remuneration Consultants’
Code of Conduct and has confirmed that it adheres in all respects to
the terms of that code. The Committee is comfortable that its advice
continues to be independent and objective.
Committee membership
Darrell Evans - Chair
Gaby Appleton
Adrian Collins
Sonya Ghobrial
Committee composition and meetings
• The Committee operates within written terms of
reference (available at lslps.co.uk).
• All members (as listed above) are independent other
than the Chair of the Board (who was independent on
appointment) and the Committee is considered to be
independent of management.
• The Committee met four times during 2025 (see page
66 for more details).
• The Group CEO, Group CPO, Group Reward Director and
external remuneration advisers regularly join meetings
by invitation.
This Directors’ Remuneration Report is divided into the
following sections:
• Annual Statement: explaining remuneration decisions
made during the year, including in relation to the
Directors’ Remuneration Policy and its operation for
2025 and the operation of the Directors’ Remuneration
Policy for 2026.
• Directors' Remuneration Policy (Policy): a summary of
the Policy approved by shareholders in May 2025.
• Annual Report on Remuneration: setting out details of
the remuneration earned by Directors in 2025 and how
the Policy will be implemented during 2026.
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OVERVIEW
Activities undertaken during the year
At each scheduled meeting
• Considered updates from the remuneration advisers on market trends, investor views and regulatory matters.
• Approved any changes to senior management remuneration in line with the provisions of the terms of reference.
January
• Approved the terms of the former Group CEO’s retirement.
• Approved the terms of the current Group CEO’s
remuneration package.
• Approved Divisional chairs and NED fees.
February
• Reviewed policy and incentive structures and agreed
approach to Shareholder consultation in relation to a new
Remuneration Policy and the 2025 LTIP.
• Approved the 2024 annual bonus outcome.
• Approved the 2022 LTIP outcome.
• Approved the 2025 annual pay review.
• Approved the 2025 LTIP for below Board.
• Approved the 2024 Directors’ Remuneration Report.
• Considered process for renewal of share plans for approval
by Shareholders.
September
• Received an update on the forecast 2025 annual bonus and
inflight LTIP awards outcome.
• Considered Group CEO performance against strategic
objectives.
• Approved the launch of the 2025 Sharesave (SAYE) scheme.
• Reviewed 2025 workforce remuneration arrangements.
• Noted the formal process for the application of discretion in
relation to bonus outcomes.
• Approved updated Committee terms of reference.
• Approved an annual calendar of events for the Committee.
November
• Approved the grant of options in relation to the 2025 SAYE.
• Reviewed the long-term incentive arrangements below
Board.
• Received an update on the forecast 2025 annual bonus
outcome.
• Considered the 2026 annual pay review.
• Approved the 2026 annual bonus plan design.
• Approved the terms of the current Group CFO’s
remuneration package.
A sub-committee of the Committee additionally met in July 2025 to approve the grant of the 2025 LTIP awards. Subsequent to the year end, the
Committee has met to consider similar items to those considered in February 2025, the outcomes of which are disclosed in this Annual Statement.
Directors’ Remuneration Report continued
Annual Statement
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OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
2025 Remuneration Policy
As I explained in my Report last year, the Committee reviewed the
Remuneration Policy (the Policy) to ensure it was effective for our
newly structured organisation and the Company’s ambitious growth
plans.
In March and April 2025, we consulted extensively with 85% of
our Shareholder base in respect of changes to the Policy and the
approach for 2025. The main change was the proposed introduction
of a new 2025 long-term incentive plan (the 2025 LTIP).
The 2025 LTIP replaces the Executive Directors’ performance share
plan and is designed to provide a clear focus on the Company’s long-
term sustainable growth and the delivery of share price return to
Shareholders through to 2029. Full details were set out in the notice
of a General Meeting held in May 2025 and in the summary of our
Policy on page 69.
The Committee was grateful for the constructive engagement
received from Shareholders during the consultation. The majority of
Shareholders that provided feedback were supportive of the 2025
LTIP. However the Board understood that some Shareholders would
find it difficult to support the proposals. As a result of the feedback
received, minor amendments were made to the 2025 LTIP and the
Policy; this included the requirement for the award to be satisfied
with market purchase shares.
The new Policy was approved by Shareholders at the General
Meeting on 28 May 2025, receiving 64.1% votes in favour and the
2025 LTIP plan rules received 64.3% votes in favour. Awards under
the 2025 LTIP were granted on 3 July 2025.
Following the 2025 General Meeting, the Committee again engaged
with Shareholders to understand the reasons for the level of votes
received for the Policy and the 2025 LTIP, with the feedback received
consistent with that prior to the General Meeting. The Committee
considered carefully the feedback received during consultation,
with the Board maintaining the view that the 2025 LTIP is in the best
interests of value creation for all Shareholders. As Remuneration
Committee Chair, I remain available to Shareholders if you would like
to discuss any remuneration matters.
Non-Executive Director fees
The Financial Reporting Council recently updated its guidance
to the 2024 UK Corporate Governance Code to confirm that the
payment of NED fees in shares is acceptable. The Board would like
to introduce the flexibility to pay NEDs’ fees in shares, including in
relation to fees received by a NED for their role as a chair or member
of a Group subsidiary board. Authority will therefore be sought from
Shareholders at the 2026 AGM to allow such payments. Subject
to approval, the Board will consider how such payments would be
structured and further details on approach will be disclosed in the
relevant Remuneration Report.
Board changes
On 1 May 2025, Adam Castleton formally assumed the role of
Group CEO following the announcement as Group CEO designate
on 29 January 2025. Details of his remuneration were set out in last
year’s Annual Report and Accounts.
An interim Group CFO was appointed on 1 May 2025 whilst the
Board searched for a permanent successor to Adam as Group
CFO; this appointment was not at Board level and so no details of
remuneration are included in this Report.
We were delighted to announce the appointment of our new Group
CFO, David Tilak, who joined the Board on 12 January 2026. David’s
remuneration arrangements have been set in accordance with the
2025 Remuneration Policy.
David’s base salary has been set at £375,000 which is considered
appropriate recognising his skills and experience and the competitive
recruitment market. His remuneration package also comprises a
pension contribution of 3% of banded earnings, an annual bonus
opportunity of 100% of salary and participation in the 2025 LTIP,
with an allocation of 14% of the pool. There were no buyout awards
granted in connection with this appointment.
Incentive outcomes for 2025
The Group delivered strong performance in 2025 in a recovering
market, demonstrating the strengths of the Group platform and
the benefits of the simplified Group structure. Group revenue
increased by 6% and Group Underlying Operating Profit is £32.6m,
an improvement of 17% on prior year. Underlying Operating Margin
further grew to 18%, its highest in 15 years.
Annual bonus
The Group CEO’s bonus is based 70% on Group Underlying Operating
Profit targets and 30% on the successful delivery of strategic
objectives, with the maximum bonus opportunity set at 100% of
basic salary. David Stewart, former Group CEO, will not receive a
bonus for 2025. Group Underlying Operating Profit outcome was
between threshold and target, resulting in an overall payout of 44%
of maximum for this measure. Adam Castleton was set strategic
objectives for 2025 in relation to his roles as Group CFO until 30 April
2025 and Group CEO from 1 May 2025 to the end of the year. There
was good progress made against the strategic objectives overall,
with an average of 78% of maximum achieved. As a result, the bonus
payout for 2025 is 54% of maximum for the Group CEO.
In line with Policy, the Group CEO will invest 33% of his bonus, net of
tax, into LSL shares, which must be held for a period of two years.
LTIP
The 2023 LTIP was based 50% on adjusted EPS targets and 50% on
relative TSR performance measures. Performance against the EPS
targets was above maximum and as a result this element will pay in
full. Performance against the FTSE SmallCap (excluding investment
trusts) Index under the TSR element was below threshold and
resulted in no payout. The award will therefore vest at 50% of
maximum.
We considered the underlying performance of the Group’s Divisions,
workforce remuneration and incentive outcomes in determining
that the incentive outcomes for 2025 were appropriate and that the
Policy had operated as intended. We also considered whether there
were any relevant ESG matters that needed to be taken account of
and concluded that there were none.
Malus and clawback
It was not necessary to invoke malus or clawback provisions during
the reporting period.
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
68 69
OVERVIEW
Remuneration at a glance
Remuneration outcomes for 2025
Fixed pay
• Base salary: Group CEO
salary set on appointment
• Pension: 3% of banded
earnings
• Benefits: private medical
cover and car/car
allowance
+
Annual bonus
Payout of 54%
of maximum
100% of salary
opportunity
+
LTIP
Payout of 50%
of maximum
100% of salary grant
=
Total remuneration
£869,938 for
Group CEO
Variable pay performance outcomes
Annual bonus LTIP
70% Group Underlying
Operating Profit
Actual
£32.6m
30% strategic
objectives
Targets based on a range
of objectives linked to
Shareholders, strengthening
Group capabilities, strategy,
risk management and ESG
50% earnings
per share (EPS)
Actual
24.4 pence
50% total shareholder
return (TSR)
Actual
40
th
percentile
Directors’ Remuneration Report continued
Annual Statement continued
Implementation of the Policy for 2026
Salary and fees
The Group CEO and Group CFO will not receive a salary increase for
2026.
The fees for the Non-Executive Directors will be increased by 3%,
aligned with the approach applied to the wider workforce and
rounded to the nearest £250. There will be no increase to the Chair
fee for 2026.
Annual bonus
No changes have been made to the current annual bonus
opportunity of 100% of salary for 2026 and the measures and
weightings for the annual bonus will remain 70% Group Underlying
Operating Profit and 30% strategic objectives.
LTIP
Following the grant of the 2025 LTIP to the Group CEO last year, there
will be no further grants in 2026. The new Group CFO will receive a
2025 LTIP award as explained earlier in this Report.
Colleague pay
We continue to ensure we understand the workforce’s views
on remuneration. During the year, topics discussed with the
Colleague Engagement Forum included tools for communication
of remuneration, pre-loved salary sacrifice car schemes, our
competency framework and colleague engagement survey.
In October 2025, we invited colleagues to take part in the 2025 SAYE,
offering a 20% discount on the option price. Participation in the
scheme remained high with 16% of the workforce applying to the
scheme.
Conclusion
We believe that the remuneration outcomes for the Executive
Directors are aligned to performance and consistent with the
approach taken to colleagues more generally.
I look forward to your support for the advisory resolution on the
Directors’ Remuneration Report and the binding resolution to
authorise the payment of NED fees in shares as noted earlier in my
Report at our forthcoming Annual General Meeting.
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68 69
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Directors’ Remuneration Policy
Element Purpose and link to strategy Maximum Operation
Basic salary • Core element of fixed income, reflects
the value of the individual, their role,
skills and experience over time.
• There is no prescribed
maximum annual basic salary
increase.
• Reviewed annually, normally effective 1 April.
• Guided by general increase for employees but lower
or higher increases may be awarded.
Benefits
• Support Executive Directors and their
families during ill health or in event of
accident or death.
• Car allowance to facilitate travel.
• At cost. • Includes car allowance, life assurance and private
medical insurance.
• Other benefits may be provided.
Pension
• Contribution towards retirement income. • Aligned to rate applying to the
majority of the workforce.
• Existing Directors pension
in accordance with auto
enrolment minimums.
• Defined contribution.
• HMRC approved arrangement.
Annual bonus
• Incentivises annual delivery of financial
and strategic goals.
• Maximum opportunity of
100% of basic salary, with the
ability to increase to 125% of
basic salary.
• Maximum opportunity will
not be increased without
significant Shareholder
consultation.
• Targets reviewed annually, maximum 30% non-
financial and minimum 70% financial measures.
• No more than 20% bonus payout at threshold.
• Paid in cash with one third of bonus paid for Group
CEO and 25% of bonus paid for Group CFO, net of tax,
invested in shares and held for two years.
• Committee discretion to adjust or override formulaic
outcome and malus and clawback provision apply
1
.
2025 LTIP awards
• Supports the business strategy and drives
and rewards significant growth in value
with alignment to Shareholder value.
• The allocations of the pool to
the Executive Directors are:
• Group CEO: 35% of the pool
(value of the award based
on values at dates of vesting,
capped at £20m).
• Group CFO: 14% of the pool
(value of the award based
on values at dates of vesting,
capped at £8m).
• Share of the growth in the value measured at
31 December 2027 (up to 50% eligible for payout)
and 31 December 2029 (up to the total pool eligible
for payout minus the % pay out at the prior test, if
any).
• Pool based on up to 10% of growth in value from
£2.78 starting share price.
• Any shares acquired under the plan cannot be sold
until 31 December 2029.
• Committee discretion to adjust vesting level and
malus and clawback provisions apply
1
.
All-employee
share schemes:
SAYE, SIP/BAYE
and CSOP
• Encourages long-term shareholding in
LSL.
• As per HMRC limits. • Invitations from the Remuneration Committee under
the approved SAYE, SIP/BAYE and CSOP.
Executive share
ownership
guidelines
• Aligns long-term interests of Executive
Directors and Shareholders.
• Minimum of 200% of basic
salary.
• 200% of base salary over a period of five years.
• Requirement (or actual shares if lower) continues
post-employment for two years.
• Retention of all vested LTIP awards (subject to tax
liabilities) and shares purchased from the annual
bonus until the guideline is met.
Chair and
Non-Executive
Directors
• Provides fees reflecting time commitment
and responsibilities of each role.
• No prescribed maximum
annual fee increase.
• Cash fee paid monthly.
• Fees are normally reviewed annually.
• Additional fees may be paid for additional
responsibilities and/or time commitment.
• Any reasonable business-related expenses can be
reimbursed.
Remuneration Policy
The Policy was approved by Shareholders at our General Meeting on 28 May 2025. Below is a summary of the Policy; the full Policy can be found
on our website lslps.co.uk. As explained earlier in this report, a resolution will be brought to our 2026 Annual General Meeting to authorise the
payment of NED fees in shares for the duration of the current Policy.
1 Clawback and malus circumstances include material misstatement of financial results, corporate failure, failure of risk management, reputational damage, error,
inaccurate or misleading information in determining a performance condition or any other matter determining the vesting of an award, breach of relevant regulations,
an act or omission during the vesting period to the significant detriment of customers, or an act or omission leading to gross misconduct, and a good leaver by reason
of retirement with the agreement of the Committee becoming employed in a paid executive role (other than by a Group Company). The Committee considers a three-
year period for the application of malus and clawback to be aligned with market practice generally across the FTSE and to be a reasonable time in the Committee’s view
in which the specified circumstances would be discovered.
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
70 71
OVERVIEW
Directors’ Remuneration Report continued
Reward scenarios (illustration of application of the Policy for 2026)
The chart below shows how the composition of the remuneration packages for the Group CEO and Group CFO varies at different levels of
performance under the Policy, both as a percentage of total remuneration opportunity and as a total value.
£
£500,000
100% 67% 20%
Below target Target
Group CEO
Maximum Below target Target
Group CFO
Maximum
£518k 33%
20%
60%
£768k
100% 68% 26%
£393k
32%
24%
50%
£580k
£2,561k
£1,539k
£1,000,000
£1,500,000
£2,000,000
£2,500,000
£3,000,000
Fixed Pay
Key:
Annual Bonus 2025 LTIP
Scenario
1
Salary, pension and
benefits
Annual bonus outcome
(% of maximum)
2025 LTIP outcome
Minimum (fixed remuneration) Basic salary as at 1 April 2026
for the Group CEO and basic
salary on appointment for
the Group CFO. Pension in
line with Policy. Benefits as
reported for 2025 for the
Group CEO and an assumption
for 2026 the Group CFO.
Nil Nil
On-plan performance (target
achievement)
50% Nil
Maximum performance (exceeds
target)
100% Value of 2025 LTIP assuming
15% CAGR share price growth is
achieved in year 3 and year 5. The
outcome has been annualised
over the performance period and
for the Group CFO to reflect his
appointment in 2026.
Directors’ Remuneration Policy continued
1 The Companies (Miscellaneous Reporting) Regulations 2018 also require an additional scenario to be shown which is the maximum remuneration receivable
assuming 50% share price appreciation during the performance period. This scenario has not been included above since 50% share price appreciation over the 5-year
performance period would result in a share price equivalent to 8.4% CAGR and, under the 2025 LTIP, no pool is created for performance below 10% CAGR.
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
70 71
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Director
Commencement of service
contract
Notice period
(from Executive Director and the Company)
Adam Castleton
2 November 2015 (Group CFO)
1 May 2025 (Group CEO)
Nine months
David Tilak
12 January 2026 Nine months
Director
Date original term
commenced
Date current term
commenced
Expiry date of
current term
Adrian Collins
30 April 2024
30 April 2024 29 April 2027
Gaby Appleton 1 September 2019 1 September 2025 31 August 2028
Darrell Evans 28 February 2019 28 February 2025 27 February 2028
Sonya Ghobrial 4 March 2022 4 March 2025 3 March 2028
James Mack 27 September 2021 27 September 2024 26 September 2027
Michael Stoop 24 June 2024 24 June 2024 23 June 2027
Service contracts for Executive Directors
The service contracts for the two Executive Directors are not fixed term and are terminable by either the Company or the Executive Director as
detailed below:
Copies of Directors’ service agreements are available for inspection via the Group Company Secretary.
At the Committee’s recommendation and at the Board’s discretion, an Executive Director’s service contract can be terminated early by payment of
basic salary and benefits in lieu of the required notice period.
Non-Executive Directors
Non-Executive Directors, including the Chair, have letters of appointment which set out their roles and responsibilities. They are not eligible to
participate in incentive arrangements or receive pension provision. The following table shows details of the terms of appointment of our Non-
Executive Directors who are on the Board at the date of this Report.
Copies of Non-Executive Director letters of appointment are available for inspection via the Group Company Secretary.
Annual Report on Remuneration
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Remuneration
element Adam Castleton David Tilak
Salary
£500,000 £375,000
Pension and
benefits
Pension contribution of 3% of banded earnings.
Benefits in line with Policy.
Annual bonus
opportunity
100% of salary
33% of any bonus earned, net of tax, will be used to
purchase shares which must be held for two years.
100% of salary
25% of any bonus earned, net of tax, will be used to
purchase shares which must be held for two years.
Annual bonus
performance
measures
70% Group Underlying Operating Profit.
30% strategic objectives.
LTIP
No LTIP award will be granted in 2026.
An award under the 2025 LTIP will be granted in 2026,
with an allocation of 14% of the pool.
Shareholding
guidelines
200% of salary.
Post-cessation Executive Directors must hold the lower of shares with a value equivalent to the in-service
shareholding requirement and actual shares held on cessation for two years.
LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
72 73
OVERVIEW
Implementation of the Policy for the year ending 31 December 2026
Executive Directors
Non-Executive Directors
The fees for the Non-Executive Directors will increase by 3% with effect from 1 April 2026. There will be no increase to the Chair fee. The fees for
2026 are set out below.
Role 2026 (£) 2025 (£)
Chair of the Board 153,000 153,000
Independent Non-Executive Director 54,500 53,000
Senior Independent Director 9,250 9,000
Chair of the Remuneration Committee 9,750 9,500
Chair of the Audit & Risk Committee 9,750 9,500
Designated Non-Executive Director for workforce engagement 2,000 2,000
Annual Report on Remuneration continued
Directors’ Remuneration Report continued
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
72 73
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Directors’ remuneration payable in 2025 (audited information)
Directors’ remuneration
The remuneration of the Directors for 2025 was as follows:
Year
Basic salary
or fees (£)
Benefits
5
(£)
Pension
contributions
6
(£)
Sub total -
fixed pay (£)
Annual
bonus (£)
Share
awards
7
(£)
Other
8
(£)
Sub total
- variable
pay (£) Total (£)
Chair
Adrian Collins
1
2025 152,250 - - 152,250 - - - - 152,250
2024 100,000 - - 100,000 - - - - 100,000
Executive Directors
Adam Castleton 2025 444,333 16,572 1,321 462,226 240,145 166,224 1,343 407,712 869,938
2024 330,563 16,501 1,321 348,385 261,872 - 1,223 263,095 611,480
David Stewart
2
2025 164,333 5,500 387 170,220 - 116,198 150 116,348 286,568
2024 489,437 16,501 1,161 507,099 386,217 - 637 386,854 893,953
Non Executive Directors
Gaby Appleton 2025 52,750 - - 52,750 - - - - 52,750
2024 54,877 - - 54,877 - - - - 54,877
Sonya Ghobrial 2025 52,750 - - 52,750 - - - - 52,750
2024 51,625 - - 51,625
- - - - 51,625
James Mack 2025 71,125 - - 71,125 - - - - 71,125
2024 68,018 - - 68,018 - - - - 68,018
Darrell Evans
3
2025 156,937 - - 156,937 - - - - 156,937
2024 80,325 - - 80,325 - - - - 80,325
Michael Stoop
4
2025 128,917 - - 128,917 - - - - 128,917
2024 25,000 - - 25,000 - - - - 25,000
Total 2025 1,223,395 22,072 1,708 1,247,175 240,145 282,422 1,493 524,060 1,771,235
2024 1,199,845 33,002 2,482 1,235,329 648,089 - 1,860 649,949 1,885,278
1 During 2025, a payment of £97,200 for other services provided to the Company was paid to Fincorp Limited, a consultancy company closely associated with
Adrian Collins
2 David Stewart stepped down from the Board and from the role of Group CEO on 30 April 2025
3 Darrell Evans’ fee for 2025 includes the fee in respect of his role as chair of the Surveying and Valuation Division
4 Michael Stoop’s fee for 2025 includes the fee in respect of his role as chair of the Estate Agency Franchising Division
5 Benefits comprise private medical cover and company car or car allowance
6 Adam Castleton is part of the auto enrolment pension scheme and receives 3% of banded earnings as an employer contribution. David Stewart received 3% of banded
earnings as cash in lieu of pension
7 The share awards for 2025 reflect the vesting level under the 2023 LTIP award of 50% of maximum. The value of these awards is based on the share price over the last
quarter of 2025, being 253p. The amount attributable to share price appreciation based on a grant price of 246p is £4,600 for Adam Castleton and £3,215 for David
Stewart
8 The ‘other’ column includes the value of matching shares and dividend shares under the SIP at the date the shares were awarded
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
74 75
OVERVIEW
Annual Report on Remuneration continued
Directors’ Remuneration Report continued
Annual bonus payments 2025 (audited information)
The maximum bonus potential for Adam Castleton was 100% of salary, pro-rata for his change in role during the year. David Stewart retired as
Group CEO on 30 April 2025 and will not receive a bonus for 2025.
