![]() 1 #### DARGLOBAL.CO.UKANNUAL REPORT & ACCOUNTS 2025LIVE ALL IN ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 1 At Dar Global, we believe luxury represents the most compelling form of real estate investment. Guided by a global vision, we set the world’s standard by curating best-in-class iconic properties, delivering exceptional and sustainable investment opportunities for our customers DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 ”A GLOBAL VISION, ### SETTING THE WORLD’S ### STANDARD FOR ### LUXURY REAL ESTATE ### INVESTMENTS” ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 2 #### STRATEGIC REPORT 03. At a glance 13. Chairman’s Statement 14. Chief Executive Officer’s Statement 16. Financial Review 22. Our Strategy 25. Our Business Model 26. Market Overview 28. Portfolio Overview 52. Risk Management 57. Going Concern and Viability Statement 58. Section 172 Statement 61. Our People 62. Sustainability 65. Task Force on Climate-related Financial Disclosures #### GOVERNANCE REPORT 81. Corporate Governance Framework 84. Board of Directors 86. Senior Leadership Team 87. Audit and Risk Committee Report 91. Nomination Committee Report 93. Directors’ Remuneration Report 97. Directors’ Report 01. 02. #### FINANCIAL STATEMENTS 101. Independent Auditor’s Report to the Members of Dar Global PLC 106. Consolidated Statement of Financial Position 107. Consolidated Statement of Profit or Loss and Other Comprehensive Income 108. Consolidated Statement of Changes in Equity 109. Consolidated Statement of Cash Flows 110. Notes to the Consolidated Financial Statements 137. Company Statement of Financial Position 138. Company Statement of Changes in Equity 139. Notes to the Company Financial Statements 03. ## TABLE OF ## CONTENTS ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 3 STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS #### KEY HIGHLIGHTS FOR THE YEAR 2025 #### USD 538.6 mnUSD 19 bn (FY24 Revenue USD 240.3 million) increased to 20 launched projects (from USD 7.5 billion in December 2024) Dar Global’s vision is to unlock access to sophisticated luxury living in the world’s most exceptional destinations. From the GCC to Europe and beyond, we curate opportunities in prime international markets through exclusive design collaborations and prestigious brand partnerships. We work with the world’s most luxurious brands to elevate every aspect of the buyer experience, setting new standards for the future of refined living. We create meticulously crafted residences and hotels in the world's most sought after destinations, offering not just property, but also an invitation to invest in an extraordinary lifestyle. DAR GLOBAL IS A PREMIER INTERNATIONAL REAL ESTATE DEVELOPER REDEFINING LUXURY LIVING FOR THE MODERN GLOBAL CITIZEN AND INVESTOR. #### AT A GLANCE #### REVENUE OF GDV OF #### USD 126.6 mn USD 100.8 mn (FY24 EBITDA USD 30.1 million) (FY24 Net profit of USD 14.9 million) #### EBITDA OF NET PROFIT OF ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 4 STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS ## OUR BRAND PARTNERS #### AT A GLANCE continued STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 5 GOVERNANCE REPORT ## OUR GLOBAL ## PRESENCE Dar Global's team of accomplished experts specializes in creating bespoke, high-end residences and investment opportunities across the world's prime locations. Leveraging deep expertise, innovative development strategies, and a unified global approach, we curate an exceptional portfolio of luxury living experiences in the most sought-after destinations worldwide. With a presence in 14 key luxury real estate markets, we deliver a truly global offering that meets the lifestyle and investment needs of the international citizen. #### AT A GLANCE continued NEW YORK LONDON BENAHAVIS CASARES MARBELLA ATHENS RAS AL KHAIMAH MALDIVES DUBAI MUSCAT DOHA JEDDAH RIYADH MANILVA SALES OFFICES PROJECT CITIES ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 6 STRATEGIC REPORT FINANCIAL STATEMENTS GOVERNANCE REPORT ## OUR FLAGSHIP PROJECTS #### UAE D-VILLAS AT JUMEIRAH GOLF ESTATES THE ASTERA, INTERIORS BY ASTON MARTIN DG1 DA VINCI TOWER, INTERIORS BY PAGANI URBAN OASIS BY MISSONI W RESIDENCESTRUMP INTERNATIONAL HOTEL & TOWER DUBAI DUBAI DUBAI DUBAI DUBAI DUBAI DUBAI TOP OF THE ASTERA #### AT A GLANCE continued DAR GLOBAL PLC RAK RAK ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 7 STRATEGIC REPORT FINANCIAL STATEMENTS GOVERNANCE REPORT ## OUR FLAGSHIP PROJECTS #### AT A GLANCE continued DAR GLOBAL PLC #### SAUDI ARABIA TRUMP MANSIONS TRUMP EXECUTIVE RESIDENCES RAYANA MANSIONS AMAYATRUMP PARK RESIDENCES D’MANSIONSJEDDAH WADI SAFAR JEDDAH WADI SAFAR WADI SAFAR JEDDAH TRUMP TOWER JEDDAHNEPTUNE, INTERIORS BY MOUAWAD RIYADH JEDDAH ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 8 STRATEGIC REPORT FINANCIAL STATEMENTS GOVERNANCE REPORT ## OUR FLAGSHIP PROJECTS #### AT A GLANCE continued DAR GLOBAL PLC #### OMAN TRUMP INTERNATIONAL HOTEL, OMAN FAIRWAY VILLASTRUMP CLIFF VILLAS THE GREAT ESCAPENICKELODEON HOTELS & RESORTS – AIDA TRUMP GOLF VILLASAIDA AIDA AIDAAIDA AIDA AIDA COASTAL INVESTMENT VILLAS AMOUR SANS DETOURSUNRISE HAVENTHE GREAT ESCAPE 2 MARRIOTT RESIDENCESAIDA AIDA AIDAAIDA AIDA ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 9 STRATEGIC REPORT DAR GLOBAL PLC #### AT A GLANCE continued ## OUR FLAGSHIP PROJECTS #### UNITED KINDOM 7&8 ALBERT HALL MANSIONSTHE MULLINER LONDON LONDON #### QATAR LES VAGUES BY ELIE SAAB DOHA ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 10 STRATEGIC REPORT #### AT A GLANCE continued ## OUR FLAGSHIP PROJECTS #### SPAIN #### MALDIVES MAREA, INTERIORS BY MISSONI TIERRA VIVA, DESIGN INSPIRED BY AUTOMOBILI LAMBORGHINI TRUMP INTERNATIONAL HOTEL & RESORT MALDIVES PAINITE VILLAS DESIGN INSPIRED BY AUTOMOBILI LAMBORGHINI BENAHAVÍS NOONU ATOLL BENAHAVÍS CORTESIN ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 11 STRATEGIC REPORT ## OUR LEGACY #### DAR AL ARKAN OVERVIEW #### OVER 3 DECADES #### of unwavering experience #### OVER 500,000M 2 #### of commercial space 15,000+ #### Residential units #### delivered #### LISTED ON SAUDI #### STOCK EXCHANGE #### ~ USD 11BN #### in assets #### AT A GLANCE continued Built on the legacy of Dar Al Arkan, Dar Global offers a uniquely curated gateway for international customers seeking premium real estate. Drawing on decades of proven development expertise, we provide exclusive access to high quality opportunities across some of the world’s most desirable markets Dar Global has established a strategic international real estate development platform that complements the long standing market leadership of Dar Al Arkan in Saudi Arabia. This unique combination of expertise and heritage enables us to channel global capital into high growth opportunities both within the Kingdom’s rapidly expanding real estate landscape and across select international destinations. Our portfolio of 20 active projects, representing a gross development value of US$ 19 billion, reflects our capability to connect global investors and deliver value across diversified geographies. ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 12 STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTSSTRATEGIC REPORT #### Milestones of 2025: A Defining Year of Strong Growth and Major Achievements #### March #### May #### JuneJuly #### September #### October #### November #### December #### August #### April • Launched D-Villas at Jumeirah Golf Estates, Dubai, UAE, a premium real estate development introduced in one of Dubai’s prestigious communities • Appointed main contractors for works on the Great escape apartments, 91 Villas and 60 townhouses in Aida Phase 1, Oman • Appointed main contractor for our Marea by Missoni (Block C And Block D) in Spain • Dar Global awarded main contractors for works for ‘The Astera, Interiors by Aston Martin’ in RAK, UAE • Received approval from the UK Financial Conduct Authority for Admission to the Equity Shares (Commercial Companies) category of London Stock Exchange (LSE). -The Company became the first GCC-based business to be listed under the ESCC category. • Acquired prime plot in Jeddah to launch Trump Plaza, our second collaboration in Jeddah with the Trump Organization following the success of Trump Tower. • Started handover of iconic DaVinci Tower by Pagani Automobili in UAE • Awarded Main Works Contract for Trump Tower, Jeddah • Dar Global’s Project Pipeline Reaches USD 19$ Billion with Major Expansion into Saudi Arabia • Dar Global and The Trump Organization Announced Trump International Hotel Maldives, a tokenized Hotel Development project. • Dar Global Rings the London Stock Exchange Opening Bell, Anchoring Global Expansion with Launch of “Live All In” Slogan • Announced a partnership with Art District Real Estate Development, MAD (Muscat’s Marine, Art & Digital District), a new coastal destination integrating Oceanfront living, Luxury hospitality, Arts and culture, Future-focused digital and creative industries in Oman • Announced plans for Riyadh Project (Diriyah) - Development rights secured for ~US 2.8$ billion project via partial land acquisitions and a joint development agreement. • Announced landmark joint development agreement for a ~US 1.9$ billion GDV project on a prime parcel in Jeddah. Plans include luxury villas, a world-class golf course, and a luxury hotel. • Litmus financing facility enhanced – Additional US$ 165 million secured, increasing the Litmus facility to US$ 440 million. Enhances liquidity and supports international expansion • Proposed entry into asset management through the strategic acquisition of a licensed financial services platform in the DIFC, subject to regulatory approval, to unlock global capital and enable expansion into new geographies • Launched Trump International Hotel & Tower, Dubai, UAE, a landmark luxury development branded under the Trump name, reinforcing Dar Global’s footprint in the UAE. • Announced Development plan of Trump International Golf Club, Doha and Ultra-Luxury Beachfront Villas Within the Simaisima Community #### AT A GLANCE continued ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 13 #### A Year of Unprecedented Growth and Global #### Expansion 2025 was by any measure a transformative year for Dar Global—one that saw us more than double our project pipeline to approximately USD 19 billion, expand into new markets, and deliver on the financial commitments we made to you when we set out our guidance in 2023. The growth we achieved this year is not just a reflection of market conditions; it is a testament to the extraordinary team we have built and the trust you, our shareholders and partners, continue to place in our vision. Strategic Expansion, Landmark Launches and #### Focused Execution Our most notable milestone was our broadened entry into the Kingdom of Saudi Arabia, where we acquired strategic lands for landmark projects in Riyadh and Jeddah. We successfully launched these prestigious projects in January 2026 in partnership with the Trump brand. These developments underscore our confidence in the Kingdom’s robust fundamentals and alignment with Vision 2030. Having witnessed firsthand the energy and ambition of the Kingdom’s transformation under Vision 2030, I am confident that Saudi Arabia will be a cornerstone of our growth. Our presence in Qatar with Trump International Golf Club Doha and Simaisima Villas, alongside continued momentum in the UAE and Oman, reinforce our leadership in the region’s luxury markets. We successfully launched projects this year that exemplify our commitment to design excellence and innovation. These include D-Villas at Jumeirah Golf Estates and the Trump International Hotel & Tower Dubai, a flagship mixed-use development that further strengthen our leadership in Dubai’s luxury real estate sector. These projects reflect what we do best: partnering with world-renowned brands to create iconic living spaces in high-growth markets. Execution continues to be central to our operations. Main works contractors were appointed for Astera, Trump Tower Jeddah, D-Villas, and our projects within AIDA Phase I and Spain illustrating our dedication to operational excellence and on-time delivery that meets the highest expectations of our stakeholders. #### Strengthening Financial Capacity and Governance I am proud to report that we achieved our revenue and EBITDA guidance announced in 2023. We delivered strong results for 2025, with revenues of USD 538.6 million, EBITDA of USD 126.6 million, and net profit of USD 100.8 million. The year also marked a major milestone in our capital markets journey as Dar Global received FCA approval for transfer to the LSE’s Equity Shares (Commercial Companies) category, becoming the first GCC based company in this category. We celebrated this achievement by ringing the LSE opening bell, as we unveiled our global brand message “Live All In,” symbolizing Dar Global’s ambition to create exceptional lifestyle experiences across our portfolio. Financial flexibility remains a cornerstone of our capital-light strategy. In 2025, we enhanced our Litmus facility by USD 165 million and initiated a proposed acquisition of a licensed DIFC platform to enter asset management, subject to regulatory approval, expanding our access to global capital. #### Outlook: Confidence in a Dynamic Future While the conflict that erupted in the Gulf in February 2026 has introduced a new dimension of regional uncertainty, Dar Global enters 2026 from a position of financial strength — with strong liquidity, disciplined capital deployment, and the strategic patience to pursue compelling acquisitions as opportunities arise in the market. Our focus on luxury branded residences, and the globally mobile clientele they attract, provides us with long term resilience and positions us to emerge from this period stronger than we entered it. Looking ahead, we remain committed to selective expansion, strategic partnerships, and iconic projects that create enduring value for our shareholders and unparalleled experiences for our customers. #### Appreciation I want to express my deep appreciation — to our shareholders for your continued trust, to our brand partners for their creativity and collaboration, and to every member of the Dar Global team for their tireless commitment this year. You are the reason this company is what it is. The foundations laid in 2025 — in Saudi Arabia, across our capital structure, and on the London Stock Exchange — position this company for a defining chapter ahead. The best is yet to come for Dar Global. David R. Weinreb Chairman #### A Year