The table below sets out a summary of performance against targets.
Measure
Threshold
(25% of max)
Target
(50% of max)
Maximum
(100% of max) Actual
Outcome
(of element)
Group Underlying Operating Profit 70% £29.6m £33.3m £38.2m £32.6m 44%
The table below sets out Adam Castleton’s objectives under the 30% non-financial measures and the outcome against each objective. Adam was
set two sets of objectives for the year, in relation to the periods of the year as Group CFO and then Group CEO.
Group CEO - Adam Castleton (1 May 2025 to 31 December 2025)
Focus Area Weighting Combined objective and performance achieved
Performance
Assessment
Developing Shareholder base 20%
Good progress made in strengthening Shareholder
engagement through a more targeted communication plan
and non-holder roadshows. New Shareholders were added
and analyst coverage maintained through the broker
transition. 19%
Group capability and vision 20%
Delivered a successful strategic review, strengthening
alignment across the senior leadership team and
enhancing cultural engagement across the Group.
Leadership capability was further reinforced through key
senior appointments. 20%
Strategy 20%
Established clear priorities for the Group and aligned
the relevant leadership teams behind these. Progress
advanced during the year, including actions to enhance
cost discipline and operational efficiency. 15%
Governance and risk management 20%
Continued enhancement of the Group’s governance and
risk management framework during the year, with actions
taken to strengthen oversight. 11%
Community contribution 20%
Progress made in strengthening community engagement
through employee volunteering and partnerships with
charitable organisations. 16%
81%
Group CFO - Adam Castleton (1 January 2025 to 30 April 2025)
Focus Area Weighting Combined objective and performance achieved
Performance
Assessment
Developing Shareholder base 35%
Good progress made in broadening the investor base,
supported by strengthened investor communications and
targeted outreach. 25%
Governance 10%
Initial progress was made in strengthening management
reporting, governance processes and oversight across the
Group prior to the appointment of an interim CFO. 5%
Risk management, regulatory and
compliance 10%
Progress was made in addressing outstanding audit
priorities, alongside continued focus on strengthening
engagement across the Group’s governance framework. 4%
Leadership 30%
Leadership transition managed effectively, maintaining
Shareholder engagement and internal communication,
with continuity ensured through the appointment of an
interim CFO. 25%
Financial stewardship and control 15%
Delivered year end reporting in line with timetable and
to a high standard, alongside a well-managed transition
to the new external auditor, reinforcing strong financial
stewardship and control. 10%
69%
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74 75
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
The table below sets out the total bonuses payable to the Executive Directors for 2025 performance. In line with Policy, the Group CEO will use 33%
of his bonus, net of tax, to purchase shares which must be held for two years.
Measure
Outcome of Group
Underlying Profit
element
(max 70%)
Outcome of Group
CEO/CFO strategic
objectives (30%
weighting)
Total outcome
(% of max)
Bonus payable
for 2025
performance
Adam Castleton 44% 81% / 69% 54% £240,145
2023 LTIP award vesting (audited information)
The performance period for the 2023 LTIP award ended on 31 December 2025. The table below sets out the performance targets and final level of
vesting.
Performance measure
Percentage of
award subject
to condition
Performance
period
Threshold
performance level
(25% vesting)
Maximum
performance level
(100% vesting)
Actual
performance
Percentage
vesting
Adjusted basic EPS in 2025 50%
3 years
ending
31 December
2025
16.0 pence
24.0 pence or
more 24.4 pence 50%
TSR (versus FTSE Small Cap ex
investment trusts) 50%
Median
(50th percentile)
Upper quartile
(75th percentile)
40th
percentile 0%
Total 50%
The table below sets out details of the LTIP awards granted in 2023 and the vesting level. Due to the delay in granting these awards, the revision of
the EPS target range and the share price at the time of grant, these awards were scaled back to 100% of salary from 125% of salary. The number of
shares under award for David Stewart were reduced to reflect his date of cessation. A two-year post vesting holding period applies to vested shares.
Executive Director
Date of
grant
Date of
vesting
Number of
shares under
award Vesting
Number of
shares vesting
Number of
shares lapsing Total vesting
Adam Castleton
7 November
2023
7 November
2026
131,402 50% 65,701 65,701 £166,224
David Stewart 91,857 50% 45,928 45,929 £116,198
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76 77
OVERVIEW
Annual Report on Remuneration continued
Directors’ Remuneration Report continued
2025 LTIP awards granted during 2025 (audited information)
The 2025 LTIP was approved by Shareholders at a General Meeting of the Company held on 28 May 2025. Under the 2025 LTIP, participants are
granted nil-cost options over shares in the Company, which will only vest subject to the achievement of demanding share price growth targets over
a five-year performance period to 31 December 2029.
Vesting at the first vesting date, 31 December 2027, is conditional on the Company achieving a minimum share price of £3.70, with maximum
vesting for a share price of £4.23 or more. Vesting at the second vesting date, 31 December 2029, is conditional on achieving a minimum share
price of £4.48, with maximum vesting for a share price of £5.59 or more. There will be straight line vesting between share price targets at each
vesting date. No vesting will occur for performance below the minimum share price at each vesting date. Any shares that vest under the 2025 LTIP
must be held until the end of the five-year performance period.
Details of the 2025 LTIP award granted to Adam Castleton during the year are set out below.
Executive Director Date of grant Date of vesting
Share price at grant
date
Number of shares
under award
Face value of award
(% of salary)
% vesting for
threshold
performance
Adam Castleton 3 July 2025 First vesting
date: 31
December 2027.
Second vesting
date: 31
December 2029.
n/a Such number of
ordinary shares
as have at each
vesting date, a
value equal to
35% of the pool.
n/a First vesting
date: 12.5% of
the award.
Second vesting
date: 25% of
the unvested
balance of the
award.
Payments to past Directors (audited information)
No payments have been made to past Directors during the year.
Payments for loss of office (audited information)
Details of the treatment of David Stewart’s remuneration on his retirement from the Board were set out in last year’s Annual Report and Accounts.
On stepping down from the Board on 30 April 2025, David Stewart received £257,090 in respect of his base salary and accrued but unused holiday,
£7,500 in car allowance and £580 in cash in lieu of pension, payable monthly to 30 October 2025. He also continued to receive private medical
cover until 30 October 2025. As a good leaver, he was entitled to retain his 2023 LTIP award, reduced pro-rata to reflect the date he left the
business. The award will vest in 2026, details of which are set out in this Report.
Outstanding share awards
2025 LTIP
Options granted to Executive Directors to acquire shares as follows:
Director Date of grant Exercise price
As at 1
January 2025
Awards
granted during
the year
Awards
vested
during the
year
Awards
exercised
during the
year
As at 31
December
2025 Exercise period
Adam Castleton
Group CEO
3 July 2025 Nil – Such
number of
ordinary
shares as
have at
each vesting
date, a
value equal
to 35% of
the pool.
– – Such
number of
ordinary
shares
as have
at each
vesting
date, a
value equal
to 35% of
the pool.
31 December
2029 - 3 July
2032
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76 77
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
LTIP and SAYE
1
Number of shares
Director
Award
type Date of grant
Share
price on
grant
Exercise
price
As at
1 January
2025
Awards
granted
during
year
Awards
lapsed
during
year
Awards
exercised
during
year
As at
31 December
2025
Exercise
period
Adam
Castleton
Group
CEO
LTIP
29 March
2022 369.00p Nil 106,283 – 106,283 – –
29 March
2025 to
28 March
2032
LTIP
7 November
2023 246.00p Nil 131,402 – – – 131,402
7 November
2026 to
6 November
2033
SAYE
10 November
2023 248.00p 199.00p 9,321 – – – 9,321
1 December
2026 to
31 May
2026
LTIP 30 April 2024 293.70p Nil 141,726 – – – 141,726
30 April
2027 to
29 April
2034
David
Stewart
Former
Group
CEO
LTIP
29 March
2022 369.00p Nil 157,435 – 157,435 – –
29 March
2025 to
28 March
2032
LTIP
7 November
2023 246.00p Nil 194,613 – 102,756 – 91,857
7 November
2026 to
6 May 2027
SAYE
10 November
2023 248.00p 199.00p 3,728 – 3,728 – –
30 April
2025 to
30 October
2025
LTIP 30 April 2024 293.7p Nil 209,822 – 139,952 – 69,870
30 April
2027 to 29
October
2027
1 All of the above are scheme interests. Details of the 2025 LTIP award granted in 2025 are set out elsewhere in this section of the Report, while details of previous
outstanding awards are presented in the previous year’s Directors’ Remuneration Report and are included in note 15 to the Financial Statements
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78 79
OVERVIEW
Annual Report on Remuneration continued
Directors’ Remuneration Report continued
Directors’ interests in shares (audited information)
The interests of the Directors who served on the Board during the year, including their connected persons, are set out in the table below.
The Group CEO is required under the Policy to purchase and hold shares equivalent to 33% of any bonus earned, net of tax for a period of two
years, and to retain all LTIP vested shares (net of tax) until the shareholding requirement is met. The Executive Directors’ shareholdings reflect the
limited vesting of LTIP awards and annual bonus payments prior to 2025. Following 2025 annual bonus investment in shares and vesting of the
2023 LTIP the Group CEO will hold 118% of salary in shares.
The Policy supports the continued building of shareholdings through the requirement to purchase shares with a proportion of bonus and through
the retention of all vested LTIP awards.
Shareholdings
1
(number of shares)
Share awards
(number of shares)
Shareholding
guideline total
(number of
shares)
Shareholding
guideline
Executive
Director
shareholding
3
Director
31 December
2025
31 December
2024
Unvested and
subject to
performance
targets
2
Vested but
unexercised
31 December
2025
31 December
2025
(% of basic
salary)
(% of basic
salary)
Adrian Collins 20,000 – – – – – N/A
Adam Castleton 172,693 142,266 282,449 – 172,693 200% 90.8%
David Stewart
4
168,260 95,666 161,727 – 168,260 200% 89.9%
Gaby Appleton – – – – – – N/A
Darrell Evans – – – – – – N/A
Sonya Ghobrial – – – – – – N/A
James Mack – – – – – – N/A
Michael Stoop 3,595 – – – – – N/A
All of the share interests detailed above are beneficial to the Directors. Apart from the interests disclosed above, no Directors held interests at any
time in the year in the share capital of any other Group company.
Between 31 December 2025 and 13 March 2026, Adam Castleton purchased 207 shares as a participant of our SIP/BAYE scheme which is not
reflected in the table above. These shares were purchased by the Employee Benefit Trust at the prevailing market rate.
Other services were provided to the Company through Fincorp Limited, a consultancy company closely associated with Adrian Collins. No other
Director has, or has had, any direct or indirect interest in any transaction, contract or arrangement (excluding service agreements), which is or was
unusual in its nature or conditions, or significant to the Group’s business, during the current or immediately preceding financial year.
1 The shareholdings of Adam Castleton includes matching shares, dividend shares and free share awards received under the SIP subject to a retention period. The total
shares held by Adam Castleton from awards under the SIP is 9,244
2 Adam Castleton was granted an award under the 2025 LTIP in the form of a nil-cost option. The number of shares over which the award shall vest and become
exercisable shall be such number of shares as have a value, as at the relevant vesting date, which is equal to his allocation of 35% of the LTIP pool. As this number of
shares cannot be determined at this date, this is not included in the table. Further details of this award are set out earlier in this Report
3 Based on shares owned and vested but unexercised awards, net of tax, as at 31 December 2025 or at the date of stepping down from the Board. Shareholding guideline
calculations are based on the share price at year end of 263 pence and Adam Castleton’s basic salary at 31 December 2025 and David Stewart’s basic salary on 30 April
2025 when he stepped down from the Board
4 David Stewart stood down on 30 April 2025. The shareholding in the table is shown as at the date of stepping down
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78 79
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Performance graph and table
The following graph shows the value, up to 31 December 2025, of £100 invested in the Company compared with the value of £100 invested in the
FTSE Small Cap (excluding investment trusts) Index on 31 December 2015. The FTSE Small Cap Index has been chosen because the Company is a
constituent of the Index.
Total Shareholder return
0
50
100
150
200
250
31 Dec 2015
31 Dec 2016
31 Dec 2017
31 Dec 2018
31 Dec 2019
31 Dec 2020
31 Dec 2021
31 Dec 2022
31 Dec 2023
31 Dec 2024
31 Dec 2025
Value (£)
Source: Refinitiv Datastream
LSL Property Services plc FTSE Small Cap Index (excluding investment trusts)
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
80 81
OVERVIEW
Group CEO’s total remuneration
The total remuneration figures for the Group CEO during each of the last ten financial years are shown in the table below. The total remuneration
figure includes the annual bonus based on that year’s performance and share awards based on three-year performance periods ending in or just
after the relevant year.
Ian Crabb to 30 April 2020 David Stewart from 1 May 2020
2016 2017 2018 2019 2020 2020 2021 2022 2023 2024 2025
Adam
Castleton
from 1
May 2025
Total
remun-
eration £499,000 £835,120 £774,629 £760,679 £161,214 £310,932 £859,207 £717,063 £571,685 £893,953 £286,568 £639,252
Annual
bonus 16% 97% 79.8% 61.7% 0% 0% 84.7% 0% 0% 78.0% N/A 54%
LTIP
vesting 0% 0% 0% 0% N/A N/A N/A 44.1% 22.4% 0% 50% 50%
Percentage change in Directors’ remuneration
The table below shows the annual percentage change in salary/fees, benefits and bonus for each of the Directors in 2025, compared to the average
for our wider workforce over the preceding five financial years.
2025 vs 2024 2024 vs 2023 2023 vs 2022 2022 vs 2021 2021 vs 2020
%
change
in
salary/
fees
% change
in taxable
benefits
(excluding
pension)
% change
in bonus
(includes
commission)
%
change
in
salary/
fees
% change
in taxable
benefits
(excluding
pension)
% change
in bonus
(includes
commission)
%
change
in
salary/
fees
% change
in taxable
benefits
(excluding
pension)
% change
in bonus
(includes
commission)
%
change
in
salary/
fees
% change
in taxable
benefits
(excluding
pension)
% change
in bonus
(includes
commission)
%
change
in
salary/
fees
% change
in taxable
benefits
(excluding
pension)
% change
in bonus
(includes
commission)
Chair
Adrian Collins 2.0 N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A
Executive
Directors
Adam
Castleton
1
34.4 0.4 (0.1) 2.3 0.0 100.0 3.0 0.5 N/A 2.0 0.8 (100.0) 1.5 (0.8) N/A
David
Stewart
2
N/A N/A N/A 2.2 0.0 100.0 3.0 0.5 N/A 2.0 0.8 (100.0) N/A N/A N/A
Non-
Executive
Directors
Gaby
Appleton
3
(3.9) N/A N/A (7.0) N/A N/A 3.1 N/A N/A 13.6 N/A N/A 14.5 N/A N/A
Darrell Evans
4
95.4 N/A N/A 30.6 N/A N/A 2.9 N/A N/A 11.3 N/A N/A 16.7 N/A N/A
Sonya
Ghobrial 2.2 N/A N/A 2.2 N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A
James Mack
5
4.6 N/A N/A 14.3 N/A N/A 3.0 N/A N/A N/A N/A N/A N/A N/A N/A
Michael
Stoop
6
415.7 N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A
All
employees
Median
of our
workforce
7
5.3 4.5 (59.2) 3.0 (21.5) 0.0 55.0 447.0 (92.0) 5.0 186.2 19.0 1.9 (71.8) (7.0)
For notes of changes in previous years, please refer to previous Annual Reports and Accounts.
Annual Report on Remuneration continued
Directors’ Remuneration Report continued
1 Adam Castleton was appointed Group CEO on 1 May 2025, his change in salary reflects this
2 David Stewart stepped down as Group CEO and from the Board on 30 April 2025, therefore no comparison is shown for 2025 vs 2024
3 Gaby Appleton was appointed as Interim Chair of the Remuneration Committee and our designated Non-Executive Director for workforce engagement from 5 March to
29 April 2024. She was appointed as Senior Independent Director until 4 March 2024
4 Darrell Evans’ fee for 2025 includes the fee in respect of his role as chair the Surveying and Valuation Division
5 James Mack was appointed as Senior Independent Director on 5 March 2024
6 Michael Stoop’s fee for 2025 includes the fee in respect of his role as chair of the Estate Agency Franchising Division
7 The median full-time equivalent pay of all employees in the LSL Group and still in employment as at 31 December has been provided as an appropriate comparator. This
excludes employees who joined the business during December but received their first pay in January
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
80 81
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Group CEO to employee pay ratio
The table below discloses the ratio between the Group CEO’s
remuneration and our wider workforce since 2018.
Financial year Method
25th
percentile
pay ratio
Median
pay ratio
75th
percentile
pay ratio
2018 Option A 40.5 : 1 27.9 : 1 16.2 : 1
2019 Option A 38.1 : 1 26.1 : 1 14.9 : 1
2020 Option A 23.4 : 1 15.8 : 1 9.1 : 1
2021 Option A 40.3 : 1 26.5 : 1 15.4 : 1
2022 Option A 29.3 : 1 20.0 : 1 11.6 : 1
2023 Option A 22.5 : 1 13.4 : 1 9.1 : 1
2024 Option A 33.2 : 1 20.8 : 1 13.9 : 1
2025 Option A 30.1 : 1 18.4 : 1 11.9 : 1
The 2025 employee data used to calculate the ratios is set out in the
table below:
25th
percentile Median
75th
percentile
Total pay and benefits of
employees £28,209 £45,999 £71,395
Basic salary of
employees £25,599 £40,370 £56,428
Notes on percentage change in Group CEO to
employee pay ratio
We have chosen option A (which compares our full-time equivalent
total remuneration for all UK employees against the Group CEO)
as the most appropriate methodology to report the ratios, in line
with the recommendation from the Government’s Department for
Business and Trade, and a number of Shareholder representative and
proxy voting bodies.
The ratio above includes all UK-based employees who were
employed in any part of the Group as at 31 December 2025. The
employee remuneration data includes the full-time equivalent
data in respect of basic pay, bonus, commission, taxable benefits,
share-based remuneration and pension benefits, so as to provide a
comparable figure to the Group CEO single figure total remuneration.
For the purposes of the Group CEO comparator, remuneration for
David Stewart has been included in respect of the period from
1 January 2025 to 30 April 2025 and remuneration for Adam
Castleton has been included in respect of the period from 1 May
2025 to 31 December 2025. Long-term incentive awards have been
pro-rated to reflect the period of time in role. Commission payments
paid to employees in 2025 are included. The full-time equivalent data
for each employee was grossed up based on the full-time equivalent
hours for each role.
The Committee noted the decrease in the ratio compared with 2024.
This primarily reflects the absence of a bonus payment to David
Stewart in respect of the January to April period and a lower bonus
outcome for the Group CEO role in the current year compared with
that awarded for the role in the previous year. As a result, overall
variable pay was lower than in the prior year, notwithstanding the
LTIP payout made in the current year.
As at 31 December 2025, we employed around 1,769 people in a
wide variety of roles. The reward policies and practices for employees
follow those set for the Executive Directors.
The Committee also has responsibility for setting the remuneration
of the Executive Committee and Group Company Secretary and
reviews and monitors the Group’s wider remuneration policies and
practices. On this basis, the Committee is satisfied the median pay
ratio is consistent with the pay, reward and progression polices of the
companies UK-based employees.
Relative importance of spend on pay
The following table shows our actual spend on pay for all employees,
relative to dividends paid, share buyback programme and profit
earned:
2025 (£m) 2024 (£m) Change (%)
Staff costs
1
109.1 105.2 3.7
Dividends 11.8 11.8 (0.3)
Share buybacks 5.0 0.8 495.9
Profit after tax
2
17.0 17.4 (2.3)
Adjusted profit after tax
2
25.0 21.7 14.7
Statement of Shareholders’ voting
The Annual Statement and Report on Remuneration for 2024
(included in the 2024 Annual Report and Accounts) were presented
to Shareholders at the 2025 AGM on 28 May 2025. The Directors’
Remuneration Policy and the 2025 LTIP were presented to
Shareholders at a General Meeting on 28 May 2025. The voting
outcomes were as follows:
Annual Statement
and Annual
Report on
Remuneration
Directors’
Remuneration
Policy 2025 LTIP
Votes cast in
favour 99.87% 64.13% 64.30%
Votes cast
against 0.13% 35.87% 35.70%
Total votes
withheld 372 2,178,660 2,178,660
Darrell Evans
Chair of the Remuneration Committee
18 March 2026
1 See note 15 to the Financial Statements for calculation of staff costs
2 The percentage change in profit after tax and adjusted profit after tax has been shown as this is considered an important financial KPI used to monitor our performance.
See note 12 to the Financial Statements for the calculation
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
82 83
OVERVIEW
Information Page(s)
Principal activities during the year
10 to 19
Review of business performance
10 to 19
Likely future developments affecting
the Company
12
Statement of Directors’ responsibilities
regarding Financial Statements
86
Employee engagement initiatives
22
Section 172 statement and engagement
with Shareholders, suppliers, customers
and other stakeholders
20 to 26
Greenhouse gas (GHG) emissions &
energy efficiency (SECR framework)
44
Post-balance sheet events
143
Financial instruments
106 and 140
to 142
Employment of disabled persons
35
Report of the Directors
LSL Property Services plc is a public limited company incorporated in
England and Wales under the Companies Act 2006 with registered
number 5114014.
The Directors present their Report, together with the consolidated
Financial Statements for the year ended 31 December 2025. For
the purpose of the FRC’s Disclosure Guidance and Transparency
Rule (DTR) 4.1.8R, the Strategic Report on pages 03 to 45 is also the
Management Report for the year ended 31 December 2025.
The Report of the Directors comprises the Corporate Governance
Report (on pages 50 to 55), the Report of the Directors (on pages 82
to 85) and the Shareholder Information section (on pages 162
to 163). Related information can also be found in the Audit &
Risk Committee Report, the Nominations Committee Report, the
Directors’ Remuneration Report and our Sustainability Report.
The Companies Act 2006 requires us to prepare a Strategic Report,
this appears on pages 03 to 45 of this Annual Report and Accounts.
As permitted by Section 414C(11) of the Companies Act 2006, some
matters required to be included in the Report of the Directors have
instead been included in the Strategic Report and are incorporated
by reference in this Report of the Directors. The Strategic Report
provides information on the Group’s operations and business model.
The following information required to be included in a directors’
report is provided in other appropriate sections of the Annual Report
and Accounts and is incorporated in this Report of the Directors by
reference in this table.
Articles of Association
The Articles set out the internal regulations of the Company and
cover such matters as the rights of Shareholders, the appointment
and removal of Directors and the conduct of the Board and general
meetings. The Articles can only be amended by special resolution
(75% or greater of votes cast in favour at a General Meeting of
Shareholders).
Directors
The Directors of the Company who were in office at the date of
signing the Financial Statements are listed on pages 46 and 47, with
details of their appointment date, skills, experience and current
external appointments. David Stewart stood down from the Board on
30 April 2025. David Tilak was appointed on 12 January 2026.
Appointment and replacement of Directors
The Articles give the Directors the power to appoint and replace
Directors. Appointments must be recommended by the Nominations
Committee for approval by the Board. In accordance with the UK
Corporate Governance Code, all Directors seek election or re-election
at each AGM.
Directors’ interests and conflicts
The Directors have a statutory duty to avoid conflicts of interest.
Procedures are in place to deal with the disclosure and authorisation
of any potential or actual conflicts of interest in accordance with
the Articles and the Companies Act 2006. All disclosed conflicts or
potential conflicts are recorded in a register of conflicts. The minutes
of the relevant meeting record the approval of any such conflicts. The
management of potential conflicts has operated in accordance with
the procedure throughout 2025 and subsequently.
Details of the Directors’ other directorships are included in their
biographies on pages 46 and 47. Information on the Directors’
interests in the shares of the Company are shown on page 78.
Options granted to Directors under the Company’s long-term
incentive plan are shown on pages 76 and 77. Other than the
Directors’ other directorships and share interests, there are no other
significant conflicts.
Compensation for loss of office
There are no agreements in place between the Company and any
Director or employee for loss of office in the event of a takeover.
Directors’ indemnity and insurance
The Directors have the benefit of a qualifying third-party indemnity
provision (as defined by section 234 of the Companies Act 2006)
in relation to certain losses and liabilities which they may incur in
connection with their position in the Company or any associated
company. This provision was in force during 2025 and subsequently.
The Company maintains appropriate liability insurance for its
Directors and Officers, which provides cover for any legal action
brought against them.
Share capital
As at 31 December 2025, the Company’s issued share capital
comprised 105,158,950 ordinary shares (2024: 105,158,950) with a
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OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
nominal value of 0.2 pence each. 3,356,874 ordinary shares (2024:
1,458,933) were held in Treasury which the Company can cancel, sell
for cash or transfer for use in an employee share scheme.
Treasury shares do not receive dividends and are not included when
calculating the total voting rights in the Company. Therefore, the
total number of voting rights in the Company was 101,802,076 at
31 December 2025.
Each issued ordinary share (therefore excluding those held in
Treasury) has the same rights attached to it. This includes the right
to vote at General Meetings (one vote per ordinary share), appoint
proxies, receive dividends and receive communications. Throughout
the year and to the date of this Report, the ordinary shares
were listed on the London Stock Exchange. There are no specific
restrictions on the size of shareholding or the transfer of shares
which are both governed by the Articles and prevailing law. The
Directors are not aware of any agreements between the holders of
the Company’s shares that may result in restrictions on the transfer
of shares or on voting rights. No person has special rights of control
over the Company’s share capital and all shares are fully paid.
As at 31 December 2025, the LSL Property Services plc Employee
Share Ownership Trust (ESOT) held 142,244 shares and the Share
Incentive Plan (SIP) held 871,803 shares to satisfy options or awards
under the Group’s discretionary share option schemes. The ESOT
Trustees have waived their entitlement to dividends on shares
held under the trust. Details of shares held by the ESOT and SIP are
provided in note 28 to the Financial Statements.
As at 31 December 2025, the LSL Property Services plc Employee
Share Incentive Plan held 0.83% (2024: 0.91%) of the Group’s
issued share capital in trust. Shares held in the trust have dividend
and voting rights in accordance with the rules of the scheme. The
Trustees exercise the voting rights for shares held in the trust on
behalf of the participants.
Allotment and repurchase of shares
The powers of the Directors, including in relation to the issue or
buyback of the Company’s shares, are set out in the Companies Act
2006 and the Articles.
At the Company’s AGM on 28 May 2025, Shareholders approved an
authority for the Company to allot ordinary shares up to a maximum
nominal amount of £68,980. It has not used this authority. The
Company intends to renew this authority at its 2026 AGM.
At the Company’s AGM on 28 May 2025, Shareholders approved that
the Company could make market purchases of its own shares up to
a maximum of 10,347,018 shares. Purchases must be at a price not
less than the nominal value of each share (being 0.2 pence each) and
more than 5% of the average mid-market price for the preceding five
business days. The Company intends to renew this authority at its
2026 AGM.
During the year ended 31 December 2025 the Company purchased
1,897,941 ordinary shares to hold in Treasury, with a nominal value
of £3,795.89 at an average price of £2.66 (and £5,044,960.57 in
aggregate). Since 31 December 2025 a further 948,935 shares
have been purchased and placed into Treasury, with a nominal
value of £1,897.87 at an average price of £2.58 (and £2,444,988 in
aggregate). Therefore, as at the latest practicable date (13 March
2026), the Company held 4,305,809 shares in Treasury, representing
4.09% of the issued share capital of the Company and our total voting
rights were 100,853,141.
Change of control provisions
Certain subsidiaries within the Group are party to agreements
that may take effect, alter, or terminate upon a change of control
following a takeover bid. A significant proportion of the Group’s
income from surveying, valuation, and asset management services
is derived from specific contracts, the termination of which, in
the event of a change of control of the relevant subsidiary, could
materially impact those income streams. The Group is also party to
various banking agreements that include provisions for termination
upon a change of control of the Group. Under these agreements, all
outstanding amounts would become immediately due and payable in
such circumstances.
AGM
Our AGM will be held on 15 May 2026, with full details included in
the Notice of Meeting and on our website (lslps.co.uk). The AGM
provides an opportunity for Directors to engage with Shareholders.
AGM notices include a separate resolution for each item of business,
an explanation of each matter being considered and are made
available at least 20 business days before the meeting date.
Dividends
The Board proposes a final dividend for 2025 of 7.4 pence per share
(2024: 7.4 pence per share) which, subject to Shareholder approval,
will be payable on 16 June 2026 to Shareholders on the register
on 15 May 2026. The shares will go ex-dividend on 14 May 2026.
The proposed final dividend, together with the interim dividend of
4.0 pence per share (2024: 4.0 pence per share), results in a total
dividend for 2025 of 11.4 pence per share (2024: 11.4 pence per
share). Further information on dividends is shown in note 13 of
the Financial Statements and is incorporated into this Report by
reference.
Going concern
The Group’s business activities, together with the factors likely to
affect its future development, performance and position are set
out in the Financial and Divisional Reviews section on pages 13 to
19 of the Strategic Report. The financial position of the Group, its
cash flows, liquidity position and policy for treasury are set out in
the Financial Review section of the Strategic Report on pages 13 to
17. Details of the Group’s borrowing facilities are set out in note 31
to the Financial Statements. The Group’s objectives, policies and
processes for managing capital, financial risk management objectives,
details of financial instruments and exposures to credit risk and
liquidity risk are also set out in note 31 to the Financial Statements.
A description of the Group’s principal risks and uncertainties and
arrangements to manage these risks can be found in the Risk
Management section of the Strategic Report on pages 27 to 30.
Having considered this information, made enquiries of management
and reviewed a variety of other data, the Directors have a reasonable
expectation that the Group and the Company have adequate
resources to remain in operation to 30 June 2027. The Board has
therefore continued to adopt the going concern basis in preparing
this Report and the Financial Statements. Full details of the matters
considered when making this assessment, including scenarios and
testing, are included in note 2 to the Financial Statements.
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OVERVIEW
Report of the Directors continued
Substantial shareholdings
The Company has been notified, in accordance with Chapter 5 of the Disclosure and Transparency Rules of the following direct or indirect holdings
of voting rights, including shares and other financial instruments, in the Company’s shares:
Name
As at
31 December
2025
Number of
voting rights
As at
31 December
2025
% of total
voting rights
Brandes Investment Partners L.P 17,603,271 17.22
FMR LLC 10,293,790 10.00
Simon Embley 6,835,624 6.71
FIL Limited 5,225,764 5.11
Harris L.P 5,220,081 5.02
Liontrust Asset Management Plc 5,164,219 4.99
SFM UK Management LLP 5,082,389 4.89
Kinney Asset Management LLC 4,615,636 4.52
David Newnes 3,479,910 3.41
Utah State Retirement Systems 3,356,555 3.23
Franklin Templeton Institutional LLC 3,211,900 3.09
Setanta Asset Management Limited 3,104,228 2.99
Between 31 December 2025 and 13 March 2026, FMR LLC notified a change in its holding of voting rights to 10,105,709 (9.99%). No other changes
have been notified.
Branch Offices
We do not have any overseas branches.
Political donations
At the Company’s AGM held on 28 May 2025, Shareholders
authorised the Company and its subsidiaries to incur political
expenditure and make political donations up to an aggregate limit of
£100,000, in accordance with the Companies Act 2006. No political
donations were made during 2025 (2024: nil).
Independent auditor
Grant Thornton UK LLP has advised its willingness to continue in
office as our external auditor. Resolutions to reappoint it and give the
Audit & Risk Committee authority to determine its remuneration will
be proposed at the 2026 AGM.
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84 85
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Listing Rule Information to be included Disclosure
6.6.1(1) Interest capitalised by the Group None
6.6.1(2) Unaudited financial information
(LR 9.2.18R)
On 27 January 2026, the Group issued a full year trading update,
which contained the following unaudited financial information in
relation to profit for 2025 “Underlying Operating Profit was up in all
three Divisions and our central costs reduced - we achieved a record
high Group Operating Margin. The Group saw an acceleration in our
revenue and profit in the second half of the year and we have started
2026 in line with our expectations.”
6.6.1(3) Long-term incentive scheme information
involving Board Directors (LR9.4.3R)
Directors’ Remuneration Report - pages 76 and 77
6.6.1(4) Waiver of emoluments by a Director None
6.6.1(5) Waiver of future emoluments by a
Director
None
6.6.1(6) Non pre-emptive issues of equity for cash None
6.6.1(7) Non pre-emptive issues of equity for
cash in relation to major subsidiary
undertakings
None
6.6.1(8) Listed company is a subsidiary of another
company
Not applicable
6.6.1(9) Contracts of significance involving a
Director of a controlling Shareholder
None
6.6.1(10) Contracts for the provision of services by a
controlling Shareholder
None
6.6.1(11) Shareholder waiver of dividends Report of the Directors - page 83
6.6.1(12) Shareholder waiver of future dividends Report of the Directors - page 83
6.6.1(13) Agreement with controlling shareholder None
Disclosure table pursuant to UK Listing Rule 6.6.1R
The Report of the Directors was approved by and signed on behalf of the Board of Directors.
Debbie Fish
Group Company Secretary
18 March 2026
Note:
1 All data is as at 31 December 2025 unless specified otherwise
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86
Statement of Directors’ Responsibilities in Respect of
the Annual Report and the Financial Statements
The Directors are responsible for preparing the Annual Report
and 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 prepared
the Group Financial Statements in accordance with UK-adopted
International Accounting Standards (IAS) in conformity with the
requirements of the Companies Act 2006.
The Directors have chosen to prepare the Parent Company Financial
Statements in accordance with United Kingdom Generally Accepted
Accounting Practice (United Kingdom Accounting Standards and
applicable law), including FRS 101 ‘Reduced Disclosure Framework’.
Under company law, Directors must not approve the Financial
Statements unless they are satisfied that they give a true and fair
view of the state of affairs of the Group and of the profit or loss of
the Group for that period.
In preparing the Parent Company Financial Statements, the Directors
are required to:
• Select suitable accounting policies and then apply them
consistently.
• Make judgements and accounting estimates that are reasonable
and prudent.
• State whether applicable UK Accounting Standards have been
followed, subject to any material departures disclosed and
explained in the Financial Statements.
• Prepare the Financial Statements on the going concern basis
unless it is inappropriate to presume that the Company and/or
Group will not continue in business.
In preparing the Group Financial Statements, International
Accounting Standard 1 requires that the Directors:
• Properly select and apply accounting policies.
• Present information, including accounting policies, in a manner
that provides relevant, reliable, comparable and understandable
information.
• Provide additional disclosures when compliance with the
specific requirements of the financial reporting framework are
insufficient to enable users to understand the impact of particular
transactions, other events and conditions on the entity’s financial
position and financial performance.
• Make an assessment of the Group’s ability to continue as a going
concern.
The Directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the Company’s and
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 Company and the Group Financial
Statements comply with the Companies Act 2006. They are also
responsible for safeguarding the assets of the Parent Company and
Group and hence for taking reasonable steps for the prevention and
detection of fraud and other irregularities.
The Directors are responsible for the maintenance and integrity of
the corporate and financial information included on the Company’s
website. Legislation in the United Kingdom governing the preparation
and dissemination of Financial Statements may differ from legislation
in other jurisdictions.
Directors’ declaration in relation to relevant
audit information
Each of the Directors whose names and functions are set out on
pages 46 and 47 confirm that to the best of their knowledge:
• There is no relevant audit information of which the Company’s
auditor is unaware.
• Each Director has taken all the steps a director might reasonably
be expected to have taken to be aware of relevant audit
information and to establish that the Company’s auditor is aware
of that information.
This confirmation is given and should be interpreted in accordance
with the provisions of Section 418 of the Companies Act 2006.
Directors’ responsibility statement
Each of the Directors whose names and functions are set out on
pages 46 and 47 confirm that to the best of their knowledge:
• The Financial Statements, prepared in accordance with the
relevant financial reporting framework, give a true and fair view of
the assets, liabilities, financial position and profit of the Company
and undertakings included in the consolidation taken as a whole.
• The Management Report, comprising the Strategic Report and the
relevant parts of the Directors’ Report, includes a fair review of the
development and performance of the business and the position of
the Company and undertakings included in the consolidation taken
as a whole, together with a description of the principal risks and
uncertainties that they face.
• The 2025 Annual Report and Accounts, taken as a whole, is fair,
balanced and understandable and provides the information
necessary for Shareholders to assess the Company’s position,
performance, business model and strategy.
This Statement was approved by and signed on behalf of the Board
of Directors.
Debbie Fish
Group Company Secretary
18 March 2026
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87
Independent Auditor’s Report
to the Members of LSL Property Services Plc
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Opinion
Our opinion on the financial statements is unmodified
We have audited the financial statements of LSL Property Services plc (the ‘parent company’) and its subsidiaries (the ‘group’) for the year
ended 31 December 2025, which comprise the Group Statement of Profit and Loss and other Comprehensive Income, Group Balance Sheet,
Group Statement of Cash Flows, Group Statement of Changes in Equity, Notes to the Group Financial Statements, Parent Company Balance
Sheet, Parent Company Statement of Changes in Equity and Notes to the Parent Financial Statements, including material accounting policy
information. The financial reporting framework that has been applied in the preparation of the group financial statements is applicable
law and UK-adopted international accounting standards. The financial reporting framework that has been applied in the preparation of the
parent company financial statements is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 101
‘Reduced Disclosure Framework (United Kingdom Generally Accepted Accounting Practice)’.
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 2025
and of the group’s profit for the year then ended;
• the group financial statements have been properly prepared in accordance with UK-adopted international accounting standards;
• the parent company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting
Practice; and
• the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under
those standards are further described in the ‘Auditor’s responsibilities for the audit of the financial statements’ section of our report. We are
independent of the group and the parent company in accordance with the ethical requirements that are relevant to our audit of the financial
statements in the UK, including the FRC’s Ethical Standard as applied to listed public interest entities, and we have fulfilled our other ethical
responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
Conclusions relating to going concern
We are responsible for concluding on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group’s and the
parent company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our
report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify the auditor’s opinion. Our conclusions
are based on the audit evidence obtained up to the date of our report. However, future events or conditions may cause the group or the parent
company to cease to continue as a going concern.
Our evaluation of the directors’ assessment of the group’s and the parent company’s ability to continue to adopt the going concern basis of
accounting included obtaining management’s going concern assessment covering the period to 30 June 2027 and performing the following
procedures:
• Obtained an understanding of the systems and controls in place over the going concern assessment through discussions with management and
walkthrough procedures;
• Reviewed and challenged management’s paper and going concern model supporting the preparation of the financial statements on a going
concern basis, including testing the mechanical accuracy and verifying that the cash flow forecasts were consistent with the 5-year business plan
approved by the Board;
• Assessed the robustness of management’s forecasts by comparing historic forecasts to actual results and by performing sensitivity analyses;
• Challenged key inputs such as revenue growth rates, gross profit margins, cost base, working capital movements, and other investing and
financing cash flows;
• Assessed whether management had appropriately reflected external factors such as the cost-of-living crisis and inflation within the forecasts;
• Tested management’s sensitivity analyses and reverse stress test to evaluate the resilience of the going concern assessment under severe but
plausible scenarios;
• Obtained the latest available financial results for the first and second months of the subsequent financial period to assess how actual
performance tracked against budget and forecasts; and
• Assessed whether the financial statements included appropriate disclosures relating to going concern.
In our evaluation of the directors’ conclusions, we considered the inherent risks associated with the group’s and the parent company’s business
model including effects arising from macro-economic uncertainties such as inflationary pressures, geopolitical uncertainty and tightening credit
conditions, we assessed and challenged the reasonableness of estimates made by the directors and the related disclosures and analysed how those
risks might affect the group’s and the parent company’s financial resources or ability to continue operations over the going concern period.
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88 89
Independent Auditor’s Report continued
to the Members of LSL Property Services Plc
OVERVIEW
In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the
financial statements is appropriate.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or
collectively, may cast significant doubt on the group’s and the parent company’s ability to continue as a going concern for a period of at least twelve
months from when the financial statements are authorised for issue.
In relation to the group’s reporting on how it has applied the UK Corporate Governance Code, we have nothing material to add or draw attention to
in relation to the directors’ statement in the financial statements about whether the directors considered it appropriate to adopt the going concern
basis of accounting.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Our approach to the audit
Overview of our audit approach
Overall materiality:
Group: £1,300,000 which represents 5% of the group’s adjusted profit before tax
Parent company: £1,700,000, which represents 1% of the parent company’s total
assets. Parent company component materiality has been capped at an amount
less than group materiality for group audit purposes.
Key audit matters were identified as:
• Revenue recognition - commission refund
• Completeness of commission refund repayment liabilities
Our auditor’s report for the year ended 31 December 2025 included no key audit
matters for the parent company.
The predecessor auditor identified one key audit matter during the audit of the
year ended 31 December 2024 that has not been reported as key audit matters in
our current year’s report. This related to:
• The recoverable amount of investments held by the parent company. This is not
considered to be key audit matter given the lack of indicators of impairment
identified during the current year audit.
We performed an audit of the financial information using component materiality
(full-scope audit) on the parent and three components, and audit of one or
more account balances, classes of transactions or disclosures of the component
(specified procedures) on five components. We performed analytical procedures
at group level (analytical procedures) on the remaining components of the group.
Key audit
matters
Scoping
Materiality
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OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of
most significance in our audit of the financial statements of the current period
and include the most significant assessed risks of material misstatement (whether
or not due to fraud) that we identified. These matters included those that had
the greatest effect on: the overall audit strategy; the allocation of resources in
the audit; and directing the efforts of the engagement team. These matters were
addressed in the context of our audit of the financial statements as a whole, and
in forming our opinion thereon, and we do not provide a separate opinion on
these matters.
In the graph below, we have presented the key audit matters and significant risks
relevant to the audit. This is not a complete list of all risks identified by our audit.
Description
Audit response
Disclosures
Our results and
Key observations
KAM
High
Low
Potential
financial
statement
impact
High
Low
Extent of management judgement
Revenue recognition – transactions outside the
expected pattern (EAF, FS and S&V divisions)
occurrence and accuracy
Provision for professional indemnity
completeness (S&V division)
Management override of controls
Revenue recognition –
commission refunds
Completeness of commission
refund repayment liabilities
Investment in subsidiaries –
valuation and allocation (parent company only)
Key audit matter
Significant risk
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90 91
Independent Auditor’s Report continued
to the Members of LSL Property Services Plc
OVERVIEW
Key Audit Matter – Group How our scope addressed the matter – Group
Revenue recognition – commission refunds
Revenue is the most significant item in the consolidated financial
statements and directly impacts several of the Group’s key
performance indicators set out in the Annual Report and Accounts.
Revenue is recognised in accordance with IFRS 15 Revenue from
Contracts with Customers. This standard requires the application
of management judgement and estimation, particularly when
determining adjustments for variable consideration, including
amounts related to commission refunds.
We have determined that variable consideration arising from
commission in the Financial Services division, involves high estimation
uncertainty and requires significant management judgement in
determining future refund patterns, so was an area that demanded a
higher degree of audit focus and challenge.
In responding to the key audit matter, we performed the following
audit procedures:
• Obtained an understanding of the revenue and commission refund
processes, including how management identifies commission-
related variable consideration and key assumptions used in
estimating expected refunds. We performed walkthroughs of this
to assess the design effectiveness of relevant controls;
• Evaluated the consistency and appropriateness of the related
accounting policies in line with the financial reporting framework,
including IFRS 15; and
• Tested the accuracy of the amount of revenue constrained
in respect of expected commission refunds. This was tested
concurrently with our testing of commission refund liabilities as
described below.
Relevant disclosures in the Annual Report and Accounts
• Financial statements: Note 3, Revenue.
Our results
Based on our audit work, we did not identify any material
misstatements in the revenue recognised in the year.
Key Audit Matter – Group How our scope addressed the matter – Group
Completeness of commission refund repayment liabilities
We identified the completeness of commission refund repayment
liabilities in the Financial Services Division, as one of the most
significant assessed risks of material misstatement due to fraud and
error.
These amounts are presented as commission refund liabilities (£2.8m)
and appointed representative provision (£1.6m).
These balances involve significant judgement, particularly in
estimating lapse rates and assessing potential clawback exposures,
which increases the risk of misstatement or management bias.
For commission refund liabilities, the direct link to revenue creates
an opportunity for fraud, as management could understate these
liabilities to manipulate reported revenue, given the level of
judgement involved and potential for management bias.