of Unprecedented Growth #### and Global Expansion David R. Weinreb #### Chairman ““ ## CHAIRMAN’S STATEMENT ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 14 #### Live All In: Turning Global Ambition #### into Measurable Progress #### Ziad El Chaar #### Chief Executive Officer ““ ## CEO’S STATEMENT Dear Shareholders, In November 2025, we rang the opening bell in the London Stock Exchange - a defining moment in our journey. As the first Saudi-born company and the first from the wider Middle East to join the Equity Shares (Commercial Companies) category on the LSE's Main Market, we marked this historic milestone by unveiling our global brand message: Live All In. These three words embody everything we stand for viz. luxury without compromise, investment with discipline, and the conviction to transform global aspirations into tangible realities. This philosophy is not merely aspirational; it is operational. Throughout 2025, we expanded into markets, launched signature developments, accelerated sales momentum, and advanced project execution to deliver exceptional experiences to our customers. Our portfolio of branded luxury developments grew substantially, our public market platform strengthened, and we delivered financial results in line with market guidance. #### Building Scale Through Strategic Expansion 2025 marked a year of significant growth. Our gross development value expanded from USD 7.5 billion in 2024 to USD 19 billion in 2025, driven primarily by strategic land acquisitions in Riyadh and Jeddah. We launched these landmark Saudi projects in January 2026, marking a decisive entry into one of the world's most dynamic real estate markets. This growth reflects more than numbers—it demonstrates confidence in our business model and the structural transformation underway in Saudi Arabia. As the Kingdom enters a new era of openness and global integration aligned with Vision 2030, we are strategically positioned to connect international investors with unprecedented opportunities in luxury real estate. We strengthened our regional footprint with Trump International Golf Club Doha and Simaisima Villas in Qatar, while in the UAE, we reinforced our market leadership with the launch of Trump International Hotel & Tower Dubai—the Middle East's first and only Trump-branded hotel and tower—and D-Villas at Jumeirah Golf Estates, extending our presence in one of Dubai's most prestigious communities. #### From Launch to Delivery: Execution Excellence Execution remained paramount throughout the year. We successfully completed Da Vinci Tower by Pagani, with customer handovers now underway a testament to our ability to deliver world-class developments on schedule. We also awarded main construction contracts for Astera, Trump Tower Jeddah, Jumeirah Golf Estates villas, Great Escape under AIDA Phase I, and our Spain development, accelerating delivery timelines across our entire portfolio. #### Delivering Results in Line with Guidance In FY2024, we communicated a clear market objective: achieving cumulative revenue of USD 700 million across 2024 and 2025. I am pleased to confirm that we achieved this cumulative target, reflecting the quality of our portfolio, the strength of demand for our branded luxury proposition, and our execution discipline. In 2025, revenue reached USD 538.6 million (FY2024: USD 240.3 million), driven by the achievement of key construction and revenue recognition milestones across our portfolio. As anticipated, progress across our developments enabled the recognition of a significantly greater proportion of revenue this year. Gross profit stood at USD 189.7 million with a margin of 35% (FY2024: 36%), while EBITDA totalled USD 126.6 million (FY2024: USD 30.1 million), supporting an average EBITDA margin across 2024 and 2025 broadly comparable to FY2023. Net profit for the year reached USD 100.8 million (FY2024: USD 14.9 million). Our financial position remains robust. Cash and cash equivalents stood at USD 701.5 million (including project escrow balances and escrow retentions) with undrawn debt facilities of USD 228.2 million (FY2024: USD 424.4 million and USD 53.1 million respectively), providing the financial flexibility to capitalise on attractive opportunities whilst maintaining our disciplined approach to capital allocation. #### Saudi Arabia: A Structural Opportunity Aligned with Vision 2030 Saudi Arabia represents a cornerstone of our strategy. The Kingdom's real estate transformation, driven by Vision 2030, is reshaping demand and broadening global participation. With the property market opening to foreign non-resident investment in January 2026, we believe Dar Global is strategically positioned to capitalize on this defining moment. Our Saudi portfolio, now a significant component of our USD 19 billion GDV, enables us to capture this structural opportunity while benefiting from the Kingdom's demographic strength, economic diversification, and infrastructure investment. #### Innovation: Technology, Financial Services and New #### Investment Structures Innovation remains a strategic pillar of Dar Global. In 2025, we progressed a proposed acquisition of a DIFC-licensed financial services platform, subject to regulatory approval, to provide asset management capabilities and strengthen our ability to attract international capital into real estate. Alongside this platform expansion, we continued to explore and invest in technologies that can improve the customer journey, expand investor access, and enhance operational efficiency: ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 15 #### CEO'S STATEMENT continued #### Acknowledgements I would like to thank our talented teams, trusted partners, prestigious brand collaborators, and shareholders for their continued support and confidence in Dar Global. Together, we are delivering exceptional homes and destinations while building a global platform that creates sustainable value and connects international capital to the world’s most dynamic real estate markets. The “Live All In” philosophy is not just our brand promise it is our commitment to execution, to excellence, and to building a company that delivers on its commitments to all stakeholders. #### Ziad El Chaar Chief Executive Officer #### Outlook and Strategic Priorities Looking ahead, our priorities remain consistent and focused on sustainable value creation: • Leverage the Saudi market which opened to foreign investors, in January 2026 to capture first-mover advantage in connecting international capital to Kingdom opportunities; while progressing active discussions on expansion in Greece and select U.S. markets. • Deliver and de-risk the portfolio through construction and handover milestones, converting pipeline into completed projects and recognised revenue; • Expand selectively, adding new projects only where returns, market positioning, and risk profile meet our disciplined investment thresholds; • Maintain capital discipline, supported by our capital-light model, strong liquidity position, and conservative approach to leverage; • Uphold governance and reporting standards expected of a leading London-listed company, ensuring transparency and accountability to all stakeholders; • Progress our financial services and technology initiatives to create additional revenue streams and