Given the level of estimation uncertainty and the direct link to
revenue, this matter was one of the matters of most significance in
our audit.
In responding to the key audit matter, we performed the following
audit procedures:
• Obtained an understanding of the processes and controls for
identifying potential refunds, calculating the liabilities, and
approving key assumptions, and performed a walkthrough to
confirm controls were implemented as designed;
• Evaluated management’s modelling approach for appropriateness,
including the lapse-rate assumptions;
• Verified the mathematical accuracy of the models and agreed
all inputs, including historical lapse data and clawback trends, to
underlying supporting evidence;
• Tested the look-back analysis performed by management by
comparing prior-year estimates to the actual outcomes observed
in the current year, to evaluate the accuracy of management’s
forecasting and identify any indicators of potential management
bias;
• Assessed the reasonableness of management’s assumptions by
comparing them to historical experience and testing lapses paid
data and available industry benchmarks; and
• Reviewed the completeness, accuracy and clarity of related
disclosures in the financial statements to ensure they appropriately
described the basis of the liabilities, key assumptions used,
sensitivities, and any significant judgements made by management.
Relevant disclosures in the Annual Report and Accounts
• Audit & Risk Committee Report: Key considerations and approvals
made by the Committee in relation to the 2025 Annual Report and
the Financial Statements.
• Financial statements: Note 2.24 Critical accounting judgements and
estimates.
• Financial statements: Note 23, Trade payables.
• Financial statements: Note 25, Provision for liabilities.
Our results
Based on our audit work, we did not identify any material
misstatements in the completeness of commission refund liabilities
and appointed representative provision.
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OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Our application of materiality
We apply the concept of materiality both in planning and performing the audit, and in evaluating the effect of identified misstatements on the audit
and of uncorrected misstatements, if any, on the financial statements and in forming the opinion in the auditor’s report.
Materiality was determined as follows:
Materiality measure Group Parent company
Materiality for financial statements as a whole We define materiality as the magnitude of misstatement in the financial statements
that, individually or in the aggregate, could reasonably be expected to influence the
economic decisions of the users of these financial statements. We use materiality in
determining the nature, timing and extent of our audit work.
Materiality threshold £1,300,000 (2024: £1,300,000) which
represents 5% of adjusted profit
before tax. The range of component
materialities used across the group was
£465,000 to £676,000.
£1,700,000 (2024: £700,000), which
represents 1% of total assets. The
parent company materiality is solely for
the purposes of the parent company
statutory audit. A lower component
materiality has been used in respect of the
parent company for the group financial
statements audit.
Significant judgements made by auditor in
determining materiality
In determining materiality, we made the
following significant judgements:
• The group’s adjusted profit before tax
is considered the most appropriate
benchmark because it is the most
relevant stable performance measure
to the stakeholders of the group.
We have adjusted profit before tax
to account for non-recurring post-
acquisition costs of £509,000.
Materiality for the current year is equal
to the level that was determined for the
year ended 31 December 2024
In determining materiality, we made the
following significant judgements:
• The parent company’s total assets
is considered the most appropriate
benchmark because it is the most
relevant measure of financial position
for the stakeholders of the parent
company, which is a holding company.
Materiality for the current year is higher
than the level that was determined for the
year ended 31 December 2024 to reflect a
change in the benchmark being used (the
predecessor auditor used 1% of equity as
a base and capped statutory materiality
below group materiality.
Performance materiality used to drive the extent
of our testing
We set performance materiality at an amount less than materiality for the financial
statements as a whole to reduce to an appropriately low level the probability that the
aggregate of uncorrected and undetected misstatements exceeds materiality for the
financial statements as a whole
Performance materiality threshold £845,000 (2024: £600,000) which is 65%
of financial statement materiality.
The range of component performance
materialities used across the group was
£465,000 to £676,000.
£1,105,000 (2024: £350,000) which is
65% of financial statement materiality.
Parent company component performance
materiality has been capped at an
amount less than group performance
materiality for group audit purposes.
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Independent Auditor’s Report continued
to the Members of LSL Property Services Plc
OVERVIEW
Materiality measure Group Parent company
Significant judgements made by auditor in
determining performance materiality
In determining performance materiality,
we made the following significant
judgements:
• The strength of the control
environment based on our
assessment of the design and
implementation of controls in both
the prior year and the current year
planning procedures;
• The level of misstatements identified
in previous audits; and
• Whether significant issues were
noted in the prior year, through the
predecessor auditor review, that have
not been addressed or are expected
to reoccur.
In determining component performance
materiality, we made the following
significant judgements:
• Extent of disaggregation of financial
information across components,
including the relative risk and size of a
component to the group.
For each component in scope for our
group audit, we allocated a performance
materiality that is less than our overall
group performance materiality.
In determining performance materiality,
we made the following significant
judgements:
• The strength of the control environment
based on our assessment of the design
and implementation of controls in both
the prior year and the current year
planning procedures;
• The level of misstatements identified in
previous audits; and
• Whether significant issues were
noted in the prior year, through the
predecessor auditor review, that have
not been addressed or are expected to
reoccur.
Specific materiality We determine specific materiality for one or more particular classes of transactions,
account balances or disclosures for which misstatements of lesser amounts than
materiality for the financial statements as a whole could reasonably be expected
to influence the economic decisions of users taken on the basis of the financial
statements.
Specific materiality We determined a lower level of specific
materiality for the following areas:
• director’s remuneration; and
• disclosure of related party
transactions outside of the normal
course of business
We determined a lower level of specific
materiality for the following areas:
• director’s remuneration; and
• disclosure of related party transactions
outside of the normal course of
business
Communication of misstatements to the audit and
risk committee
We determine a threshold for reporting unadjusted differences to the audit and risk
committee.
Threshold for communication £65,000 (2024: £60,000) which
represents 5% of financial statement
materiality, and misstatements below
that threshold that, in our view, warrant
reporting on qualitative grounds.
£85,000 (2024: £35,000) which represents
5% of financial statement materiality,
and misstatements below that threshold
that, in our view, warrant reporting on
qualitative grounds.
The parent company materiality is solely
for the purposes of the parent company
statutory audit. A lower component
materiality has been used in respect of the
parent company for the group financial
statements audit.
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OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
The graph below illustrates how performance materiality and the range of component performance materiality interacts with our overall
materiality and the threshold for communication to the audit committee and risk committee.
Overall materiality - Group Overall materiality - Parent
Profit before tax, £23.3m FSM, £1.3m
Total assets, £173.5m FSM £1.7m
FSM
£1.30m
PM
£0.85m
RoPM
£0.47m to
£0.68m
TfC
£0.07m
FSM
£1.70m
PM
£1.11m
TfC
£0.09m
FSM: Financial statement materiality, PM: Performance materiality, RoPM: range of performance materiality at nine components, TfC: Threshold for communication to the
audit and risk committee.
An overview of the scope of our audit
We performed a risk-based audit that requires an understanding of the group’s and the parent company’s business and in particular matters related
to:
Understanding the group, its components, their environments, and its system of internal control including common controls
• The Group auditor obtained an understanding of the group and its components, their environment, and its system of internal control, including
the nature and extent of common, and assessed the risks of material misstatement at the group level.
Identifying components at which to perform audit procedures
• We have determined the components at which to perform further audit procedures, by considering the following:
• components in scope for further audit procedures due to individually including a risk of material misstatement to the group financial
statements due to the component’s nature or circumstances
• components in scope for further audit procedures due to the nature and size of assets, liabilities and transactions at the component (being of
financial significance to one or more scoped items that it is required to be in scope)
• components in scope for further audit procedures to obtain sufficient appropriate audit evidence for significant classes of transactions,
account balances and disclosures, or for unpredictability
Type of work to be performed on financial information of parent and other components (including how it addressed the key audit
matters)
• In order to address the audit risks identified during our planning procedures, the group engagement team determined that the following audit
procedures were necessary:
• full-scope audits on the financial statements of four components, being LSL Property Services plc (parent company), e.surv Limited, First
Complete Limited and Your-Move.co.uk Limited;
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Independent Auditor’s Report continued
to the Members of LSL Property Services Plc
OVERVIEW
• specific scope procedures were performed on five components, Reeds Rains Limited, Advance Mortgage Funding Limited, Personal Touch
Financial Services Limited, LSLi Limited and LSL Corporate Client Services Limited. This was in order to obtain sufficient appropriate audit
evidence in respect of the financial statement line items considered to be of financial significance; and
• analytical reviews on the remaining components.
Performance of our audit
• In total, coverage over revenue amounts to 87% and coverage over profit before tax amounts to 81%.
Further audit procedures performed on components subject to specific scope and specified procedures may not have included testing of all
significant account balances of such components, but further audit procedures were performed on specific accounts within that component that
we, the group auditor, considered had the potential for the greatest impact on the group financial statements either due to risk, size or coverage.
The components within the scope of further audit procedures accounted for the following percentages of the group’s results, including the key
audit matters identified:
Audit approach No. of components
% coverage total
assets % coverage revenue
% coverage PBT
(absolute PBT)
Full-scope audit 4 67% 73% 73%
Specific scope procedures 5 16% 14% 8%
Full-scope and specific scope procedures coverage 9 83% 87% 81%
Analytical procedures 65 17% 13% 19%
Total 74 100% 100% 100%
Communications with component auditors
The full scope audit of First Complete Limited and the specified procedures on Advance Mortgage Funding Limited and Personal Touch Financial
Services Limited were performed by a component auditor. Group instructions were issued, highlighting the risks that needed to be addressed
through the audit procedures and specified the information that we required to be reported to the group auditor. The group auditor has reviewed
the work performed by them during the planning, fieldwork and completion stages of the audit.
Changes in approach from previous period
This was our first year as auditor of LSL Property plc. Accordingly, there were no changes in audit scope compared with the prior year.
Other information
The other information comprises the information included in the annual report and accounts, other than the financial statements and our auditor’s
report thereon. The directors are responsible for the other information contained within the annual report and accounts. Our opinion on the
financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any
form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with
the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material
inconsistencies or apparent material misstatements, we are required to determine whether there is a material misstatement in the financial
statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we
are required to report that fact.
We have nothing to report in this regard.
Our opinions on other matters prescribed by the Companies Act 2006 are unmodified
In our opinion, the part of the directors’ remuneration report to be audited has been properly prepared in accordance with the Companies
Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
• the information given in the strategic report and the directors’ report for the financial year for which the financial statements are
prepared is consistent with the financial statements; and
• the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
Matter on which we are required to report under the Companies Act 2006
In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit,
we have not identified material misstatements in the strategic report or the directors’ report.
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OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Matters on which we are required to report by exception
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our
opinion:
• adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from
branches not visited by us; or
• the parent company financial statements and the part of the directors’ remuneration report to be audited are not in agreement with the
accounting records and returns; or
• certain disclosures of directors’ remuneration specified by law are not made; or
• we have not received all the information and explanations we require for our audit.
Corporate governance statement
We have reviewed the directors’ statement in relation to going concern, longer-term viability and that part of the Corporate Governance Statement
relating to the group’s compliance with the provisions of the UK Corporate Governance Code specified for our review by the Listing Rules.
Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate Governance
Statement is materially consistent with the financial statements or our knowledge obtained during the audit:
• the directors’ statement with regards to the appropriateness of adopting the going concern basis of accounting and any material uncertainties
identified as set out on page 83;
• the directors’ explanation as to their assessment of the group’s prospects, the period this assessment covers and why the period is appropriate
as set out on page 31;
• the director’s statement on whether they have a reasonable expectation that the group will be able to continue in operation and meet its
liabilities set out on page 83;
• the directors’ statement on fair, balanced and understandable as set out on page 86;
• the board’s confirmation that it has carried out a robust assessment of the emerging and principal risks as set out on page 86;
• the section of the annual report that describes the review of the effectiveness of risk management and internal control systems as set out on
page 63; and
• the section describing the work of the audit committee as set out on page 64.
Responsibilities of directors
As explained more fully in the directors’ responsibilities statement set out on page 86, the directors are responsible for the preparation of the
financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary
to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the group’s and the parent company’s ability to continue as a going
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either
intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement,
whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is
not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. The extent to which our procedures are capable of
detecting irregularities, including fraud, is detailed below:
• We obtained an understanding of the legal and regulatory frameworks that are applicable to the group and the parent company and determined
that the most significant are the Companies Act 2006, UK-adopted international accounting standards, FCA regulations, and relevant tax
regulations;
• We corroborated our understanding of the legal and regulatory framework applicable to the group and the parent company by discussing
relevant frameworks with group management and component management, obtaining correspondence with relevant parties and reviewing
Board minutes;
• Our assessment of the group and parent company’s compliance with these laws and regulations was integrated into our procedures on the
related financial statement items. We obtained an understanding of the group’s and parent company systems and processes for monitoring
compliance, and evaluated relevant documentation and obtained representations from management regarding their compliance with these laws
and regulations.
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96
Independent Auditor’s Report continued
to the Members of LSL Property Services Plc
• We made enquiries of management and the Board of Directors to determine if they were aware of any instances of noncompliance with laws
and regulations and whether they had any knowledge of actual, suspected or alleged fraud and corroborated this with our review of the board
minutes. We also assessed the susceptibility of the group’s and parent company financial statements to material misstatement, including fraud
risk.
• We assessed the susceptibility of the group’s and the parent company’s financial statements to material misstatement, including how fraud
might occur, by evaluating management’s incentives and opportunities for manipulation of the financial statements. This included an evaluation
of the risk of management override of controls. Audit procedures performed by the engagement team in connection with the risks identified
included:
• assessing the design and implementation of controls that management has put in place to prevent and detect fraud;
• checking the completeness of journal entries and identifying and testing journal entries, in particular those journals determined to be in
respect of our principal risk documented above;
• challenging the assumptions and judgements made by management in its significant accounting estimates; and identifying and testing related
party transactions by agreeing to underlying records and obtaining confirmation for directors’ emoluments
These audit procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error. The risk of not
detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error and detecting irregularities that
result from fraud is inherently more difficult than detecting those that result from error, as fraud may involve collusion, deliberate concealment,
forgery or intentional misrepresentations. Also, the further removed non-compliance with laws and regulations is from events and transactions
reflected in the financial statements, the less likely we would become aware of it;
• As part of the engagement partner’s assessment of the engagement team’s collective competence and capabilities, they considered the team’s
understanding of, and practical experience with, audit engagements of a similar nature and complexity through appropriate training and
participation. They also evaluated the team’s knowledge of the industry in which the parent company and the group operate, as well as the
team’s understanding of the legal and regulatory requirements specific to the group and the parent company;
• We communicated relevant laws and regulations and potential fraud risks to all engagement team members, including internal specialists, and
remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit;
• In assessing the potential risks of material misstatement, we obtained an understanding of:
• the group’s and the parent company’s operations, including the nature of their revenue sources, and of their principal activities, to understand
the classes of transactions, account balances, expected financial statement disclosures and business risks that may result in risks of material
misstatement; and
• the group’s and the parent company’s control environment, including the policies and procedures implemented to mitigate risks of fraud or
noncompliance with the relevant laws and regulations; the significant judgements and assumptions made by management in its significant
accounting estimates or in applying its accounting policies.
• Communication with component auditors to request identification of any instances of non-compliance with laws and regulations that could give
rise to a material misstatement of the group financial statements.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at:
www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.
Other matters which we are required to address
We were appointed by the audit committee on 28 May 2025 to audit the financial statements for the year ending 31 December 2025. Our total
uninterrupted period of engagement is 1 year, covering the year ended 31 December 2025.
The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the group or the parent company and we remain independent
of the group and the parent company in conducting our audit.
Our audit opinion is consistent with the additional report to the audit committee.
Use of our report
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.
Mark Overfield BSc FCA
Senior Statutory Auditor
for and on behalf of Grant Thornton UK LLP
Statutory Auditor, Chartered Accountants
Leeds
18 March 2026
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Group Statement of Profit or Loss and Other
Comprehensive Income
for the year ended 31 December 2025
97
| Restated* | |||
| 2025 | 2024 | ||
| Note | £’000 | £’000 | |
| Continuing operations: | |||
Revenue | 3 | ||
| Operating expenses: | |||
Employee costs | 15 | ( | ( |
Depreciation on property, plant and equipment and right-of-use assets | 18 | ( | ( |
Expected credit loss charge | 21 | ( | ( |
Other operating costs | ( | ( | |
Other gains | 3 | ||
Gains/(losses) from joint venture | 20 | ( | |
Share-based payments charge | 15 | ( | ( |
Amortisation of intangible assets | 17 | ( | ( |
Exceptional gains | 9 | ||
Exceptional costs | 9 | ( | ( |
Contingent consideration payable | |||
Group operating profit | 4 | ||
Finance income | 7 | ||
Finance cost | 8 | ( | ( |
Net finance income | |||
Profit before tax | |||
Taxation charge | 16 | ( | ( |
Profit for the year from continuing operations | |||
| Discontinued operations: | |||
Loss for the year from discontinued operations | 6 | ( | ( |
Profit for the year | |||
| Attributable to: | |||
Owners of the parent | |||
Non-controlling interest | |||
| Earnings per share from continuing operations (expressed as pence per share): | |||
Basic | 12 | ||
Diluted | 12 | ||
| Earnings per share from total operations (expressed as pence per share): | |||
Basic | 12 | ||
Diluted | 12 |
*
See note 36 for restatement
There was no other comprehensive income during the year ended 31 December 2025 (2024: £nil ).
The notes on pages 101 to 150 form part of these Financial Statements.
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98
LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
99
Group Balance Sheet
as at 31 December 2025
| Restated* | Restated* | |||
| 2025 | 2024 | 1 January 2024 | ||
| Note | £’000 | £’000 | £’000 | |
| Non-current assets | ||||
Goodwill | 17 | |||
Other intangible assets | 17 | |||
Property, plant and equipment and right-of-use assets | 18 | |||
Financial assets | 19 | |||
Deferred tax asset | 16 | |||
Investment in subleases | 19 | |||
Investment in joint venture | 20 | |||
Contract asset | ||||
Loans to franchisees and appointed representatives | 19 | |||
Total non-current assets | ||||
| Current assets | ||||
Trade and other receivables | 21 | |||
Financial assets | 19 | |||
Contract asset | ||||
Loans to joint venture | 19 | |||
Investment in subleases | 19 | |||
Current tax assets | 16 | |||
Loans to franchisees and appointed representatives | 19 | |||
Cash and cash equivalents | 22 | |||
Total current assets | ||||
Total assets | ||||
| Current liabilities | ||||
Financial liabilities | 24 | ( | ( | ( |
Trade and other payables | 23 | ( | ( | ( |
Provisions for liabilities | 25 | ( | ( | ( |
Bank overdrafts | 22 | ( | ( | ( |
Total current liabilities | ( | ( | ( | |
| Non-current liabilities | ||||
Financial liabilities | 24 | ( | ( | ( |
Deferred tax liability | 16 | ( | ( | |
Provisions for liabilities | 25 | ( | ( | ( |
Total non-current liabilities | ( | ( | ( | |
Total liabilities | ( | ( | ( | |
Net assets | ||||
| Equity | ||||
Share capital | 27 | |||
Share premium account | 28 | |||
Share-based payment reserve | 28 | |||
Shares held by employee benefit trust and share incentive plan | 2,28 | ( | ( | ( |
Treasury shares | 28 | ( | ( | ( |
Fair value reserve | 28 | ( | ( | ( |
Retained earnings | ||||
Total equity attributable to owners of the parent | ||||
Non-controlling interest | ( | ( | ( | |
Total equity |
*s
ee note 36 for restatement
The notes on pages 101 to 150 form part of these Financial Statements.
The Financial Statements were approved by and signed on behalf of the Board by:
Adam Castleton
Group Chief Executive Officer
David Tilak
Group Chief Financial Officer
18 March 2026 18 March 2026
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98
LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
99
Group Statement of Cash Flows
for the year ended 31 December 2025
| Restated* | |||
| 2025 | 2024 | ||
| Note | £’000 | £’000 | |
Profit before tax from continuing operations | |||
Loss before tax from discontinued operations | 6 | ( | ( |
Profit before tax | |||
| Adjustments for: | |||
Exceptional costs | 6,9 | ||
Exceptional gains | 9 | ( | ( |
Contingent consideration payable | 24 | ( | |
Depreciation of tangible assets | 18 | ||
Amortisation of intangible assets | 17 | ||
Share-based payments | 15 | ||
Loss on disposal of property, plant and equipment and right-of-use assets | ( | ||
(Profit)/loss from joint venture | 20 | ( | |
Other gains | 3 | ( | ( |
Decrease in contract assets | |||
Finance income | 7 | ( | ( |
Finance costs | 8 | ||
Operating cash flows before exceptional items and movements in working capital | |||
| Movements in working capital | |||
Increase in trade and other receivables | ( | ( | |
(Decrease)/increase in trade and other payables | ( | ||
Increase/(decrease) in provisions | ( | ||
( | |||
Cash generated from operations before exceptional items | |||
Interest paid (leases) | 26 | ( | ( |
Interest received (leases) | 26 | ||
Income taxes paid | ( | ( | |
Exceptional costs paid | ( | ( | |
Net cash generated from operating activities | |||
| Cash flows used in investing activities | |||
Interest received | 7 | ||
Payment of contingent consideration | 24 | ( | |
Receipt of contingent consideration | 19 | ||
Investment in joint venture | 20 | ( | ( |
Proceeds from sale of financial assets | 19 | ||
Franchisees and appointed representatives loans granted | 19 | ( | ( |
Franchisees and appointed representatives loans repaid | 19 | ||
Receipt of lease income | 26 | ||
Purchase of property, plant and equipment | 18 | ( | ( |
Purchase of intangible assets | 17 | ( | ( |
Loans to joint venture | 19 | ( | ( |
Purchase of relationship asset | 17 | ( | |
Cash acquired on purchase of relationship asset | |||
Net cash expended on investing activities | ( | ( | |
| Cash flows used in financing activities | |||
Refinance costs | ( | ||
Commitment and non-utilisation fees on RCF | ( | ||
Repurchase of treasury shares | ( | ( | |
Proceeds from exercise of share options | |||
Payment of lease liabilities | 14 | ( | ( |
Dividends paid | 13 | ( | ( |
Net cash expended in financing activities | ( | ( | |
Net decrease in cash and cash equivalents | ( | ( | |
Cash and cash equivalents at the beginning of the year | 22 | ||
Cash and cash equivalents at the end of the year | 22 |
*See note 36 for restatement
The notes on pages 101 to 150 form part of these Financial Statements.
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100
LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
Group Statement of Changes in Equity
as at 31 December 2025
| Equity | ||||||||||
| Share- | Shares | attributable | ||||||||
| Share | based | held by | to owners | Non- | ||||||
| Share | premium | payment | EBT and | Treasury | Fair value | Retained | of the | controlling | Total | |
| capital | account | reserve | SIP | shares | reserve | earnings | parent | interest | equity | |
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | |
At 1 January 2025 (restated) | ( | ( | ( | ( | ||||||
Profit for the year | ||||||||||
| Total comprehensive income | ||||||||||
| for the year | ||||||||||
Transactions with owners in their capacity | ||||||||||
Shares repurchased into treasury | ( | ( | ( | |||||||
Exercise of options | ( | |||||||||
| Vested share options lapsed | ||||||||||
| during the year | ( | |||||||||
Dividend paid | ( | ( | ( | |||||||
Share-based payments | ||||||||||
Tax on share-based payments | ||||||||||
At 31 December 2025 | ( | ( | ( | ( | ||||||
During the period, Employee Benefit Trust. LSL received £ | ||||||||||
| for the year ended 31 December 2024 | Equity | |||||||||
| Share- | Shares | attributable | ||||||||
| Share | based | held by | to owners | Non- | ||||||
| Share | premium | payment | EBT and | Treasury | Fair value | Retained | of the | controlling | Total | |
| capital | account | reserve | SIP | shares | reserve | earnings | parent | interest | equity | |
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | |
At 1 January 2024 | ( | ( | ( | ( | ||||||
Prior year restatements | ( | ( | ( | |||||||
At 1 January 2024 (restated) | ( | ( | ( | ( | ||||||
Profit for the year | ||||||||||
| Total comprehensive income | ||||||||||
| for the year (restated) | ||||||||||
Transactions with owners in their capacity | ||||||||||
Shares repurchased into treasury | ( | ( | ( | |||||||
Exercise of options | ( | ( | ||||||||
| Vested share options lapsed | ||||||||||
| during the year | ( | |||||||||
Dividend paid | ( | ( | ( | |||||||
Share-based payments | ||||||||||
Tax on share-based payments | ||||||||||
| At 31 December 2024 | ||||||||||
(restated) | ( | ( | ( | ( |
During the period, 383,216 share options were exercised relating to LSL’s various share option schemes resulting in the shares being sold by the
Employee Benefit Trust. LSL received £0.2 m on exercise of these options.
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Notes to the Group Financial Statements
for the year ended 31 December 2025
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Office equipment, fixtures and fittings | – over three to seven years |
Computer equipment | – over three to four years |
Motor vehicles | – over three to four years |
Leasehold improvements | – over the shorter of the lease term or ten years |
Freehold and long leasehold property | – over fifty years or the lease term whichever is shorter |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
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108 109
LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
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110 111
LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
| Estate | ||||||||
| Residential | Agency | |||||||
| Financial | Surveying & | sales | Franchising | Asset | ||||
Services 1 | Valuation 2 | exchange 3 | Lettings 3 | income 3 | management 2 | Other 3 | Total | |
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | |
| Timing of revenue recognition | ||||||||
Services transferred at a point in time | 48,838 | 102,046 | 3,045 | – | 7,518 | 5,575 | 1,251 | 168,273 |
Services transferred over time | – | – | – | – | 14,672 | – | – | 14,672 |
Total revenue from contracts with customers | 48,838 | 102,046 | 3,045 | – | 22,190 | 5,575 | 1,251 | 182,945 |
| Estate | ||||||||
| Residential | Agency | |||||||
| Financial | Surveying & | sales | Franchising | Asset | ||||
Services 1 | Valuation 2 | exchange 3 | Lettings 3 | income 3 | management 2 | Other 3 | Total | |
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | |
| Timing of revenue recognition | ||||||||
Services transferred at a point in time | 48,395 | 92,547 | 4,027 | 367 | 7,044 | 5,275 | 997 | 158,652 |
Services transferred over time | – | – | – | – | 14,666 | – | – | 14,666 |
Total revenue from contracts with customers | 48,395 | 92,547 | 4,027 | 367 | 21,710 | 5,275 | 997 | 173,318 |
| 2025 | 2024 | |
| £’000 | £’000 | |
Revenue from services | 182,945 | 173,318 |
Operating revenue | 182,945 | 173,318 |
Gain on fair value (Note 19) | 201 | 482 |
R&D expenditure credit | 770 | 50 |
Other gains | 145 | – |
Other operating income | 1,116 | 532 |
Total revenue and operating income | 184,061 | 173,850 |
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OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
| Financial | Surveying | Estate Agency | |||
| Services | & Valuation | Franchising | Central | Total | |
| £’000 | £’000 | £’000 | £’000 | £’000 | |
| Income statement information | |||||
Revenue from external customers | 48,838 | 107,620 | 26,487 | – | 182,945 |
| Segmental result: | |||||
– Group Underlying Operating profit/(loss) from continuing operations | 10,955 | 23,554 | 8,259 | (10,150) | 32,618 |
– Operating profit/(loss) | 6,294 | 20,806 | 6,404 | (10,942) | 22,562 |
Finance income | 2,451 | ||||
Finance costs | (1,937) | ||||
Profit before tax | 23,076 | ||||
Loss before tax from discontinued operations | (8) | ||||
Profit before tax | 23,068 | ||||
Taxation | (6,028) | ||||
Profit for the year | 17,040 | ||||
| Balance sheet information | |||||
Segment assets – intangible | 16,804 | 14,318 | 15,614 | – | 46,736 |
Segment assets – other | 37,310 | 16,604 | 7,830 | 72,493 | 134,237 |
Total segment assets | 54,114 | 30,922 | 23,444 | 72,493 | 180,973 |
Total segment liabilities | (21,557) | (21,126) | (12,656) | (43,752) | (99,091) |
Net assets | 32,557 | 9,796 | 10,788 | 28,741 | 81,882 |
| Other segment items | |||||
Capital expenditure including intangible assets | 1,435 | 2,214 | 644 | – | 4,293 |
Depreciation | (589) | (2,031) | (749) | – | (3,369) |
Amortisation of intangible assets | (1,866) | (311) | (855) | – | (3,032) |
Exceptional gains | 571 | – | – | – | 571 |
Exceptional costs | (1,680) | (2,000) | (701) | (685) | (5,066) |
Share of results in joint venture | 798 | – | – | – | 798 |
PI provision | (756) | (3,565) | – | – | (4,321) |
Dilapidation provision | – | – | (4,336) | – | (4,336) |
Restructuring provision | – | – | (996) | – | (996) |
Appointed representative provision | (1,615) | – | – | – | (1,615) |
Share-based payment | (184) | (437) | (300) | (676) | (1,597) |
Employee costs | (24,344) | (66,394) | (10,487) | (7,863) | (109,088) |
Expected credit loss | (1,397) | (18) | (2,128) | – | (3,543) |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
| Financial | Surveying | Estate Agency | |||
| Services | & Valuation | Franchising | Central | Total | |
| £’000 | £’000 | £’000 | £’000 | £’000 | |
| Income statement information | |||||
Revenue from external customers | 48,395 | 97,822 | 27,101 | – | 173,318 |
| Segmental result: | |||||
– Group Underlying Operating profit/(loss) from continuing operations | 8,576 | 22,501 | 7,757 | (11,049) | 27,785 |
– Operating profit/(loss) | 4,593 | 22,083 | 6,599 | (11,336) | 21,939 |
Finance income | 2,868 | ||||
Finance costs | (1,741) | ||||
Profit before tax | 23,066 | ||||
Loss before tax from discontinued operations | (518) | ||||
Profit before tax | 22,548 | ||||
Taxation | (5,106) | ||||
Profit for the year | 17,442 | ||||
| Balance sheet information | |||||
Segment assets – intangible | 17,521 | 12,771 | 16,424 | – | 46,716 |
Segment assets – other | 33,900 | 15,486 | 4,356 | 66,655 | 120,397 |
Total segment assets | 51,421 | 28,257 | 20,780 | 66,655 | 167,113 |
Total segment liabilities | (23,697) | (18,450) | (12,954) | (31,805) | (86,906) |
Net assets | 27,724 | 9,807 | 7,826 | 34,850 | 80,207 |
| Other segment items | |||||
Capital expenditure including intangible assets | 1,259 | 1,439 | 333 | – | 3,031 |
Depreciation | (540) | (1,925) | (695) | – | (3,160) |
Amortisation of intangible assets | (1,806) | (230) | (916) | (36) | (2,988) |
Exceptional gains | 1,705 | 40 | – | – | 1,745 |
Exceptional costs | (4,109) | – | – | – | (4,109) |
Share of results in joint venture | (6) | – | – | – | (6) |
PI Costs provision | (676) | (1,899) | – | – | (2,575) |
Dilapidation provision | – | – | (5,110) | – | (5,110) |
Restructuring provision | – | – | (918) | – | (918) |
Other provision | (1,247) | – | – | – | (1,247) |
Onerous leases provision | – | – | – | (571) | (571) |
Share-based payment | (199) | (228) | (242) | (251) | (920) |
Employee costs | (25,919) | (59,346) | (10,479) | (9,456) | (105,200) |
Expected credit loss | (497) | (12) | (1,552) | – | (2,061) |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
| IFRS reported | |||||
| total from | |||||
| Financial | Surveying | continuing | |||
| Services | & Valuation | Estate Agency | Central | operations | |
| £’000 | £’000 | £’000 | £’000 | £’000 | |
Profit/(loss) before tax | 7,997 | 20,645 | 6,051 | (11,617) | 23,076 |
Net finance (cost)/income | (1,703) | 161 | 353 | 675 | (514) |
Operating profit/(loss) per income statement | 6,294 | 20,806 | 6,404 | (10,942) | 22,562 |
Operating Margin | 12.9% | 19.3% | 24.2% | – | 12.3% |
| Adjustments: | |||||
Share-based payments | 184 | 437 | 300 | 676 | 1,597 |
Amortisation of intangible assets | 1,866 | 311 | 855 | – | 3,032 |
Exceptional gains | – | – | – | (571) | (571) |
Exceptional costs | 1,680 | 2,000 | 701 | 685 | 5,066 |
Other sources of earnings from JV | 932 | – | – | – | 932 |
Underlying Operating Profit/(Loss) | 10,956 | 23,554 | 8,260 | (10,152) | 32,618 |
Underlying Operating Margin | 22.4% | 21.9% | 31.2% | – | 17.8% |
| IFRS reported | |||||
| total from | |||||
| Financial | Surveying | continuing | |||
| Services | & Valuation | Estate Agency | Central | operations | |
| £’000 | £’000 | £’000 | £’000 | £’000 | |
Profit/(loss) before tax | 6,682 | 22,805 | 6,121 | (12,542) | 23,066 |
Net finance (cost)/income | (2,089) | (722) | 478 | 1,206 | (1,127) |
Operating profit/(loss) per income statement | 4,593 | 22,083 | 6,599 | (11,336) | 21,939 |
Operating Margin | 9.6% | 22.6% | 24.4% | – | 12.7% |
| Adjustments: | |||||
Share-based payments | 199 | 228 | 242 | 251 | 920 |
Amortisation of intangible assets | 1,806 | 230 | 916 | 36 | 2,988 |
Exceptional gains | (1,705) | (40) | – | – | (1,745) |
Exceptional costs | 4,109 | – | – | – | 4,109 |
Contingent consideration | (426) | – | – | – | (426) |
Underlying Operating Profit/(Loss) | 8,576 | 22,501 | 7,757 | (11,049) | 27,785 |
Underlying Operating Margin | 17.7% | 23.0% | 28.6% | – | 16.0% |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
| 2025 | 2024 | |
| £’000 | £’000 | |
Other operating credit/(costs) | 312 | (440) |
Exceptional costs | (320) | (78) |
Group operating loss | (8) | (518) |
Loss before tax | (8) | (518) |
Taxation (charge)/credit | (34) | 141 |
Loss after tax for the year from discontinued operation | (42) | (377) |
| 2025 | 2024 | |
| £’000 | £’000 | |
Operating | (775) | (1,622) |
Investing | – | – |
Financing | – | – |
Net cash outflow | (775) | (1,622) |
| 2025 | 2024 | |
| £’000 | £’000 | |
Increase in dilapidation and restructuring provisions | 320 | 78 |
320 | 78 |
| 2025 | 2024 | |
| £’000 | £’000 | |
Finance income on subleased assets | 29 | 96 |
Discounting on contingent consideration payable | 47 | 738 |
Interest from loans to franchisees and appointed representatives | 330 | 225 |
Bank interest | 1,023 | 1,752 |
Interest from loan notes receivable | 932 | – |
Other interest receivable | 90 | 57 |
2,451 | 2,868 |
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OVERVIEW
Notes to the Group Financial Statements continued
| 2025 | 2024 | |
| £’000 | £’000 | |
Commitment and non-utilisation fees on RCF | 709 | 632 |
Unwinding of discount on lease liabilities | 534 | 455 |
Unwinding of discount on contingent consideration payable | – | 132 |
Unwinding of discount on dilapidations provision | 245 | 192 |
Finance cost on loans to franchisees and appointed representatives | 449 | 321 |
Other interest payable | – | 9 |
1,937 | 1,741 |
| 2025 | 2024 | |
| £’000 | £’000 | |
| Exceptional costs: | ||
Financial Services appointed representative costs | 31 | 1,880 |
Financial Services post-acquisition support costs | 584 | 543 |
Estate Agency restructuring costs | 701 | – |
Reduction in contingent consideration receivable | 230 | 1,542 |
Financial Services acquisition costs | – | 144 |
Central CEO and CFO change costs | 685 | – |
Surveying professional indemnity provision | 2,000 | – |
Financial Services restructuring costs | 835 | – |
5,066 | 4,109 | |
| Exceptional gains: | ||
Surveying & Valuation restructuring gains | – | 40 |
Increase in contingent consideration receivable | – | 1,705 |
Release of claims indemnity provision | 571 | – |
571 | 1,745 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
| 2025 | 2024 | |
| £’000 | £’000 | |
Auditor’s remuneration (Note 11) | 1,035 | 1,525 |
Short-term leases | 1,546 | 1,796 |
Low value leases | 201 | 196 |
Depreciation – owned assets | 1,124 | 1,179 |
Depreciation – right-of-use assets | 2,245 | 1,981 |
| 2025 | 2024 | |
| £’000 | £’000 | |
Audit of the Financial Statements | 275 | 584 |
| Fees payable to company’s auditors and its associates for other services: | ||
Audit of subsidiaries | 650 | 701 |
Total audit | 925 | 1,285 |
Audit-related assurance services (including interim results review) | 110 | 240 |
1,035 | 1,525 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
2025 | Restated 1 2024 | |||||
| Profit after | Weighted | Per share | Profit after | Weighted | Per share | |
| tax | average number | amount | tax | average number | amount | |
| £’000 | of shares | pence | £’000 | of shares | pence | |
Basic EPS | 16,960 | 102,322,435 | 16.6 | 17,409 | 102,645,789 | 17.0 |
Effect of dilutive share options | – | 2,404,841 | – | – | 957,578 | – |
Diluted EPS | 16,960 | 104,727,276 | 16.2 | 17,409 | 103,603,367 | 16.8 |
2025 | Restated 1 2024 | |||||
| Weighted | Per share | Profit after | ||||
| Profit after tax | average number | amount | tax | Weighted average | Per share amount | |
| £’000 | of shares | pence | £’000 | number of shares | pence | |
Basic EPS | 17,002 | 102,322,435 | 16.6 | 17,819 | 102,645,789 | 17.4 |
Effect of dilutive share options | – | 2,404,841 | – | – | 957,578 | – |
Diluted EPS | 17,002 | 104,727,276 | 16.2 | 17,819 | 103,603,367 | 17.2 |
2025 | 2024 | |||||
| Weighted | Per share | |||||
| Loss after tax | average number | amount | Loss after tax | Weighted average | Per share amount | |
| £’000 | of shares | pence | £’000 | number of shares | pence | |
Basic EPS | (42) | 102,322,435 | (0.0) | (377) | 102,645,789 | (0.4) |
Effect of dilutive share options | – | 2,404,841 | – | – | 957,578 | – |
Diluted EPS | (42) | 104,727,276 | (0.0) | (377) | 103,603,367 | (0.4) |
| Restated | ||
| 2025 | 2024 | |
| £’000 | £’000 | |
Group Underlying Operating Profit (See note 5 for the reconciliation from Group Operating Profit) | 32,618 | 27,785 |
Profit attributable to non-controlling interest | (80) | (33) |
| Finance income (excluding exceptional and contingent consideration items, fair value adjustment to loans | ||
| receivables and discounting on lease liabilities) | 1,666 | 1,169 |
Other sources of earnings from joint venture | (932) | – |
Normalised taxation (tax rate 25.0%, 2024: 25.0%)* | (8,318) | (7,230) |
Adjusted profit after tax attributable to owners of the parent | 24,954 | 21,691 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
2025 | 2024 | |||||
| Weighted | Per share | |||||
| Profit after tax | average number | amount | Profit after tax | Weighted average | Per share amount | |
| £’000 | of shares | pence | £’000 | number of shares | pence | |
Adjusted basic EPS | 24,954 | 102,322,435 | 24.4 | 21,690 | 102,645,789 | 21.1 |
Effect of dilutive share options | 2,404,841 | 957,578 | ||||
Adjusted diluted EPS | 24,954 | 104,727,276 | 23.8 | 21,690 | 103,603,367 | 20.9 |
| 2025 | 2024 | ||
| £’000 | £’000 | ||
| Declared and paid during the year: | |||
2025 | Interim: 4.0 pence per share (2024 Interim: 4.0 pence) | 4,154 | 4,069 |
| Dividends on shares proposed (not recognised as a liability as at 31 December): | |||
| Equity dividends on shares: | |||
Dividend: |
14. Cash flow from financing activities
| At 1 January | At 31 December | ||||
| 2025 | Cash flow | Additions | Disposals | 2025 | |
| £’000 | £’000 | £’000 | £’000 | £’000 | |
Lease liabilities | 5,782 | (2,486) | 3,543 | (335) | 6,504 |
5,782 | (2,486) | 3,543 | (335) | 6,504 | |
| At 1 January | At 31 December | ||||
| 2024 | Cash flow | Additions | Disposals | 2024 | |
| £’000 | £’000 | £’000 | £’000 | £’000 | |
Lease liabilities | 8,340 | (2,895) | 1,855 | (1,518) | 5,782 |
8,340 | (2,895) | 1,855 | (1,518) | 5,782 |
| 2025 | 2024 | |
| £’000 | £’000 | |
Non-current liabilities | 4,148 | 3,493 |
Current liabilities | 2,356 | 2,289 |
6,504 | 5,782 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
| Restated | ||
| 2025 | 2024 | |
| £’000 | £’000 | |
Directors’ remuneration (short-term benefits) 1 | 1,769 | 1,728 |
Contributions to money purchase pensions schemes (post-employment benefits) | 2 | 2 |
Aggregate gains on exercise of share-based payment awards | - | 155 |
1,771 | 1,885 |
| 2025 | 2024 | |
| £’000 | £’000 | |
Key management personnel remuneration (short-term benefits) 2 | 3,264 | 3,618 |
Contributions to money purchase pensions schemes (post-employment benefits) | 45 | 57 |
Termination benefits | 9 | 178 |
Share-based payments charge on current incentive schemes | 820 | 59 |
4,138 | 3,912 |
| 2025 | 2024 | |
| £’000 | £’000 | |
Wages and salaries | 89,567 | 87,914 |
Social security costs | 14,162 | 12,437 |
Pension costs | 4,677 | 4,406 |
Subcontractor costs | 682 | 443 |
Total employee costs | 109,088 | 105,200 |
Share-based payment charge | 1,597 | 920 |
| Restated | ||
| 2025 | 2024 | |
Financial Services | 389 | 434 |
Surveying & Valuation | 1,098 | 1,016 |
Estate Agency Franchising | 183 | 224 |
Central | 106 | 103 |
1,776 | 1,777 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
| LTIP 2025 | LTIP 2024 | LTIP 2023 | LTIP 2022 | ||
| EPS (pence) | EPS (pence) | EPS (pence) | EPS (pence) | ||
100% vest | (more than or equal to) | 34.0 | 32.5 | 24.0 | 52.8 |
25% vest | (equal to) | 28.0 | 26.5 | 16.0 | 46.9 |
Straight-line vesting | (between) | 28.0-34.0 | 26.5-32.5 | 16.0 – 24.0 | 46.9 – 52.8 |
No options vest | (less than) | 28.0 | 26.5 | 16.0 | 46.9 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
2025 | 2024 | |||
| Weighted | Weighted | |||
| average exercise | average exercise | |||
| price | Number | price | Number | |
Outstanding at 1 January | 0.85 | 4,003,768 | 0.87 | 4,065,279 |
Granted during the year | 0.99 | 1,062,798 | 0.77 | 1,283,552 |
Exercised during the year 1 | 0.38 | (103,505) | 0.37 | (383,216) |
Lapsed during the year | 0.83 | (1,453,192) | 1.04 | (961,847) |
Outstanding at 31 December | 0.91 | 3,509,869 | 0.85 | 4,003,768 |
| LTIP | LTIP | SAYE | LTIP | SAYE | |
| 2025 | 2025 | 2025 | 2024 | 2024 | |
Option pricing model used | Monte Carlo | Monte Carlo | Black Scholes | Black Scholes | Black Scholes |
Weighted average share price at grant date (£) | 3.26 | 2.67 | 2.48 | 2.98 | 2.82 |
Exercise price (£) | – | – | 2.04 | – | 2.46 |
Expected life of options (years) | 4.5 | 3 | 3 | 3 | 3 |
Expected volatility (%) | 86 | 62 | 100 | 100 | 100 |
Expected dividend yield (%) | 3.50 | 3.60 | 3.40 | 3.69 | 1.06 |
Risk free interest rate (%) | 3.66 | 3.82 | 3.62 | 4.54 | 4.36 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
| 2025 | 2024 | |
| £’000 | £’000 | |
Share-based payment charge during the year | 1,597 | 920 |
| 2025 | 2024 | |
| £’000 | £’000 | |
UK corporation tax – current year | 6,059 | 3,417 |
– adjustment in respect of prior years | (356) | (208) |
5,703 | 3,209 | |
| Deferred tax: | ||
Origination and reversal of temporary differences | (198) | 2,446 |
Adjustment in respect of prior year | 523 | (549) |
Deferred tax balances written back on disposal of subsidiaries | – | – |
Total deferred tax charge | 325 | 1,897 |
Total tax charge in the income statement | 6,028 | 5,106 |
| 2025 | 2024 | |
| £’000 | £’000 | |
Total tax charge from continuing operations | 5,994 | 5,247 |
Total tax (credit)/charge from discontinued operations | 34 | (141) |
6,028 | 5,106 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
| Restated | ||
| 2025 | 2024 | |
| £’000 | £’000 | |
Profit before tax from continuing operations | 23,076 | 23,066 |