enhance our competitive positioning. #### Operational Excellence and Global Distribution Our operational capabilities strengthened significantly during the year. Our global distribution network now comprises over 150 sales professionals across nine sales offices, supported by more than 1300 active brokers in over 60 countries, enabling us to effectively reach sophisticated investors worldwide. Our capital-light business model based on off-plan sales, joint development agreements, and fixed-price construction contracts provides substantial risk mitigation while maintaining strong returns on invested capital as we scale. • Artificial Intelligence: We are harnessing AI to transform how luxury real estate connects with discerning investors—sharpening campaign precision, elevating lead quality, personalizing content creation, and reimagining property discovery. Our approach ensures technology amplifies human insight rather than replaces it, recognizing that exceptional real estate decisions are built on both data intelligence and emotional resonance. • Tokenization and Digital Ownership Models: Dar Global continues advancing its tokenization proposition using blockchain-powered structures to evolve how investors access high-value luxury real estate, including fractional participation through regulated platforms. This innovation has the potential to democratize access to premium real estate investment while maintaining appropriate investor protections. ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 16 The Company has firmly established itself as a leading developer of luxury homes, achieving remarkable milestones that position us for continued expansion and sustained long-term growth. Dar Global’s financial performance in 2025 demonstrates our strategic commitment to long-term value creation, market expansion, and accelerated construction delivery. Building on a strong foundation, we achieved substantial growth in Gross Development Value (GDV) through the announcement of several landmark projects in the Kingdom of Saudi Arabia, while maintaining robust sales performance across both newly launched and existing developments. This strategic expansion of our development pipeline reinforces our market leadership in the luxury real estate sector and underscores our dedication to delivering exceptional, sustainable value to our stakeholders. Expanding Our Global Luxury Portfolio for #### Sustainable, Long-term Growth ## FINANCIAL REVIEW #### Geographic Split of Revenue (%) #### Year 2025: Financial #### Performance Revenue for the year stood at USD 538.6 million (2024: USD 240.3 million) and was primarily attributed to construction progress in our projects across UAE, KSA, Oman and Qatar. Gross Profit was USD 189.7 million, with a margin of 35% (2024: USD 87.4 million and margin of 36%). EBITDA for the year was USD 126.6 million (2024: USD 30.1 million), while Net Profit stood at USD 100.8 million (2024: USD 14.9 million). Sales and GDV experienced remarkable growth during the year as we continued to launch additional inventory across existing and new projects. The revenues with respect to new sales will be recognized in future periods once the respective projects meet revenue recognition milestones. Gross GDV increased from USD 7.5 billion in 2024 to USD 19 billion in 2025, driven primarily by the expansion in Kingdom of Saudi Arabia. Geographic Split of Launched GDV as at 31 December 2025 • Total GDV: USD 19 Billion • Launched GDV: USD 4.8 Billion 1% KSA Oman UAE Qatar Spain Maldives UK 0 2,000 10,563 GDV Launched GDV 231 Amounts in USD million 3,592 2,499 1,238 395 1,055 392 340 56 15 2,499 888 4,000 6,000 8,000 10,000 12,000 40% 14% 16% 28% KSA UK UAE Qatar Oman ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 17 #### FINANCIAL REVIEW continued #### Strategic Progress and Financial Stability The Group continues to leverage its capital light model and maintain a disciplined approach to liquidity management. The Group’s liquidity position strengthened significantly, with cash and cash equivalents (including escrow and escrow retentions) reaching USD 701.5 million as of 31 December 2025, a 65% increase from USD 424.4 million in the previous year. Net asset value grew to USD 584.4 million, reinforcing the Group’s solid financial foundation and operational strength. The Group demonstrated robust access to debt capital markets, enhancing its financial flexibility to capitalise on new opportunities. As of year-end, undrawn debt facilities stood at USD 228.2 million, demonstrating the Group’s financial resilience and ability to fund future growth initiatives. As of 31 December 2025, the total liquidity pool stands at c. USD 311.7 million, including unrestricted undrawn debt facilities of USD 228.2 million and excluding project escrow balances. The Group’s escrow balances (including restricted cash) stood at USD 618.0 million which provides adequate liquidity for completion of our ongoing projects. This robust liquidity position provides the Group with the flexibility to capitalise on project opportunities, ensuring a robust and dynamic asset portfolio to drive future growth. Revenue: Revenue increased by USD 298.3 million to USD 538.6 million in 2025 (2024: USD 240.3 million), primarily relates to the initial recognition of revenue for certain projects in the UAE, KSA, Oman, and Qatar following the attainment of the relevant construction milestones. Gross profit: Gross profit and margin remained at 35% (2024: 36%), with the marginal decrease primarily reflecting project mix. Other income: The increase in other income is primarily attributable to the gain recognized on the reduction of development property liabilities, foreign exchange gains, and increase in income from support services provided to related parties. Operating expenses: The increase is primarily attributable to payroll and related costs, the recognition of sales commissions associated with increased revenue, and an increase in other administrative expenses. This is partially offset by a reduction in marketing expenses, highlighting operational efficiency gains. Net finance cost: Net finance cost represents interest expenses on debt facilities net of finance income and includes the impact of unwinding discounts on long-term liabilities. Income Tax: The income tax includes corporate tax and deferred tax expenses (credits). Amounts in USD million 2025 2024 Revenue 538.6 240.3 Cost of revenue (348.9) (152.9) Gross profit 189.7 87.4 Gross profit % 35.2% 36.4% Other income 24.1 4.2 Selling, General & Administrative expenses (93.3) (67.0) Finance income (cost) (7.8) (11.3) Share of profit (loss) from joint venture - 0.7 Profit before tax 112.7 14.0 Income tax (12.0) 0.8 Profit for the period 100.8 14.9 Increase (decrease) in foreign currency translation reserve 5.1 (1.9) Total comprehensive income for the year 105.9 13.0 #### Summarised Consolidated Statement Of Profit #### Or Loss And Other Comprehensive Income ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 18 #### FINANCIAL REVIEW continued #### Prospects for 2026 The Group’s strong sales momentum and the substantial GDV growth achieved in 2025 highlight the inherent strength and resilience of Dar Global’s business model. The company has significantly expanded its development pipeline, enhancing