Loss before tax from discontinued operations | (8) | (518) |
Profit before tax | 23,068 | 22,548 |
Tax calculated at UK standard CT rate of 25% (2024: 25%) | 5,767 | 5,635 |
Non-deductible expenditure from joint venture | (199) | 1 |
Income not taxable | (376) | (11) |
Other disallowable expenses | 1,028 | 592 |
Impact of movement in contingent consideration credited to the income statement | – | 119 |
Share-based payment relief | 185 | (60) |
Movement in deferred tax previously not recognised on tax losses | (543) | (413) |
Prior period adjustments – current tax | (357) | (208) |
Prior period adjustment – deferred tax | 523 | (549) |
Total taxation charge | 6,028 | 5,106 |
Total tax charge from continuing operations | 5,994 | 5,247 |
Total tax (credit)/charge from discontinued operations | 34 | (141) |
Total taxation charge | 6,028 | 5,106 |
| 2024 | ||
| 2025 | Restated* | |
| £’000 | £’000 | |
| Unrecognised deferred tax asset relating to: | ||
Losses | 2,632 | 2,108 |
Share based payments | 251 | 490 |
2,883 | 2,598 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
| 2025 | 2024 | |
| £’000 | £’000 | |
Net deferred tax liability at 1 January | 1,642 | (166) |
Research and development tax credits | (26) | – |
Deferred tax liability recognised directly in equity | 58 | (88) |
Deferred tax charge in income statement for the year from continuing operations | 325 | 1,897 |
Net deferred tax liability/(asset) at 31 December | 1,999 | 1,642 |
| 2025 | 2024 | |
| £’000 | £’000 | |
Accelerated capital allowances | (1,159) | (1,433) |
Deferred tax liability on separately identifiable intangible assets | 4,455 | 4,410 |
Deferred tax on financial assets | 234 | 184 |
Deferred tax on share options | (618) | (616) |
Other short-term temporary differences | (330) | (221) |
Temporary differences - FRS 102 to IFRS alignment | 216 | - |
Total losses recognised | (799) | (682) |
1,999 | 1,642 |
| 2025 | 2024 | |
| £’000 | £’000 | |
Intangible assets recognised on business combinations | (45) | 790 |
Accelerated capital allowance | (274) | (149) |
Deferred tax on financial assets | ((50) | – |
Deferred tax on share options | 60 | 40 |
Other temporary differences | 8 3 | (30) |
Temporary differences - FRS 102 to IFRS alignment | (216) | |
Trading losses recognised | 117 | (2,548) |
Total deferred tax charged in income statement | (325) | (1,897) |
| 2025 | 2024 | |
| £’000 | £’000 | |
Deferred tax charge in income statement for the year from continuing operations | (325) | (1,897) |
Deferred tax charge in income statement for the year from discontinued operations | – | – |
Total deferred tax charged in income statement | (325) | (1,897) |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
| Goodwill | Brand | Total | |
| £’000 | £’000 | £’000 | |
| Cost | |||
At 31 December 2024 | 16,855 | 6,911 | 23,766 |
At 31 December 2025 | 16,855 | 6,911 | 23,766 |
| Net book value | |||
At 31 December 2025 | 16,855 | 6,911 | 23,766 |
At 31 December 2024 | 16,855 | 6,911 | 23,766 |
| Goodwill | Brand | Goodwill | Brand | |
| 2025 | 2025 | 2024 | 2024 | |
| £’000 | £’000 | £’000 | £’000 | |
| CGUs | ||||
PRIMIS network | 6,950 | 180 | 6,950 | 180 |
Financial Services segment total | 6,950 | 180 | 6,950 | 180 |
e.surv | 9,569 | 1,305 | 9,569 | 1,305 |
Templeton LPA | 336 | – | 336 | – |
Surveying & Valuation segment total | 9,905 | 1,305 | 9,905 | 1,305 |
Your Move and Reeds Rains | – | 3,751 | – | 3,751 |
LSLi | – | 1,675 | – | 1,675 |
Estate Agency Franchising segment total | – | 5,426 | – | 5,426 |
Total | 16,855 | 6,911 | 16,855 | 6,911 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
2025 | 2024 | |
Financial Services | 16.4% | 16.3% |
Surveying & Valuation | 16.5% | 17.3% |
Estate Agency Franchising | 15.7% | 15.9% |
| Customer | Franchise | Relationship | |||
| contracts | agreements | Software | Asset | Total | |
| £’000 | £’000 | £’000 | £’000 | £’000 | |
| Cost | |||||
At 1 January 2024 | 625 | 12,766 | 19,397 | – | 32,788 |
Additions | – | – | 2,093 | 9,295 | 11,388 |
At 31 December 2024 | 625 | 12,766 | 21,490 | 9,295 | 44,176 |
Additions | – | – | 3,052 | – | 3,052 |
Disposals | (625) | – | – | – | (625) |
At 31 December 2025 | – | 12,766 | 24,542 | 9,295 | 46,603 |
| Amortisation and impairment | |||||
At 1 January 2024 | 625 | 1,020 | 16,593 | – | 18,238 |
Amortisation | – | 879 | 1,335 | 774 | 2,988 |
At 31 December 2024 | 625 | 1,899 | 17,928 | 774 | 21,226 |
Amortisation | – | 850 | 1,408 | 774 | 3,032 |
Disposal | (625) | – | – | – | (625) |
At 31 December 2025 | – | 2,749 | 19,336 | 1,548 | 23,633 |
| Net book value | |||||
At 31 December 2025 | – | 10,017 | 5,206 | 7,747 | 22,970 |
At 31 December 2024 | – | 10,867 | 3,562 | 8,521 | 22,950 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
| Fixtures, fittings | |||||
| Land and | Leasehold | Motor | and computer | ||
| buildings | improvements | vehicles | equipment | Total | |
| £’000 | £’000 | £’000 | £’000 | £’000 | |
| Cost | |||||
At 1 January 2024 (restated 1 ) | 9,018 | 966 | 7,226 | 10,782 | 27,992 |
Additions | 424 | – | 1,431 | 939 | 2,794 |
Disposals | (5,935) | – | (2,446) | (271) | (8,651) |
At 31 December 2024 | 3,507 | 966 | 6,211 | 11,450 | 22,134 |
Additions | 1,692 | – | 1,878 | 1,241 | 4,811 |
Disposals | (406) | – | (1,129) | (1,073) | (2,608 |
At 31 December 2025 | 4,793 | 966 | 6,960 | 11,618 | 24,337 |
| Depreciation and impairment | |||||
At 1 January 2024 | 7,334 | 966 | 3,947 | 8,828 | 21,075 |
Charge for the year | 539 | – | 1,442 | 1,179 | 3,160 |
Disposals | (5,902) | – | (2,378) | (221) | (8,501) |
At 31 December 2024 | 1,971 | 966 | 3,011 | 9,786 | 15,734 |
Charge for the year | 710 | – | 1,535 | 1,124 | 3,369 |
Disposals | (406) | – | (988) | (1,072) | (2,466) |
At 31 December 2025 | 2,275 | 966 | 3,558 | 9,838 | 16,637 |
| Net book value | |||||
At 31 December 2025 | 2,518 | – | 3,402 | 1,780 | 7,700 |
At 31 December 2024 | 1,536 | – | 3,200 | 1,664 | 6,400 |
Property, plant and equipment | – | – | – | 1,780 | 1,780 |
Right-of-use assets | 2,518 | – | 3,402 | – | 5,920 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Restated 1 | ||
| 2025 | 2024 | |
| £’000 | £’000 | |
| (a) Financial assets at fair value through other comprehensive income (FVOCI) | ||
Unquoted shares at fair value | – | – |
| (b) Financial assets at fair value through income statement (FVPL) | ||
Unquoted shares at fair value (Openwork units and Twenty7Tec) | 963 | 762 |
Contingent consideration receivable | – | 5,772 |
| (c) Financial assets at amortised cost | ||
Investment in sublease | 295 | 832 |
Loan to joint venture | 13,840 | 7,607 |
Loans to franchisees and appointed representatives | 3,650 | 1,769 |
18,748 | 16,742 | |
Non-current assets | 2,917 | 2,111 |
Current assets | 15,831 | 14,631 |
18,748 | 16,742 |
| 2025 | 2024 | |
| £’000 | £’000 | |
Fair value gains on equity investments at FVPL recognised in other operating costs | 201 | 482 |
Fair value (losses)/gains on contingent consideration recognised as exceptional | (230) | 163 |
Finance income recognised on contingent consideration receivable | – | 738 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
| 2025 | 2024 | |
| £’000 | £’000 | |
Opening balance | 11,585 | 9,359 |
Equity investment in Pivotal Growth | 2,605 | 2,232 |
Equity accounted profit | 1,195 | 107 |
Adjustment for non-controlling interests | (397) | (113) |
Closing balance | 14,988 | 11,585 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
| 2025 | 2024 | |
| £’000 | £’000 | |
Mottram TopCo balance sheet 1 : | ||
Non-current assets | 96,341 | 55,002 |
Current assets (excluding cash and cash equivalents) | 9,744 | 4,757 |
Cash and cash equivalents | 8,641 | 7,641 |
Current liabilities | (46,348) | (26,513) |
Non-current liabilities | (27,332) | (10,647) |
Net assets | 41,046 | 30,240 |
Less: net assets attributable to non-controlling interests | (313) | 84 |
Net assets attributable to Pivotal | 40,733 | 30,324 |
LSL share of Pivotal’s net assets 1 | 14,988 | 11,585 |
| Restated | ||
| 2025 | 2024 | |
| £’000 | £’000 | |
| Pivotal results: | ||
Revenue | 95,129 | 60,290 |
Operating expenses | (89,383) | (60,153) |
Operating profit | 5,746 | 137 |
Finance income | 94 | 16 |
Finance costs | (1,996) | - |
Profit before tax | 3,844 | 152 |
Taxation | (1,731) | (52) |
Profit after tax | 2,113 | 100 |
Attributable to NCI of Pivotal | 397 | 113 |
Attributable to Mottram TopCo | 1.716 | (13) |
LSL share of post-tax profit/(loss) from joint venture | 798 | (6) |
| 2025 | 2024 | |
| £’000 | £’000 | |
Depreciation | (559) | (297) |
Amortisation | (452) | (434) |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
Restated 1 | ||
| 2025 | 2024 | |
| £’000 | £’000 | |
| Current | ||
Trade receivables | 5,693 | 5,012 |
Prepayments | 6,795 | 6,135 |
Accrued income | 10,060 | 10,850 |
Other debtors | 2,478 | 2,164 |
25,026 | 24,161 |
Restated 1 | ||
| 2025 | 2024 | |
| £’000 | £’000 | |
At 1 January | 4,574 | 3,658 |
Provision for expected credit losses | 3,543 | 2,061 |
Amounts written off | (2,468) | (1,146) |
At 31 December | 5,649 | 4,574 |
| Neither past due | 60 – 90 | 90 – 120 | |||||
| Total | nor impaired | <30 days | 30-60 days | days | days | > 120 days | |
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | |
2025 | 21,402 | 10,573 | 3,895 | 849 | 544 | 669 | 4,872 |
2024 | 20,436 | 10,220 | 3,588 | 706 | 414 | 223 | 5,285 |
| Neither past due | 60 – 90 | 90 – 120 | ||||
| nor impaired | <30 days | 30-60 days | days | days | > 120 days | |
2025 | 0.00% | 10.06% | 14.53% | 22.22% | 19.20% | 67.24% |
Restated 1 2024 | 0.02% | 13.11% | 17.51% | 34.21% | 37.14% | 69.75% |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
| 2025 | 2024 | |
| £’000 | £’000 | |
Cash and cash equivalents | 67,050 | 60,663 |
Bank overdrafts | (39,253) | (28,264) |
Cash and cash equivalents | 27,797 | 32,399 |
Restated 1 | ||
| 2025 | 2024 | |
| £’000 | £’000 | |
| Current | ||
Trade payables | 9,665 | 9,793 |
Other taxes and social security payable | 7,687 | 6,120 |
Other payables | 2,866 | 2,981 |
Accruals | 13,791 | 15,185 |
Commission refund liability | 2,801 | 3,414 |
36,810 | 37,493 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
Restated 1 | ||
| 2025 | 2024 | |
| £’000 | £’000 | |
| Current | ||
IFRS 16 lessee financial liabilities | 2,354 | 2,289 |
Contingent consideration | 3,259 | 3,306 |
5,613 | 5,595 | |
| Non-current | ||
IFRS 16 lessee financial liabilities | 4,148 | 3,493 |
4,148 | 3,493 |
| 2025 | 2024 | |
| £’000 | £’000 | |
TenetLime | 3,259 | 3,306 |
Total contingent consideration | 3,259 | 3,306 |
Opening balance | 3,306 | 65 |
Acquisition | – | 3,600 |
Cash paid | – | (65) |
Amounts recorded through income statement | (47) | (294) |
Closing balance | 3,259 | 3,306 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
| Appointed | ||||||
| PI claim | Dilapidation | Restructuring | representative | |||
| provisions | provision | provision | provision | Other | Total | |
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | |
Balance at 1 January 2025 (restated 2 ) | 2,575 | 5,110 | 918 | 1,247 | 571 | 10,421 |
Transferred from trade and other payables 1 | – | – | – | 543 | – | 543 |
Provided in financial year | 2,650 | 16 | 549 | 1,615 | – | 4,830 |
Amount utilised | (153) | (383) | (441) | (1,790) | – | (2,767) |
Amount released | (751) | (652) | (30) | – | (571) | (2,004) |
Unwinding of discount | – | 245 | – | – | – | 245 |
Balance at 31 December 2025 | 4,321 | 4,336 | 996 | 1,615 | – | 11,268 |
Current liabilities | 1,030 | 3,396 | 996 | 844 | – | 6,266 |
Non-current liabilities | 3,291 | 940 | – | 771 | – | 5,002 |
4,321 | 4,336 | 996 | 1,615 | – | 11,268 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
2025 | 2024 | |||||
| Property | Motor vehicles | Total | Property | Motor vehicles | Total | |
| Right-of-use assets | £’000 | £’000 | £’000 | £’000 | £’000 | £’000 |
1 January | 1,536 | 3,201 | 4,737 | 1,684 | 3,279 | 4,963 |
Additions | 1,692 | 1,878 | 3,570 | 424 | 1,431 | 1,855 |
Disposals | – | (142) | (142) | (33) | (67) | (100) |
Depreciation | (710) | (1,535) | (2,245) | (539) | (1,442) | (1,981) |
Transfer to investment in sublease | – | – | – | – | – | – |
31 December | 2,518 | 3,402 | 5,920 | 1,536 | 3,201 | 4,737 |
| 2025 | 2024 | |
| Lease liabilities | £’000 | £’000 |
1 January | 5,782 | 8,340 |
Additions | 3,543 | 1,855 |
Interest expense | 534 | 455 |
Disposals | (335) | (1,518) |
Repayment of lease liabilities | (3,020) | (3,350) |
31 December | 6,504 | 5,782 |
| £’000 | £’000 | £’000 | |
| Property | Vehicles | Total | |
Current lease liabilities | 995 | 1,794 | 2,789 |
Non-current lease liabilities | 2,583 | 2,265 | 4,848 |
31 December 2025 | 3,578 | 4,059 | 7,637 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
| 2025 | 2024 | |
| £000 | £000 | |
Less than 1 year | 159 | 527 |
1-2 years | 80 | 306 |
2-3 years | 47 | 82 |
3-4 years | 23 | 41 |
4-5 years | – | 9 |
309 | 965 | |
Unearned finance income | (14) | (133) |
Net investment in sublease (Note 19) | 295 | 832 |
| 2025 | 2024 | |
| £’000 | £’000 | |
| Depreciation of right-of-use assets: | ||
Property | (710) | (539) |
Vehicles | (1,535) | (1,442) |
Short-term and low value lease expense (Note 10) | (1,747) | (1,992) |
Sublease income | 1,527 | 1,992 |
Charge to operating profit | (2,465) | (1,981) |
Interest expense related to lease liabilities | (534) | (455) |
Interest income related to investment in sublease | 29 | 96 |
Charge to profit before taxation | (505) | (359) |
Cash (outflow) relating to operating activities | (505) | (359) |
Cash inflow relating to investing activities | 489 | 1,046 |
Cash outflow relating to financing activities | (2,487) | (2,895) |
Total net cash (outflow) relating to leases | (2,503) | (2,208) |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
2025 | 2024 | |||
Shares | £’000 | Shares | £’000 | |
| Authorised: | ||||
Ordinary shares of 0.2 pence each Issued and fully paid: | 500,000,000 | 1,000 | 500,000,000 | 1,000 |
At 1 January | 105,158,950 | 210 | 105,158,950 | 210 |
At 31 December | 105,158,950 | 210 | 105,158,950 | 210 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
| Less than | ||||||
| On demand | 3 months | 3 to 12 months | 1 to 5 years | > 5 years | Total | |
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | |
Trade payables | – | 9,665 | – | – | – | 9,665 |
Other payables | – | 24,343 | – | – | – | 24,343 |
Overdraft | 39,253 | – | – | – | – | 39,253 |
Contingent consideration | – | – | 3,259 | – | – | 3,259 |
Lease liabilities | – | 588 | 1,765 | 3,553 | 595 | 6,501 |
39,253 | 33,596 | 5,024 | 3,553 | 595 | 83,021 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
| Less than | ||||||
| On demand | 3 months | 3 to 12 months | 1 to 5 years | > 5 years | Total | |
| £’000 | £’000 | £’000 | £’000 | £’000 | £’000 | |
Trade payables | – | 9,793 | – | – | – | 9,793 |
Other payables | – | 24,286 | – | – | – | 24,286 |
Overdraft | 28,264 | – | – | – | – | 28,264 |
Contingent consideration | – | – | 3,306 | – | – | 3,306 |
Lease liabilities | – | 573 | 1,716 | 3,406 | 87 | 5,782 |
28,264 | 34,652 | 5,022 | 3,406 | 87 | 71,431 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
| Total | Level 1 | Level 2 | Level 3 | |
| 2025 | £’000 | £’000 | £’000 | £’000 |
| Assets measured at fair value | ||||
Financial assets | 963 | – | 963 | – |
| Liabilities measured at fair value | ||||
Contingent consideration payable | 3,259 | – | – | 3,259 |
| Total | Level 1 | Level 2 | Level 3 | |
| 2024 | £’000 | £’000 | £’000 | £’000 |
| Assets measured at fair value | ||||
Financial assets | 762 | – | 762 | |
| Liabilities measured at fair value | ||||
Contingent consideration payable | 3,306 | – | – | 3,306 |
| £’000 | |
Opening balance as at 1 January 2025 | 5,772 |
Fair value remeasurement | (230) |
Receipts | (5,542) |
Closing balance as at 31 December 2025 | – |
| 2025 | 2024 | |
| £’000 | £’000 | |
Revenue recognised | 3,509 | 3,551 |
Trade receivables at 31 December | 522 | 676 |
Loan notes receivable at 31 December | 13,840 | 7,607 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
Restated 1 | ||
| 2025 | 2024 | |
| £’000 | £’000 | |
Total operating expenditure | (160,383) | (151,379) |
| Add back: | ||
Other gains | (1,116) | (533) |
Share of post-tax (profit) /loss from joint venture | (798) | 6 |
Share-based payments | 1,597 | 920 |
Amortisation of intangible assets | 3,032 | 2,988 |
Exceptional gains | (571) | (1,745) |
Exceptional costs | 5,066 | 4,109 |
Contingent consideration | – | (426) |
Adjusted operating expenditure | (153,173) | (146,060) |
| 2025 | 2024 | |
| £’000 | £’000 | |
Cash and short-term deposits | 67,050 | 60,663 |
Less: Interest-bearing loans and borrowings (including loan notes, overdraft, IFRS 16 Leases, contingent and deferred consideration) | ||
Current | (44,865) | (33,859) |
Non-current | (4,148) | (3,490) |
18,037 | 23,314 | |
Add: IFRS 16 lease financial liabilities | 6,501 | 5,779 |
Add: deferred and contingent consideration | 3,259 | 3,306 |
Net cash | 27,797 | 32,399 |
| 2025 | 2024 | |
| £’000 | £’000 | |
Net cash generated from operating activities | 22,730 | 27,793 |
Exceptional costs paid | 3,910 | 3,066 |
Income taxes paid | 4,968 | 1,799 |
Interest received (leases) | (29) | (96) |
Interest paid (leases) | 534 | 455 |
Cash generated from operations | 32,113 | 33,017 |
Payment of principal portion of lease liabilities | (2,486) | (2,895) |
PI provision utilisation | 153 | 950 |
Adjusted cash flow from operations | 29,780 | 31,072 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
| 2025 | 2024 | |
| £’000 | £’000 | |
Adjusted cash flow from operations | 29,780 | 31,072 |
Group Underlying Operating Profit from continuing operations | 32,618 | 27,784 |
Cash flow conversion rate | 91% | 112% |
| Registered | Proportion of | ||||
| office | nominal value | ||||
| Name of subsidiary company | address | LSL holding | LSL Shareholder | of shares held | Nature of business |
Lending Solutions Holdings Limited | 1 | Direct | LSL Property Services plc | 100% | Holding Company |
Lending Solutions Limited | 1 | Indirect | Lending Solutions Holdings Limited | 100% | Non Trading |
| Financial Services | |||||
Advance Mortgage Funding Limited | 1 | Direct | LSL Property Services plc | 100% | Financial Services |
| Direct Life and Pensions Services | 2 | Indirect | Direct Life Quote Holdings Ltd | 100% | Financial Services |
| Limited | |||||
Direct Life Limited | 2 | Indirect | Direct Life and Pensions Services | 100% | Non Trading |
| Limited | |||||
Direct Life Quote Holdings Limited | 2 | Direct | LSL Property Services plc | 100% | Holding Company |
LifeQuote Limited | 2 | Indirect | Direct Life and Pensions Services | 100% | Non Trading |
| Limited | |||||
Reeds Rains Financial Services Limited | 2 | Indirect | Reeds Rains Limited | 100% | Financial Services |
| First Complete Limited | 1 | Indirect | Lending Solutions Holdings Limited | 100% | Financial Services |
| and Holding | |||||
| Company | |||||
Linear Wealth Management Limited | 2 | Indirect | Linear Financial Services Holdings | 100% | Non Trading |
| Limited | |||||
| Linear Financial Services Holdings | 2 | Indirect | First Complete Limited | 100% | Holding Company |
| Limited | |||||
| Linear Mortgage Network Holdings | 2 | Indirect | First Complete Limited | 100% | Holding Company |
| Limited | |||||
Linear Mortgage Network Limited | 2 | Indirect | Linear Mortgage Network Holdings | 100% | Financial Services |
| Limited | |||||
Mortgage Gym Solutions Ltd. | 2 | Direct | LSL Property Services plc | 100% | Non Trading |
| Personal Touch Administration Services | 2 | Indirect | Personal Touch Financial Services | 100% | Financial Services |
| Limited | Limited | ||||
| Personal Touch Financial Services | 2 | Direct | LSL Property Services plc | 100% | Financial Services |
| Limited | and Holding | ||||
| Company | |||||
Qualis Wealth Limited | 2 | Direct | LSL Property Services plc | 100% | Non Trading |
TenetLime Limited | 2 | Direct | LSL Property Services plc | 100% | Financial Services |
| Surveying & Valuation |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
| Registered | Proportion of | ||||
| office | nominal value | ||||
| Name of subsidiary company | address | LSL holding | LSL Shareholder | of shares held | Nature of business |
| Albany Insurance Company | 5 | Direct | LSL Property Services plc | 100% | Captive Insurer |
| (Guernsey) Limited | |||||
e.surv Limited | 4 | Direct | LSL Property Services plc | 100% | Chartered |
| Surveyors | |||||
| Surveying & Valuation – Asset Management | |||||
LSL Corporate Client Services Limited | 1 | Direct | LSL Property Services plc | 100% | Asset |
| Management | |||||
St Trinity Limited | 1 | Direct | LSL Property Services plc | 100% | Non Trading |
Templeton LPA Limited | 1 | Indirect | First Complete Limited | 100% | Asset |
| Management | |||||
| Estate Agency Franchise – Residential Sales and Lettings | |||||
Airport Lettings Stansted Limited | 2 | Indirect | JNP (Surveyors) Limited | 100% | Non Trading |
Bawtry Lettings and Sales Limited | 2 | Indirect | your-move.co.uk Limited | 100% | Non Trading |
Brown North East Lettings Ltd | 2 | Indirect | your-move.co.uk Limited | 100% | Non Trading |
| Charterhouse Management (UK) | 2 | Indirect | your-move.co.uk Limited | 100% | Non Trading |
| Limited | |||||
David Frost Estate Agents Limited | 2 | Indirect | Vitalhandy Enterprises Limited | 100% | Non Trading |
Davis Tate Ltd | 2 | Indirect | JNP (Surveyors) Limited | 100% | Non Trading |
EA Student Lettings Ltd | 2 | Indirect | your-move.co.uk Limited | 100% | Non Trading |
Eastside Property Developments Ltd | 2 | Indirect | your-move.co.uk Limited | 100% | Non Trading |
Fourlet (York) Limited | 2 | Indirect | Reeds Rains Limited | 100% | Non Trading |
GFEA Limited | 2 | Indirect | JNP (Surveyors) Limited | 100% | Non Trading |
Guardian Property Lettings Limited | 2 | Indirect | Reeds Rains Limited | 100% | Non Trading |
Hawes & Co Limited | 2 | Indirect | JNP (Surveyors) Limited | 100% | Non Trading |
Hawes & Co (Thames Ditton) Limited | 2 | Indirect | JNP (Surveyors) Limited | 100% | Non Trading |
| Headway Property Management | 2 | Indirect | Reeds Rains Limited | 100% | Non Trading |
| Limited | |||||
Holloways Residential Ltd | 2 | Indirect | your-move.co.uk Limited | 100% | Non Trading |
Home and Student Link Limited | 2 | Indirect | your-move.co.uk Limited | 100% | Non Trading |
Homefast Property Services Limited | 2 | Indirect | Lending Solutions Holdings Limited | 77.5% | Conveyancing |
| Packaging | |||||
Hydegate Limited | 2 | Indirect | JNP (Surveyors) Limited | 100% | Non Trading |
ICIEA Limited | 2 | Indirect | LSLi Limited | 100% | Non-Trading |
Inter County Lettings Limited | 2 | Indirect | JNP (Surveyors) Limited | 100% | Non Trading |
IQ Property (Hull) Limited | 2 | Indirect | Reeds Rains Limited | 100% | Non Trading |
JNP Estate Agents Limited | 2 | Indirect | LSLi Limited | 100% | Non Trading |
| JNP Estate Agents (Princes Risborough) | 2 | Indirect | JNP (Surveyors) Limited | 100% | Non Trading |
| Limited | |||||
JNP (Residential Lettings) Limited | 2 | Indirect | JNP (Surveyors) Limited | 100% | Non Trading |
JNP (Surveyors) Limited | 2 | Indirect | LSLi Limited | 100% | Non Trading and |
| Holding Company | |||||
Kent Property Solutions Limited | 2 | Indirect | your-move.co.uk Limited | 100% | Non Trading |
LSL Land & New Homes Ltd | 2 | Indirect | your-move.co.uk Limited | 100% | Residential Sales |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
| Registered | Proportion of | ||||
| office | nominal value | ||||
| Name of subsidiary company | address | LSL holding | LSL Shareholder | of shares held | Nature of business |
Lauristons Estate Agents Limited | 2 | Indirect | JNP (Surveyors) Limited | 100% | Non-Trading |
Lawlors Property Services Limited | 2 | Indirect | JNP (Surveyors) Limited | 100% | Non Trading |
LetCo Group Limited | 2 | Indirect | your-move.co.uk Limited | 100% | Holding Company |
LetCo Limited | 2 | Indirect | LetCo Group Limited | 100% | Non Trading |
Lets Move Property Limited | 2 | Indirect | your-move.co.uk Limited | 100% | Non Trading |
Longshoot Properties Limited | 2 | Indirect | your-move.co.uk Limited | 100% | Non Trading |
LSLi Limited | 1 | Direct | LSL Property Services plc | 100% | Estate Agency |
| Franchising and | |||||
| Holding Company | |||||
New Daffodil Limited | 2 | Direct | LSL Property Services plc | 100% | Non Trading |
New Let Limited | 2 | Indirect | your-move.co.uk Limited | 100% | Non Trading |
Oakley Lettings Limited | 2 | Indirect | JNP (Surveyors) Limited | 100% | Non Trading |
| Paul Graham Lettings & | 2 | Indirect | JNP (Surveyors) Limited | 100% | Non Trading |
| Management Ltd | |||||
Philip Green Lettings Limited | 2 | Indirect | JNP (Surveyors) Limited | 100% | Non Trading |
PHP Lettings Scotland Limited | 3 | Indirect | your-move.co.uk Limited | 100% | Non Trading |
Prestons Lettings Ltd | 2 | Indirect | Reeds Rains Limited | 100% | Non Trading |
Pygott & Crone Lincoln Lettings Limited | 2 | Indirect | your-move.co.uk Limited | 100% | Non Trading |
Reeds Rains Limited | 2 | Direct | LSL Property Services plc | 100% | Estate Agency |
| Franchising and | |||||
| Holding Company | |||||
Reeds Rains Cleckheaton Limited | 2 | Indirect | Reeds Rains Limited | 100% | Non Trading |
Simply Let Ltd. | 3 | Indirect | your-move.co.uk Limited | 100% | Non Trading |
Thomas Morris Limited | 1 | Indirect | LSLi Limited | 100% | Non Trading |
Top-Let Limited | 2 | Indirect | LetCo Group Limited | 100% | Non Trading |
Vitalhandy Enterprises Limited | 2 | Indirect | LSLi Limited | 100% | Holding Company |
Warners Letting Agency Limited | 2 | Indirect | JNP (Surveyors) Limited | 100% | Non Trading |
Yates Lettings Limited | 2 | Indirect | JNP (Surveyors) Limited | 100% | Non Trading |
your-move.co.uk Limited | 1 | Indirect | Lending Solutions Holdings Limited | 100% | Estate Agency |
| Franchising and | |||||
| Holding Company |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Notes to the Group Financial Statements continued
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
| Reported | Restated | |||
| year ended | Subsidiary | Disposal-related | year ended | |
| 31 December | statutory audit | consolidation | 31 December | |
| 2023 | adjustments | entries | 2023 | |
| £’000 | £’000 | £’000 | £’000 | |
| Non-current assets | ||||
Property, plant and equipment and right-of-use assets | 6,917 | 1 | – | 6,918 |
Investment in sublease | 1,756 | 1 | – | 1,757 |
| Current assets | ||||
Trade and other receivables | 23,206 | (760) | – | 22,446 |
| Current liabilities | ||||
Trade and other payables | (30,485) | (6) | (741) | (31,232) |
| Non-current liabilities | ||||
Provisions for liabilities | (5,647) | (225) | – | (5,872) |
Net assets | 75,945 | (989) | (741) | 74,215 |
| Equity | ||||
Retained Earnings | 74,087 | (989) | (741) | 72,357 |
Total Equity | 75,945 | (989) | (741) | 74,215 |
| Reported | Restated | |||
| year ended | Subsidiary | Disposal-related | year ended | |
| 31 December | statutory audit | consolidation | 31 December | |
| 2024 | adjustments | entries | 2024 | |
| £’000 | £’000 | £’000 | £’000 | |
| Non-current assets | ||||
Loans to franchisees and appointed representatives | 979 | (77) | 902 | |
| Current assets | ||||
Trade and other receivables | 24,811 | (650) | 24,161 | |
| Current liabilities | ||||
Financial liabilities | (5,597) | 2 | (5,595) | |
Trade and other payables | (36,778) | 26 | (741) | (37,493) |
Provisions for liabilities | (6,316) | (236) | (6,552) | |
Net assets | 81,884 | (936) | (741) | 80,207 |
| Equity | ||||
Retained Earnings | 80,417 | (943) | (741) | 78,733 |
Non-controlling interest | (280) | 7 | (273) | |
Total Equity | 81,884 | (936) | (741) | 80,207 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
Notes to the Group Financial Statements continued
| Reported | Restated | ||
| year ended | Subsidiary | year ended | |
| 31 December | statutory audit | 31 December | |
| 2024 | adjustments | 2024 | |
| £’000 | £’000 | £’000 | |
Revenue | 173,175 | 143 | 173,318 |
Other operating costs | (35,548) | (90) | (35,638) |
Group operating profit | 21,886 | 53 | 21,939 |
Profit before tax | 23,013 | 53 | 23,066 |
Profit for the period from continuing operations | 17,766 | 53 | 17,819 |
Profit for the period | 17,389 | 53 | 17,442 |
| Attributable to: | |||
Owners of the parent | 17,363 | 46 | 17,409 |
Non-controlling interest | 26 | 7 | 33 |
17,389 | 53 | 17,442 |
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Parent Company Balance Sheet
as at 31 December 2025
Note
2025
£’000
2024
£’000
Non-current assets
Property, plant and equipment and right-of-use assets 2 465 735
Investment in subsidiaries 3 123,182 122,432
Investment in joint venture 5 14,988 11,585
Deferred tax asset 11 818 1,108
139,453 135,860
Current assets
Trade and other receivables 6 19,634 10,445
Financial assets 4 – 432
Cash and cash equivalents 7 474 32
Loans to joint venture 4 13,840 7,607
33,948 18,516
Total assets 173,401 154,376
Current liabilities
Trade and other payables 8 (68,117) (56,813)
Bank overdrafts 7 (36,701) (26,607)
Financial liabilities 9 (3,598) (3,380)
Provision for liabilities 10 – (571)
(108,416) (87,371)
Total liabilities (108,416) (87,371)
Net assets 64,985 67,005
Equity
Share capital 12 210 210
Share premium account 13 5,629 5,629
Share-based payment reserve 13 3,355 2,634
Shares held by employee benefit trust & share incentive plan 13 (1,316) (1,510)
Treasury shares 13 (9,876) (4,831)
Fair value reserve 13 (306) (306)
Retained earnings 67,289 65,179
Total equity 64,985 67,005
As permitted by Section 408 (3) of the Companies Act 2006, no profit and loss account of the Company is presented. The profit after tax for the
financial year of the Company was £13.3m (2024: £0.6m profit after tax). The notes on pages 153 to 158 form part of these Financial Statements.
The Financial Statements were approved by and signed on behalf of the Board by:
Adam Castleton
Group Chief Executive Officer
David Tilak
Group Chief Financial Officer
18 March 2026 18 March 2026
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152 153
LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
OVERVIEW
Parent Company Statement
of Changes in Equity
For the year ended 31 December 2025
Share capital
£’000
Share
premium
£’000
Share- based
payment
reserve
£’000
Shares held by
EBT & SIP
£’000
Treasury
shares
£’000
Fair value
reserve
£’000
Retained
earnings
£’000
Total
£’000
As at 1 January 2025 210 5,629 2,634 (1,510) (4,831) (306) 65,179 67,005
Profit for the year – – – – – – 13,345 13,345
Total comprehensive
income for the year
– – – – – – 13,345 13,345
Transactions with owners in
their capacity:
Shares repurchased into
treasury
– – – – (5,045) – – (5,045)
Exercise of options – – (183) 194 – – 107 118
Vested share options lapsed
during the year
– – (408) – – – 408 –
Share-based payment
transactions
– – 1,255 – – – – 1,255
Tax on share-based
payments
– – 57 – – – – 57
Dividends paid – – – – – – (11,750) (11,750)
As at 31 December 2025 210 5,629 3,355 (1,316) (9,876) (306) 67,289 64,985
During the period, 103,505 share options were exercised relating to LSL’s various share option schemes resulting in the shares being sold by the
Employee Benefit Trust. LSL received £0.1m on exercise of these options.
The notes on pages 153 to 158 form part of these Financial Statements.
For the year ended 31 December 2024
Share capital
£’000
Share
premium
£’000
Share- based
payment
reserve
£’000
Shares held by
EBT & SIP
£’000
Treasury
shares
£’000
Fair value
reserve
£’000
Retained
earnings
£’000
Total
£’000
As at 1 January 2024 210 5,629 3,564 (2,871) (3,983) (306) 75,655 77,898
Profit for the year – – – – – – 557 557
Total comprehensive
income for the year
– – – – – – 557 557
Transactions with owners in
their capacity:
Shares repurchased into
treasury
– – – – (848) – – (848)
Exercise of options – – (943) 1,361 – – (245) 173
Vested share options lapsed
during the year
– – (995) – – – 995 –
Share-based payment
transactions
– – 920 – – – – 920
Tax on share-based
payments
– – 88 – – – – 88
Dividends paid – – – – – – (11,783) (11,783)
As at 31 December 2024 210 5,629 2,634 (1,510) (4,831) (306) 65,179 67,005
During the period, 383,216 share options were exercised relating to LSL’s various share option schemes resulting in the shares being sold by the
Employee Benefit Trust. LSL received £0.2m on exercise of these options.
The notes on pages 153 to 158 form part of these Financial Statements.
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OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Notes to the Parent Company
Financial Statements
For the year ended 31 December 2025
1. Significant accounting policies
The accounting policies set out below have been applied in preparing the financial statements for the years ended 31 December 2024 and 2025.
The principal accounting policies adopted are the same as those set out in Note 2 to the consolidated Financial Statements except as noted below.
Basis of preparation
The Company financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework
(FRS 101) as issued by the Financial Reporting Council, and in accordance with the provisions of the Companies Act 2006. These financial
statements present information for the Company as a separate entity. The Group continues to prepare consolidated Financial Statements in
accordance with UK-adopted International Financial Reporting Standards (IFRS).
The Company financial statements have been prepared on a going concern basis and under the historical cost convention, except for certain
financial assets and liabilities that are measured at fair value. The financial statements are presented in pounds sterling, rounded to the nearest
thousand (£’000), unless otherwise stated.
As permitted by Section 408 of the Companies Act 2006, the Company has not presented its own income statement or statement of
comprehensive income. The profit for the financial year of the Company is disclosed in the Company balance sheet and statement of changes
in equity.
In preparing the Company Financial Statements management has considered the impact of climate change, taking into account the relevant
disclosures in the Strategic Report. The impact of climate-related risks on the Group Financial Statements have been disclosed in the Group basis of
preparation note. The extent to which the Group climate-related risks effect the Company accounts is focused on how medium (4-9 years) to long-
term risks (beyond 10 years) may impact our future revenue profile, which could further impact the carrying value of investments. The potential
impact of climate-related risks on the Company’s impairment assessment is considered sufficiently remote at this point in time and therefore no
sensitivity analysis has been performed.
Disclosure exemptions adopted
In preparing these financial statements, the Company has applied the disclosure exemptions available under FRS 101, as the Company is a
qualifying subsidiary of LSL Property Services plc. Accordingly, the Company has taken advantage of exemptions from the following disclosures:
• Additional comparative information as per IAS 1 Presentation of Financial Statements paragraph 38 in respect of reconciliations of the carrying
amounts of property, plant and equipment, and intangibles assets at the start and the end of the prior period.
• A Statement of Cash Flows
• Additional comparative information for narrative disclosures and information, beyond IFRS requirements
• Disclosures in relation to the objectives, policies and process for managing capital
• Disclosure of the effect of future accounting standards not yet adopted
• Related party transactions with wholly owned members of the group
In addition, and in accordance with FRS 101, further disclosure exemptions have been applied because equivalent disclosures are included in the
consolidated financial statements of LSL Property Services plc. These financial statements do not include certain disclosures in respect of:
• Share based payments – details of the number and weighted average exercise prices of share options, and how the fair value of goods or
services received was determined as per paragraphs 45(b) and 46 to 52 of IFRS 2 Share-Based Payment.
• Financial Instrument disclosures as required by IFRS 7 Financial Instruments: Disclosures
• Fair value measurements – details of the valuation techniques and inputs used for fair value measurement of assets and liabilities as per
paragraphs 91 to 99 of IFRS 13 Fair Value Measurement.
Investment in subsidiaries
Investments in subsidiaries are held at cost, less any provisions for impairment.
The Company recognises the share-based payment charge relating to its employees in the income statement with the share-based payment
charge relating to employees of the Group’s subsidiaries recognised as an increase to the Company’s cost of investment in subsidiary non-current
asset on the balance sheet, with a corresponding entry to the Company’s share-based payment reserve.
Judgements and estimates
Recoverability of investments and receivables from Group companies (estimate)
The Company applies the expected credit loss (ECL) model under IFRS 9 to financial assets measured at amortised cost, which include receivables
from Group companies and loans to joint ventures. The ECL model requires recognition of credit losses based on forward-looking information.
The Company recognises a loss allowance for expected credit losses at each reporting date. Expected credit losses are measured as the difference
between the present value of contractual cash flows due to the Company and the cash flows that the Company expects to receive.
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OVERVIEW
Notes to the Parent Company
Financial Statements
continued
For the year ended 31 December 2025
For intercompany receivables that do not have a significant financing component or are repayable on demand, the Company applies the
“simplified approach” under IFRS 9 and measures the loss allowance at an amount equal to lifetime expected credit losses.
The Company assesses whether credit risk has increased significantly since initial recognition and adjusts the loss allowance accordingly. When
there is objective evidence that a financial asset is credit-impaired, it is written down to its recoverable amount.
Details of any impairments recognised during the year in relation to investments are included in note 3 and in relation to intercompany balances
in note 6.
2. Property, plant, and equipment
Land and
buildings
£’000
Leasehold
improvements
£’000
Fixtures, fittings
and computer
equipment
£’000
Total
£’000
Cost
At 1 January 2025 215 74 1,943 2,232
Additions 370 – 106 476
Disposals – – (1,828) (1,828)
At 31 December 2025 585 74 221 880
Depreciation
At 1 January 2025 153 74 1,270 1,497
Charge for the year 88 – 31 119
Disposals – – (1,201) (1,201)
At 31 December 2025 241 74 100 415
Net book value
At 31 December 2025 344 – 121 465
At 31 December 2024 62 – 673 735
Owned assets – – 121 121
Right-of-use assets 344 – – 344
344 – 121 465
3. Investment in subsidiaries
Details of the subsidiaries held directly and indirectly by the Company are shown in note 35 to the Group Financial Statements.
2025
£’000
2024
£’000
At 1 January 122,432 113,484
Additions – 9,270
Adjustments for share-based payment 750 41
Impairment in cost of investments – (363)
At 31 December 123,182 122,432
Investment in subsidiaries for share-based payments represents the financial effects of awards by the Company of options over its equity shares to
employees of subsidiary undertakings. In 2025 there was an increase of £0.8m (2024: increase of £0.04m).
The Company performed an impairment indicator assessment as at 31 December 2025 and identified indicators of impairment in its investment in
Albany Insurance Company (Guernsey) Limited (Albany) due to the short-term outlook of the business.
Management estimated the recoverable amount of the investment in Albany as the higher of value in use (VIU) and fair value less costs of disposal
(FVLCD). Where VIU was used, the calculation was based on discounted cash flow projections using a pre-tax discount rate of 16.5% (2024: 16.3%)
and a terminal growth rate of 2.0% (2024: 2.0%).
Based on Management’s assessment, Albany’s recoverable amount (determined on a VIU basis) exceeded the carrying amount of the Company’s
investment at 31 December 2025 and, accordingly, no impairment charge was recognised in 2025.
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OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Sensitivity to change in assumptions
Sensitivity analysis has been performed for investments held by the Company at the reporting date to assess the extent to which reasonably
possible changes in key assumptions would impact the impairment charge. Management deemed that there are no reasonably possible changes in
key assumptions that would cause any of the Company’s investments’ carrying amounts to exceed its recoverable amounts.
4. Financial assets
2025
£’000
2024
£’000
Financial assets at fair value through income statement (FVPL)
Contingent consideration receivable – 432
– 432
Financial assets at amortised cost
Loan notes to joint venture 13,840 7,607
13,840 7,607
In 2025, the Group provided further funding of £5.3m (2024: £7.6m) to its joint venture Mottram TopCo Limited in the form of 10% unsecured
loan notes. Finance income of £0.9m (2024: £nil) was recognised in 2025. The loan notes are fully repaid in January 2026.