medium-term earnings visibility. The Group enters 2026 from a position of financial strength, underpinned by robust liquidity, a healthy sales backlog and substantial escrow balances held against projects under construction. These resources provide the Group with confidence in its ability to deliver on its current commitments to customers and stakeholders alike. We remain well-capitalized to fund ongoing construction activity and to meet all project delivery timelines. The Group is mindful of the heightened geopolitical tensions in the Gulf region, including the escalation of military activity since late February 2026, and the broader macroeconomic uncertainties that these events have introduced across the markets in which we operate. While the Board takes these developments seriously, the Gulf states have historically demonstrated remarkable resilience and an ability to reset following periods of disruption, as evidenced by the region’s strong recovery from the global financial crisis of 2009/10 and Covid-19. The Group’s capital-light development model reduces carrying risk and affords management the flexibility to phase project launches and construction mobilizations in line with evolving market dynamics. The Board and executive team bring deep experience of operating through comparable periods of uncertainty, having been instrumental in navigating similar situations in the past. Against this backdrop, the Board has adopted a clear focus on liquidity preservation and capital discipline, and the Group remains well positioned to navigate the current environment while continuing to prioritize project delivery, sourcing attractive opportunities and stakeholder value. Management remains committed to disciplined financial execution as we deliver on these milestones and will provide further guidance on profitability metrics as the year progresses and market conditions allow for greater forward visibility. Development properties: There was a gross addition of USD 532.5 million, primarily driven by costs incurred on the Group’s active projects across various geographies, as well as the acquisition of lands in KSA, UAE, and Qatar, including borrowing costs capitalised under IAS 23 up to the point of initial revenue recognition. This increase is partially offset by USD 335.8 million transferred to the cost of goods sold in line with revenue recognition. Advances, deposits and other receivables: The increase is attributable to sales commissions paid to brokers and employees in relation to property sales, which will be expensed in line with the revenue recognition pattern of the projects, and an increase in VAT refund receivable, in KSA. Advances from customers: There was an increase in collections during the year due to the launch of new projects in UAE, Oman, Qatar and KSA, as well as collections from new and previously sold units in existing projects, in line with the agreed payment plans. Due to related party: The increase is on account of drawdown of loan during the year. Development property liabilities: Increase in development property liabilities is due to the acquisition of lands in KSA and Qatar under a deferred payment plan. Trade and other payables: the increase pertains to accruals for project related expenses and sales commissions recognized during the year. Amounts in USD million 2025 2024 Change Cash and cash equivalents 668.0 413.6 254.4 Escrow retentions 33.5 10.8 22.7 Trade and unbilled receivables 351.8 277.3 74.5 Advances, deposits and other receivables 185.4 119.8 65.6 Development properties 783.1 586.4 196.7 Other assets 40.8 33.5 7.3 Total assets 2,062.6 1,441.4 621.2 Trade and other payables 125.6 85.0 40.6 Advance from customers 459.5 180.0 279.5 Bank borrowings 169.1 205.5 -36.4 Due to related parties 287.1 222.6 64.5 Development property liabilities 412.1 254.7 157.4 Other liabilities 24.8 15.1 9.7 Total liabilities 1,478.2 962.9 515.3 Net asset value / Total equity 584.4 478.5 105.9 #### Summarised Balance Sheet ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 19 ## INVEST IN ## CREATING VALUE ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 20 ## INVEST IN ## GROWTH ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 21 ## INVEST IN ## OUR PEOPLE ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 22 We focus exclusively on developing luxury residential and hospitality properties for HNWIs and UHNWIs in the most desirable locations across the GCC, Europe, the United States, and beyond. Our ambition is to become one of the world’s leading real estate developers. Ziad El Chaar Chief Executive Officer ““ #### OUR VISION #### OUR STRATEGY #### OUR GOAL ## OUR ## STRATEGY ““ 22 STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS Our goal for Dar Global is clear: to be the first real estate company that addresses the needs of a new society of global citizens, with a luxury offering that is both great to live in and great as an investment. ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 23 STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS 01.02. #### STRATEGIC #### OBJECTIVES #### PROGRESS #### DURING 2025 #### PRIORITIES #### FOR 2026 • Started handover of our flagship projects Da Vinci tower by Pagani and advanced construction across multiple marquee developments. • Appointed main contractor for • Trump Tower Jeddah • Astera, The Astera, Interiors by Aston Martin • D-Villas at Jumeirah Golf Estates • Marea by Missoni (Block C And Block D) • AIDA Phase I -Great Escape apartment and 91 Villas and 60 Townhouses) • Significantly expanded our regional presence across Saudi Arabia, Qatar, and Oman, and marked a strategic entry into the Maldives—reinforcing our ambition to lead in high growth global markets. • Strengthened our global network by establishing direct relationships with brokers in more than 60 countries worldwide. ## OUR ## STRATEGY • Strengthen construction pace across the portfolio while ensuring consistent quality and dependable delivery • Acquire strategic land parcels in premium locations to strengthen and expand our long-term development pipeline. • Embed sustainability-led initiatives across new and existing projects, aligning with recognized global environmental standards and performance benchmarks. • Expand Dar Global’s international presence in priority HNWI/UHNWI feeder markets through a focused, hub-led go-to-market model. • Strengthen and scale strategic distribution partnerships with elite brokers, private banks, wealth managers, and family offices. • Embed AI-enabled capabilities to enhance customer insight, targeting, and decision-making across the end-to-end sales journey. Dar Global empowers discerning investors and stakeholders by delivering exceptional luxury living experiences in the world’s most sought-after destinations. Through our strategic focus on high-growth emerging markets, collaboration with elite design partners, and prestigious brand alliances, we create unparalleled value while redefining the future of luxury real estate. #### Luxury Development Develop distinguished residential and hospitality properties in high-growth markets, delivering premium investment opportunities and unparalleled living experiences. #### Market Expansion Build a high-performance global distribution platform to consistently access and convert HNWI/ UHNWI demand through elite broker networks and institutional relationship channels. • Achieved significant construction milestones on D-Villas at Jumeirah Golf Estates, Neptune, DG1, Les Vagues (Tower C and E), AIDA (Phase 1), while Les Vagues (Tower A) progressed toward completion • Announced major development initiatives in Riyadh, Jeddah, Doha, Maldives and Muscat through strategic land acquisitions and landmark joint development agreements. ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 24 03.04. #### STRATEGIC #### OBJECTIVES #### PROGRESS #### DURING 2025 #### PRIORITIES #### FOR 2026 • Extended our collaboration with The Trump Organization for projects in Saudi Arabia and the Maldives. • Launched the “Live All In” as DG brand slogan during the LSE bell-ringing ceremony, strengthening Dar Global’s visibility and brand recognition • Enhanced the Litmus Facility by US$165 million to US$440 million, strengthening liquidity and funding for international growth. • Planned entry into asset management through the strategic acquisition of a DIFC-licensed financial services platform, subject to regulatory approval, enabling access to global capital to support geographic expansion. • Secured FCA approval for admission to the Equity Shares (Commercial Companies) category on the London Stock Exchange, reinforcing public- market credibility and investor access. • Accelerated pipeline growth through structured land access, combining joint development models and deferred land payment terms, while pioneering a tokenisation-led development approach for the Maldives hotel to scale efficiently and preserve liquidity. • Build a scalable branded-residences and branded-hospitality partnership platform that strengthens Dar Global’s premium positioning, expands investor reach, and accelerates demand across priority destinations. • Leverage brand collaborations across the full customer journey, from co-marketing and sales events to on-site experiences and service standards, reinforcing premium positioning and accelerating demand. • Continue strengthening Dar Global’s global brand by showcasing excellence in product delivery and consistently creating value for investors and global citizens. • Advance capital-light growth by scaling innovative funding structures and partnership models that enhance returns and protect liquidity. • Prioritise capital deployment into high-yield, fast-turn projects with clear sell-through visibility and disciplined underwriting. #### Branded Partnerships Partner with iconic luxury brands of the world to deliver distinctive branded living and hospitality experiences to support premium positioning. #### Capital Efficiency Maintain our capital-light model to accelerate growth and enhance returns through disciplined land sourcing, an optimized capital structure, and strong off-plan pre-sales. #### OUR STRATEGY continued ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 25 STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS #### Strategic Geographic Diversification Dar Global operates across priority global markets, balancing regional demand cycles while continuously accessing international HNWI/UHNWI capital flows. #### DIFFERENTIATED BUSINESS MODEL DESIGNED FOR SUSTAINABLE GROWTH #### Brand-Led Desirability Partnerships with iconic luxury and hospitality brands create strong differentiation, elevate positioning, and sustain demand through market volatility. #### Diversified Product Offering A broad portfolio spanning luxury residences and hospitality-led experiences—including apartments, villas, retail units, plots, and serviced villas with beach, golf, cliff and city views—serves distinct buyer segments and broadens demand. #### Agile, Governed Delivery A flexible delivery model powered by a curated contractor ecosystem and reinforced by rigorous governance protects quality and timelines, enabling scale without heavy operational overhead. #### Elite Global Distribution Network A high-performance international sales and distribution platform across leading brokers, wealth channels, and relationship networks connects our projects with the world’s most resilient investors. #### Capital-Light Financial Engine A disciplined capital-light model preserves liquidity and limits balance-sheet exposure. Through capital-efficient structures, including JDAs and joint ventures with landowners, we reduce upfront land costs and support scalable, resilient growth across economic cycles. ## OUR BUSINESS MODEL STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 26 Global wealth creation demonstrated continued resilience throughout 2024, underpinning robust demand in luxury residential markets worldwide. According to Knight Frank's Wealth Sizing Model, the global population of high-net-worth individuals—defined as those with net worth exceeding US$10 million—expanded by 4.4% during the year to surpass 2.3 million people. The ultra-high-net-worth segment, comprising individuals with net worth of US$100 million or more, grew by 4.2% and exceeded 100,000 individuals for the first time. Both cohorts are projected to continue expanding, with HNWIs forecast to exceed 2.5 million and UHNWIs expected to surpass 110,000 by 2028. Real estate has clearly emerged as the investment of choice among high-net- worth and ultra-high-net-worth individuals, driven by both institutional capital flows and generational preferences. The Knight Frank 150 survey of family offices managing combined assets exceeding US$84 billion reveals that direct real estate represents 22.5% of the typical family office portfolio—the third-largest allocation after equities and cash. This institutional preference is reinforced by next-generation wealth holders. Knight Frank's Next Generation research identifies real estate as the most desired luxury asset class among affluent younger cohorts. Among family offices engaging the next generation in investment decisions—58% of those surveyed— millennials demonstrate even stronger commitment to property ownership, with 63% prioritizing sustainable real estate investments. This generational continuity ensures sustained structural demand for premium residential products. Tax regimes have emerged as a critical driver reshaping global wealth mobility and investment patterns, creating significant structural advantages for Gulf markets. Governments worldwide are implementing increasingly activist tax policies to address fiscal deficits, fundamentally altering the competitive landscape for international capital. Against this backdrop of rising global tax burdens, the Gulf region's tax-neutral environment has become a decisive competitive advantage. The UAE and Saudi Arabia offer zero personal income tax and no capital gains tax on real estate, creating an unparalleled value proposition for mobile global wealth. This framework stands in stark contrast to the increasingly complex and punitive tax environments emerging across Europe, Asia-Pacific, and high-tax US states. The impact is evident in capital flows. Dubai has experienced exceptional growth in UHNWI populations and super-prime residential transaction volumes, benefiting from both tax advantages and world-class infrastructure. Saudi Arabia's market momentum in Riyadh and Jeddah is accelerating as the Kingdom implements transformative