5. Investment in joint venture
At cost
2025
£’000
2024
£’000
At 1 January 11,585 9,359
Equity investment in Pivotal Growth 2,605 2,232
Equity accounted profit 1,195 107
Adjustment for non-controlling interests (397) (113)
At 31 December 14,988 11,585
Pivotal Growth
A further £2.6m equity investment in Pivotal was made throughout 2025, please refer to note 20 in the Group Financial Statements for
further information.
6. Trade and other receivables
2025
£’000
2024
£’000
Current
Prepayments 689 663
Other taxes and social security 191 393
Amounts owed by Group undertakings 18,754 9,389
19,634 10,445
The expected credit loss relating to non-current intercompany receivables is 6.0m at 31 December 2025 (31 December 2024: £6.4m) and
intercompany receivables are presented net of this provision. No allowance for expected credit losses is deemed necessary in respect of current
intercompany receivables.
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OVERVIEW
Notes to the Parent Company
Financial Statements
continued
For the year ended 31 December 2025
7. Cash and cash equivalents and bank overdrafts
2025
£’000
2024
£’000
Cash and cash equivalents 474 32
Cash and cash equivalents (excluding bank overdrafts) 474 32
Cash at bank earns interest at floating rates based on daily bank overnight deposit rates.
2025
£’000
2024
£’000
Bank overdrafts 36,701 26,607
Bank loans – RCF and overdraft
The Company’s bank loan totals £nil (2024: £nil) and the Company’s overdraft totals £36.7m (2024: £26.6m).
8. Trade and other payables
2025
£’000
2024
£’000
Trade payables 323 919
Accruals 1,858 1,915
Amounts owed to Group undertakings 65,936 53,979
68,117 56,813
Amounts owed to Group undertakings are repayable on demand.
9. Financial liabilities
2025
£’000
2024
£’000
Current
Contingent consideration liabilities 3,259 3,306
IFRS16 Financial Liabilities 339 74
3,598 3,380
10. Provision for liabilities
Provision
£’000
Balance at 1 January 571
Amount released (571)
Balance at 31 December –
Included in the sale agreement of LMS was a four year claims indemnity of £2.0m, for which the Group has previously provided £0.6m for certain
claims, which it considers to be the most likely outcome. The Group disposed of LMS in 2021, and therefore the four year limit has now elapsed.
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OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
11. Deferred tax
Deferred tax asset
2025
£,000
2024
£,000
Depreciation charged in advance of capital allowances 176 229
Share options – 696
Losses 234 183
Other temporary differences 408 –
Deferred tax asset at 31 December 818 1,108
2025
£,000
2024
£,000
Deferred tax asset at 1 January 1,108 3,659
Deferred tax credit in profit and loss account for the year (348) (2,666)
Deferred tax (charge) / credit to equity 58 115
Deferred tax asset at 31 December 818 1,108
A deferred tax asset has been recognised on the basis that the Group is anticipated to make sufficient taxable profits in the foreseeable future
against which the Company’s attributable assets can be utilised. The Group’s 3-year plan indicates that the Company’s losses will be able to be
offset within the Group via group relief. Management is therefore satisfied that these can be utilised in a future period.
12. Called up share capital
2025 2024
Shares £’000 Shares £’000
Authorised:
Ordinary Shares of 0.2 pence each 500,000,000 1,000 500,000,000 1,000
Issued and fully paid:
At 1 January 105,158,950 210 105,158,950 210
Issued in the year – – – –
At 31 December 105,158,950 210 105,158,950 210
A ordinary shares carry one vote per share and rank pari passu
for dividends.
The Company has one class of share capital, being ordinary shares. Each ordinary share carries one vote, ranks equally for dividends and capital
distributions, and is not redeemable.
13. Reserves
Share premium
The amount subscribed for share capital in excess of nominal value less any costs attributable to the issue of new shares.
Share-based payment reserve
This represents the amount provided in the year in respect of share awards. The Company has operated long-term incentive plans (including CSOP)
and a number of SAYE schemes for the employees in the Company and the Group. See note 15 to the Group Financial Statements for details of the
LTIP, CSOP and the SAYE schemes.
Shares held by employee benefit trust (EBT) and share incentive plan (SIP)
Shares held by EBT represent the cost of LSL shares purchased in the market and held by the Employee Benefit Trust and the Share Incentive Plan
(SIP) to satisfy future exercise of options under the Group’s employee share options schemes. The EBT and SIP are treated as an extension of
the company.
At 31 December 2025, the Trust held 142,244 (2024: 174,248) LSL shares at an average cost of £3.86 (2024: £3.86), and the SIP held 871,803
(2024: 951,904) LSL shares at an average cost of £0.88 (2024: £0.88). The market value of the LSL shares at 31 December 2025 was £2.7m (2024:
£3.4m). The nominal value of each share is 0.2 pence.
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
Notes to the Parent Company
Financial Statements
continued
For the year ended 31 December 2025
Treasury shares
Treasury shares represent the cost of LSL shares purchased in the market under the share buy-back programmes, including the programme
initiated in 2022 and the £7m programme announced in April 2024, which completed in January 2026 following the repurchase of ordinary shares
up to the maximum consideration. In January 2026, the Board announced the launch of a new £12m share buy-back programme. At 31 December
2025, LSL had repurchased 3,356,874 (2024: 1,458,933) LSL shares at an average cost of £2.94 (2024: £3.31). The market value of the LSL shares at
31 December 2025 was £8.8m (2024: £4.4m). The nominal value of each share is 0.2 pence..
Fair value reserve
The fair value reserve is used to record the changes in fair value of equity financial assets.
14. Company profit for the financial year after tax
The Company has not presented its own profit and loss account as permitted by section 408 of the Companies Act 2006. The profit after tax for the
year was £13.3m (2024: profit of £0.6m).
Remuneration paid to Directors of the Company is disclosed in note 15 to the Group Financial Statements.
The Company paid £0.3m (2024: £0.4m) to its auditors in respect of the audit of the Financial Statements of the Company.
Fees paid to the external auditors and their associates for non-audit services to the Company itself are not disclosed in the individual accounts
of the Company because Group financial statements are prepared which are required to disclose such fees on a consolidated basis. These are
disclosed in note 11 to the Group Financial Statements.
15. Pensions costs and commitments
Total contributions to the defined contribution schemes in the year were £0.2m (2024: £0.2m). The amount outstanding in respect of pensions as
at 31 December 2025 was £nil (2024: £nil).
The average monthly number of employees (including directors) during the year was 106 (2024: 109).
16. Related party transactions
During the year the transactions entered into by the Company with non-wholly owned subsidiaries are as follows:
Sales to related
parties
£’000
Purchases from
related parties
£’000
Amounts owed
by related parties
£’000
Amounts owed
to related parties
£’000
Non-wholly owned subsidiaries
2025 – – 31 –
2024 – – 1 –
The expected credit loss relating to related parties receivables with non-wholly owned subsidiaries is £nil at 31 December 2025 (31 December
2024: £nil) and the related parties receivables are presented net of this provision.
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159
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Definitions
“Adjusted Basic Earnings per Share” or “Adjusted Basic EPS” is defined at note 34 to the Financial Statements.
“Adjusted EBITDA” is Group Underlying Operating Profit (note 5 to the Financial Statements) plus depreciation on property, plant and equipment.
“AGM” Annual General Meeting.
“AI” artificial intelligence.
“AR” appointed representative under the FCA’s Appointed Representatives Regime.
“ARC ” Audit & Risk Committee.
“AVM ” automated valuation model.
“Basic Earnings per Share” or “EPS” is defined at note 12 to the Financial Statements.
“Board”/“Board of Directors” the Board of Directors of LSL.
“BAYE” Buy As You Earn (also referred to as SIP).
“BoE” Bank of England.
“B2B” business to business.
“B2C ” business to customer.
“CAGR” compound annual growth rate.
“Committee(s)” refers to LSL’s Nominations Committee, the Audit & Risk Committee, the Remuneration Committee and the Disclosure Committee.
“Company” or “Parent Company” refers to LSL Property Services plc.
“Code” UK Code of Corporate Governance published by the Financial Reporting Council (FRC).
“CEF” Colleague Engagement Forum.
“CEO” or “Group CEO” Chief Executive Officer, Adam Castleton.
“CFO” or “Group CFO” Chief Financial Officer, David Tilak from 12 January 2026. Adam Castleton prior to 28 April 2025.
“Colleague Forums” or “Forums” our LSL Group Colleague Engagement, Inclusion and Diversity, and Communities forums.
“CPO” or “Group CPO” Chief People Officer, Debra Gardner.
“CRM” client records management system.
“CRO” or Group CRO" Chief Risk Officer, Saad Hassanuddin.
“CSOP” Company Share Ownership Plan.
“CT” corporation tax.
“D2C” direct to consumer.
“DISC” LSL’s Data and Information Security Committee.
“Davis Tate” trading name of Davis Tate Ltd.
“DEFRA” Department for Environment, Food and Rural Affairs.
“Director” an Executive Director or Non-Executive Director of LSL.
“Division(s)” refers to each of our Financial Services, Surveying & Valuation and Estate Agency Franchising Divisions.
“DLPS” Direct Life and Pension Services Limited.
“DPO” data protection officer.
“EBITDA” earnings, before interest, taxes, depreciation and amortisation.
“Elsevier” Elsevier Limited.
“Embrace Financial Services” or "EFS" Embrace Financial Services Limited.
“EPS” Earnings per Share.
“Ernst & Young” or “EY” Ernst & Young LLP.
“ESG” Environmental, Social and Governance.
“ESOT” LSL’s employee share scheme.
“ESOT Trustees” Apex Financial Services (Trust Company) Limited.
“Estate Agency Franchising Division” this refers to the provision of estate agency franchising services such as brand marketing and commercial and
IT support, to a network of territories across the UK.
“e.surv” or “e.surv Chartered Surveyors” trading names of e.surv Limited.
“EWG” LSL’s Environmental Working Group.
“Executive Committee” Executive Committee of the Group, which includes the Executive Directors.
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OVERVIEW
Definitions continued
“Executive Director(s)” Adam Castleton and David Tilak.
“FCA” Financial Conduct Authority.
“Financial Services Division” or “Financial Services” or “FS” refers to LSL’s financial services division (including mortgage, non-investment
insurance brokerage services and the operation of LSL’s intermediary networks).
“Financial Services network” refers to the PRIMIS network and TMA mortgage club.
“Financial Statements” financial statements contained in this Report.
“FRC” Financial Reporting Council.
“FTE”
full-time equivalent.
“FY” full year.
“GHG” greenhouse gas.
“Greenhouse Gas Protocol” a global standardised framework to measure GHG emissions from private and public sector operations.
“Global Property Ventures” refers to Global Property Ventures Limited.
“Grant Thornton” or “GT” Grant Thornton UK LLP.
“Group” LSL Property Services plc and its subsidiaries.
“Group Company Secretary” Debbie Fish
“Group First” Group First Ltd, holding company of Mortgages First Ltd and Insurance First Brokers Ltd.
“Group Revenue” total revenue for the LSL Group.
“Group Underlying Operating margin” Group Underlying Operating Profit divided by Group Revenue.
“Goodfellows” trading name of GFEA Limited.
“HMRC” His Majesty’s Revenue and Customs.
“Homefast” Homefast Property Services Limited.
“IAS” International Accounting Standards.
“IBNR” Incurred But Not Reported.
“I&D” Inclusion and Diversity.
“IFRS” International Financial Reporting Standards.
“JNP” trading name of JNP Estate Agents Limited.
“JV” joint venture.
“Korn Ferry” trading name of Korn Ferry Hay Group Limited.
“KPI” key performance indicators.
"KRI" key risk indicators.
“Land & New Homes” LSL Land & New Homes Ltd.
“Lauristons” trading name of Lauristons Limited.
“Listing Rules” or “UK Listing Rules” FCA Listing Rules.
“LMS” LMS Direct Conveyancing Limited and Cybele Solutions Holdings Limited.
“LSLi” LSLi Limited and its subsidiary companies. During 2023 the estate agency branches owned by the LSLi companies were franchised as part
of the conversion of the entire LSL owned estate agency network to franchises, these included JNP, Intercounty, David Frost Estate Agents Limited,
Goodfellows, Davis Tate, Lauristons, Hawes & Co and Thomas Morris).
“LSL” or “Group” or “Parent Company” refers to LSL Property Services plc and its subsidiaries.
“LSL Corporate Client Department” trading name of LSL Corporate Client Services Limited.
“LTIP” long-term incentive plan.
“2025 LTIP” a new incentive scheme put in place in 2025 to replace the Executive Directors performance share plan, see page 67.
“Management” refers to the Group’s management teams.
“MAR” the UK Market Abuse Regulation.
“MD” Managing Director.
“Mortgage Gym” Mortgage Gym Solutions Ltd.
“New Build” refers to RSC New Homes Limited and the Group First companies.
“Non-Executive Director” refers to Gaby Appleton, Darrell Evans, Sonya Ghobrial, James Mack and Michael Stoop.
“Notice of Meeting” the circular made available to shareholders setting out details of the AGM.
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OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
"NSS" NSS Franchising Ltd.
“ONS” Office for National Statistics.
“P&L” profit and loss statement.
“PDMRs” Persons Discharging Managerial Responsibility as defined in Article 3(1) (25) of UK MAR.
“Pivotal Growth” Pivotal Growth Limited.
“PI” professional indemnity.
“PI Costs” costs relating to ongoing and expected future PI claims relating to Surveying & Valuation business.
“Pollen Street Capital” or “PSC” Pollen Street Capital Limited.
“PPE” property, plant and equipment.
“PRIMIS network” or “PRIMIS” or “PRIMIS mortgage network” a trading name of Advance Mortgage Funding Limited, First Complete Limited and
Personal Touch Financial Services Limited.
“RCF” revolving credit facility.
“Reeds Rains” trading name of Reeds Rains Limited.
“Registered Office” First Floor, Victoria House, Hampshire Court, East Newcastle Business Park, Scotswood Road, Newcastle Upon Tyne, NE4 7YJ.
“RELX” RELX Group plc.
“Report” LSL’s Annual Report and Accounts 2025.
“RIDDOR” Reporting of Injuries, Diseases and Dangerous Occurrences Regulations 2013.
"ROCE" return on capital employed.
“RSC New Homes” or “RSC” RSC New Homes Limited.
“SAYE” Save As You Earn.
“SECR” Streamlined Energy and Carbon Reporting.
“Senior Management Team” or “senior managers” refers to our Group Executive Committee, the Divisional Managing Directors and the Group
Company Secretary and their direct reports who are A1 and A2 grades (excluding the Executive Directors).
“SDLT” stamp duty and land tax.
“SID” Senior Independent Director, James Mack (with effect from 5 March 2025).
“SIP” Share Incentive Plan (also referred to as BAYE).
“SME” small and medium sized enterprises.
“SSC” Sustainability Steering Committee.
“Surveying & Valuation” refers to e.surv Limited (including where it trades as Walker Fraser Steele) and asset management businesses.
“TCFD” Task Force on Climate-related Financial Disclosures
“Templeton” trading name of Templeton LPA Limited.
“TMA” The Mortgage Alliance
“TSR” total shareholder return.
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162 163
OVERVIEW
Shareholder Information
(including forward-looking statements information)
Registered office
First Floor, Victoria House, Hampshire Court,
East Newcastle Business Park, Scotswood Road,
Newcastle Upon Tyne, NE4 7YJ
Telephone: +44 (0) 191 233 4600
Company website: lslps.co.uk
Registered in England and Wales - number 5114014
Email: investorr[email protected]
Please use the above email address to contact the Board via the
Group Company Secretary.
Advisers
Corporate brokers
Shore Capital
Cassini House, 57 St. James’s Street, London,
SW1A 1LD, United Kingdom
Jeffries International
100 Bishopsgate, London, EC2N 4JL, United Kingdom
Independent auditors
Grant Thornton UK LLP
No 1 Whitehall Riverside, Leeds, LS1 4BN, United Kingdom
Financial public relations
Burson Buchanan
Rose Court, 2 Southwark Bridge Road, London, SE1 9HS
Share Registrar
MUFG Corporate Markets
Central Square, 29 Wellington Street, Leeds, LS1 4DL,
United Kingdom
Telephone: +44 (0) 371 664 0300
Website: mpms.mufg.com
shareholder[email protected]g.com
If you have any queries regarding your shareholding, please contact
the registrar. Calls are charged at the standard geographic rate and
will vary by provider. Calls outside the UK will be charged at the
applicable international rate.
If contacting the registrars, the country code should be used when
calling from outside the UK. Lines are open from 9:00 a.m. to 5:30
p.m. (UK time), Monday to Friday (excluding public holidays in
England and Wales).
Financial calendar 2026
14 May 2026 Ex-dividend date
15 May 2026 Record date
26 May 2026 Last day for dividend reinvestment plan election
16 June 2026 2026 final dividend payment
Dividends
The Dividend Reinvestment Plan (DRIP) allows UK Shareholders to
request the registrar to use their dividend to purchase shares in the
Company. Please contact MUFG for more information; you do not
have to re-apply if you have already made a DRIP re-election. The
Company will no longer pay dividends by cheque, with dividends
instead paid directly into Shareholders’ nominated bank or building
society accounts from November 2026. DRIP elections remain
available.
Share price information
The Company’s ordinary shares are listed on the Main Market of the
London Stock Exchange. Share price information can be found on our
website, lslps.co.uk.
ISIN number: GB00B1G5HX72
SEDOL number: B1G5HX7
Legal Entity Identifier: 213800T4VM5VR3C7S706
Current and historical share prices can be found on the Company’s
website and in the Financial Times. For a real time buying or selling
price, you should contact a stockbroker.
E-communications
Shareholders are encouraged to receive information electronically
in order to access information quickly and securely and reduce costs
and the impact on the environment. To register for this service,
please visit signalshares.com.
Share dealing and Signal Shares
The Company’s shares can be traded through most banks, building
societies and stockbrokers. Additionally, Shareholders can buy and
sell shares through a telephone and internet service provided by the
Company’s Registrar, MUFG Corporate Markets.
Signal Shares, a website operated by MUFG Corporate Markets,
allows Shareholders to view the details of their Shareholding, register
for e-communications and send voting instructions electronically
if they have received a voting form with an electronic reference or
signed up for Signal Shares.
For more information about both services, log on to signalshares.com
or call +44 (0) 371 664 0445 (use the country code when calling from
outside the UK). Lines are open Monday to Friday from 8:00 a.m. to
4:30 p.m. (UK time), Monday to Friday (excluding public holidays in
England and Wales).
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LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
162 163
OTHER INFORMATIONFINANCIAL STATEMENTSCORPORATE GOVERNANCESTRATEGIC REPORTOVERVIEW
Scams and fraud
Many companies have become aware that their Shareholders have
received unsolicited phone calls or correspondence concerning
investment matters. These are typically from overseas-based
‘brokers’ who target UK Shareholders, offering to sell them what
often turn out to be worthless or high-risk shares in US or UK
investments. These operations are commonly known as ‘boiler
rooms’. These ‘brokers’ can be very persistent and extremely
persuasive. It is not just the novice investor that has been duped
in this way; many of the victims had been successfully investing
for several years. Shareholders are advised to be very wary of any
unsolicited advice, offers to buy shares at a discount or offers of free
company reports.
How to avoid share fraud
• Keep in mind that firms authorised by the FCA are unlikely to
contact you out of the blue with an offer to buy or sell shares.
• Do not get into a conversation, note the name of the person and
firm contacting you and then end the call.
• Check the Financial Services Register (the Register) on fca.org.uk,
to see if the person and firm contacting you is authorised by the
FCA.
• Beware of fraudsters claiming to be from an authorised firm,
copying its website or giving you false contact details.
• Use the firm’s contact details listed on the Register if you want to
call it back.
• Call the FCA on 0800 111 6768 if the firm does not have contact
details on the Register or you are told they are out of date.
• Search the list of unauthorised firms to avoid at fca.org.uk/scams.
• Consider that if you buy or sell shares from an unauthorised firm
you will not have access to the Financial Ombudsman Service or
Financial Services Compensation Scheme.
• Think about getting independent financial and professional advice
before you hand over any money.
• Remember, if it sounds too good to be true, it probably is!
Report a scam
If you are approached about an investment scam, you should tell the
FCA using the share fraud reporting form at fca.org.uk/scams, where
you can find out more about investment scams. You can also call the
FCA Consumer Helpline on 0800 111 6768.
If you have already paid money to share fraudsters, you should
contact Action Fraud on 0300 123 2040.
Details of any share dealing facilities that the Company endorses will
be included in Company mailings.
Forward-looking statements
This Report may contain certain statements that are forward-looking
statements. They appear in a number of places throughout this
Report and include statements regarding our intentions, beliefs
or current expectations and those of our Officers, Directors and
employees concerning, amongst other things, our results of
operations, financial condition, liquidity, prospects, growth, strategies
and the business we operate. By their nature, these statements
involve risks and uncertainty since future events and circumstances
can cause results and developments to differ materially from those
anticipated. The forward-looking statements reflect knowledge
and information available at the date of preparation of this Report
and, unless otherwise required by applicable law, we undertake no
obligation to update or revise these forward-looking statements.
Nothing in this Report should be construed as a profit forecast.
The Company and its Directors accept no liability to third-parties
in respect of this Report save as would arise under English law.
Information about the management of the Principal Risks and
Uncertainties facing the Group is set out within the Strategic Report
on pages 28 to 30.
Any forward-looking statements in this Report speak only at the date
of this Report and the Company undertakes no obligation to update
publicly or review any forward-looking statement to reflect new
information or events, circumstances or developments after the date
of this Report.
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The leading B2B platform for
UK residential market services.
LSL Property Services plc
Company Number: 5114014
For further information about our Group,
please visit our website: lslps.co.uk
LSL PROPERTY SERVICES PLC ANNUAL REPORT AND ACCOUNTS 2025
Designed and produced by
www.blackandcallow.co
m
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Annual Report
and Accounts 2025
LSL PROPERTY SERVICES PLC
lslps.co.uk
Registered in England
(Company number 5114014)
Registered office:
Email: investorr[email protected]o.uk
LSL Property Services plc Annual Report and Accounts 2025
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