economic reforms alongside its favorable tax structure. Global Wealth Dynamics and Prime Residential Demand Real Estate as the Preferred Asset Class for Wealthy Investors Generational Commitment to Real Estate Tax-Driven Wealth Mobility: The Middle East Advantage Africa 18,629 19,496 22,964 1,464 US$100m+US$10m+ % change 2024-2028\* 2024202820242023 17.8% Asia 814,133 854,465 928,722 33,0848.7% Europe 338,366 343,176 359,624 16,2684.8% Latin America 56,205 57,036 62,571 2,4139.7% Middle East 46,199 47,437 50,813 4,6967.1% North America 922,247 970,401 1,026,684 44,2185.8% Australasia \*Knight Frank the residence report 2025/26 47,521 49,367 51,983 1,9185.3% #### World 2,243,300 2,341,378 2,503,361 104,0606.9% Dar Global remains focused on high-net-worth and ultra-high- net-worth individuals who recognize luxury real estate as both a wealth preservation vehicle and a strategic response to global economic uncertainty. Our platform is purpose- built to capitalize on the opportunities around the globe for international capital seeking sustainable returns, tax efficiency, security, and premium lifestyle offerings. As these trends accelerate, we are well-positioned to deliver sustained growth and shareholder value. ## MARKET OVERVIEW ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 27 #### Foreign Ownership Liberalization in Saudi Arabia Saudi Arabia’s strategic liberalization of foreign ownership regulations represents a fundamental shift that significantly enhances the Gulf’s competitive position. The Kingdom has progressively opened its real estate market to international buyers, allowing foreigners to acquire property in designated areas and, in certain cases, obtain residency permits linked to property ownership. These reforms align with Vision 2030 objectives to diversify the economy and attract foreign investment. For high-net-worth and ultra-high-net-worth individuals seeking tax-efficient jurisdictions with secure property rights, Saudi Arabia now offers a compelling combination: zero taxation on personal income and capital gains, alongside newly accessible ownership structures in one of the region’s largest and most dynamic economies. This policy evolution positions Saudi Arabia to capture meaningful market share from traditional wealth centers facing deteriorating tax competitiveness. Branded residences have transitioned from niche offerings to mainstream products across global prime markets, with particularly strong momentum in the Gulf region. The sector has expanded from 169 schemes in 2011 to 611 today, and is forecast to reach 1,019 by 2030, with unit volumes projected to exceed 162,000. The geographical composition of the pipeline underscores the Gulf’s ascendancy. The Middle East demonstrates the sharpest expansion globally, rising from 15.9% of existing schemes to 26.7% of the development pipeline, reflecting rapid activity across the UAE and Saudi Arabia. This growth significantly outpaces North America, where market share is moderating from 32.7% to 26.2%. Branded residences command pricing premiums often exceeding 20% compared to non-branded luxury alternatives, supported by hotel-grade services including concierge, valet, housekeeping and in-room dining, alongside the assurance of globally recognized brands. From a development perspective, these premiums materially enhance project feasibility in an environment of elevated land and construction costs. #### The Rise of Branded Residences Source: Knight Frank the residence report 2025/26 #### MARKET OVERVIEW continued ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 28 ## SAUDI ## ARABIA Saudi Arabia's real estate sector has been revolutionized by the landmark Foreign Real Estate Ownership Law of January 2026, granting international investors full freehold ownership designated zones in Riyadh and Jeddah for the first time. The Kingdom offers zero taxation on capital gains, wealth, and inheritance, while investments of SAR 4 million or above unlock residency eligibility. With Vision 2030 driving unprecedented urban development, hosting FIFA World Cup 2034 and Expo 2030, and transformative infrastructure including King Salman International Airport's expansion to 185 million passengers, Saudi Arabia is emerging as a premier global investment destination with exceptional growth potential. #### THE NEXT FRONTIER FOR REAL ESTATE INVESTMENT #### PORTFOLIO OVERVIEW #### Why Saudi Arabia? • Historic Foreign Ownership Reform - For the first time, international investors can acquire full freehold ownership in designated areas of Riyadh and Jeddah, unlocking one of the Middle East’s most dynamic markets previously inaccessible to global capital. • Exceptional Tax Benefits - Zero taxation on capital gains, wealth, and inheritance for real estate assets directly enhances investment returns and long-term wealth preservation. • Residency Through Investment - Qualifying property investments of SAR 4 million or above provide residency eligibility, offering international investors a comprehensive value proposition. • Strong Economic Fundamentals - Sustained non-oil GDP expansion, substantial fiscal reserves, and the Saudi Riyal’s steadfast peg to the US Dollar provide economic stability and exchange rate certainty valued by international investors. • Vision 2030 Transformation - Unprecedented national development program unleashing entirely new economic cities and infrastructure investment at a globally rare scale, driving sustained real estate demand. • Global Event Catalysts - Hosting FIFA World Cup 2034, Expo 2030, Formula 1, and Asian Games generates powerful, sustained demand across hospitality, entertainment, retail, and mixed-use property sectors. • World-Class Infrastructure Development - King Salman International Airport expansion to 185 million passengers and Riyadh Air’s emergence as a world-class carrier dramatically improve international connectivity and accessibility. • Safety & Stability - Ranked as one of the world’s safest nations and the highest safety ranking among G20 countries, providing the stable environment essential for international capital commitment. • First-Mover Advantage - Entry at the market’s pivotal inflection point as international capital discovers this previously inaccessible opportunity with exceptional growth trajectory. Anticipating the transformational impact of foreign ownership reform, Dar Global has moved decisively to establish a commanding presence in the Kingdom at this pivotal inflection point. During 2025, the company announced its plan for Saudi Arabian projects valued at ~USD 9.8 billion, demonstrating conviction in the market’s long-term trajectory as barriers to international investment fall ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 29 #### PORTFOLIO OVERVIEW continued In the first half of 2025, the residential sector led market activity, accounting for 63% of total real estate transaction value. Residential transactions rose by 7% year-on-year to nearly 93,700 deals, with total value reaching SAR 77.5 billion (up 4% from H1 2024). This momentum is underpinned by increased mortgage activity, government support, and new housing stock in major cities. Riyadh’s apartment prices rose 10.6% year-on-year in Q2 2025, while villa prices increased by 8.2%. Jeddah’s residential market saw transaction volumes rise by 19% and value by 28%, with northern districts leading price growth. In Q2 2025, the average apartment price in Jeddah reflecting a 2.7% year-on-year increase. Looking ahead, Riyadh and Jeddah remain the Kingdom’s most dynamic markets, supported by ongoing Vision 2030 initiatives and major infrastructure investment. The implementation of the foreign ownership law in January 2026 is set to further energise the market by boosting liquidity, attracting foreign capital, and enhancing development quality. Source: Knight Frank and CBRE - Saudi Arabia Estate Market Review #### Market Overview: Riyadh and Jeddah ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 30 #### PORTFOLIO OVERVIEW continued ## OUR PROJECTS ## IN SAUDI ARABIA Status Under construction Scheduled completion Starting 2030 RAYANA Launched Q1 2026 No. of units 131 Rayana is Dar Global’s premium residential enclave within Wadi Safar, designed around hospitality, golf, and a limited collection of private mansions. The development comprises both Trump branded and non branded ultra luxury mansions. Each residence will be delivered with a complete architectural shell, enabling owners to customize all internal spaces according to their individual lifestyle and specifications. The masterplan includes the Trump Championship Golf Course, Trump International Hotel, and Trump International Golf Club. Rayana is located near Diriyah and the royal district, surrounded by established golf, equestrian, and wellness amenities. (Rayana launched in January 2026) ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 31 #### PORTFOLIO OVERVIEW continued Status Under construction Scheduled completion Q4 2027 NEPTUNE, INTERIORS BY MOUAWAD Launched Q4 2024 No. of units 200 Neptune Villas offers a refined integration of high end design and residential living in North Riyadh. This exclusive villa collection is developed in collaboration with Mouawad, the internationally recognized luxury jewellery house known for its longstanding heritage and exceptional craftsmanship. The project reflects Mouawad’s distinguished design ethos, bringing a sophisticated and timeless aesthetic to each residence. ## OUR PROJECTS ## IN SAUDI ARABIA ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 32 #### PORTFOLIO OVERVIEW continued ## OUR PROJECTS ## IN SAUDI ARABIA Status Under construction Scheduled completion 2029 AMAYA, JEDDAH Launched Q1 2026 No. of Plots 578 Amaya is one of the latest major development opportunities in central Jeddah, offering approximately 1,000,000 sqm of construction-ready, flat land with strong access to key districts via King Abdulaziz Road. The project is anchored by Al-Amal Avenue, connecting the Historic Old City with King Abdulaziz Road. The masterplan features shaded streets, landscaping, and walkable green environments, with flexible plots suitable for residential, commercial, or mixed-use development. With its prime location, ready infrastructure, and proximity to major citywide upgrades, Amaya presents a strong investment opportunity with long-term value potential (Amaya launched in January 2026) ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 33 #### PORTFOLIO OVERVIEW continued ## OUR PROJECTS ## IN SAUDI ARABIA Trump Tower Jeddah is our first project in Jeddah and second in Saudi Arabia, located along the iconic Jeddah Corniche. With 561 exclusive residences, the tower reflects the excellence and sophistication of the Trump brand, offering contemporary design, high-end finishes, and world-class amenities. Its prime waterfront location and thoughtfully designed living spaces set a new benchmark for luxury living in the city. Status Under construction Scheduled completion Q4 2029 TRUMP TOWER, JEDDAH Launched Q4 2024 No. of units 561 Status Under construction Scheduled completion 2030 TRUMP PLAZA, JEDDAH Launched Q1 2026 No. of units 266 Trump Plaza Jeddah is strategically located on King Abdulaziz Road within the Amaya master development. The development features fully furnished, Trump-branded residences, designed and delivered to international standards of quality, finish, and service. (Trump Plaza launched in January 2026) ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 34 ## DUBAI, UAE Dubai stands as a global leader in branded residences with one of the world's highest concentrations of luxury residential projects. With 5.3% GDP growth forecast for 2025, record tourism of 15.7 million visitors, and over 9,800 millionaires relocating to the UAE this year, the emirate continues its upward trajectory. The D33 vision and Dubai 2040 Urban Master Plan target population growth from 3.9 million today to 7.8 million by 2040, while the city positions itself to become one of the world's top four financial hubs, making it the premier destination for discerning global investors. #### WORLD’S LUXURY HOMES HOTSPOT- DUBAI, UAE #### Why Dubai? • Tax-Advantaged Safe Haven - Benefit from zero personal income tax and no recurring property taxes, with only one-time transaction fees on real estate acquisitions, creating a highly tax-advantaged environment for wealth preservation. • Strong Investment Performance - Branded residences offer long-term value appreciation backed by the assurance of world-class developers and hospitality brands. • 100% Freehold Ownership - Complete ownership rights for foreign investors in designated freehold areas, providing full control and security over your property investment. • Robust Economic Fundamentals - Sustained GDP growth, record tourism arrivals, and continuous population expansion driven by the Dubai 2040 Urban Master Plan and D33 agenda create a solid foundation for real estate appreciation. • Golden Visa Program - Access to long-term residency visas (5-10 years) for property investors, offering stability and the freedom to live, work, and study in the UAE. • High-Net-Worth Migration Hub - Join thousands of millionaires choosing Dubai as their new home, creating a sophisticated community of global citizens and entrepreneurs. • Emerging Global Financial Hub - Dubai’s strategic vision to become one of the world’s top four financial centers will attract increased global talent, trade, and capital flows, further driving demand for premium real estate. • Infrastructure & Housing Demand - Ambitious government plans to more than double the population are fueling unprecedented investment in infrastructure and creating sustained demand for quality residential developments. #### PORTFOLIO OVERVIEW continued ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 35 #### Branded Residential - Market Overview Dubai’s branded residences market recorded exceptional momentum in the first three quarters of 2025, achieving a 26% year-on-year surge in transaction volumes with over 7,700 branded units sold. Total transaction value exceeded AED 50 billion (US$13.6 billion), marking an impressive 51% year-over-year growth. Branded projects have increased their market share from 3% of volume and 7% of value in 2019 to 5% and 14% in 9M25. By 2030, branded homes will represent 8% of Dubai’s total new residential pipeline. Over 80% of transactions occur in the off-plan segment, reflecting strong investor appetite for early access to flagship developments. W RESIDENCES, DOWNTOWN, DUBAI #### PORTFOLIO OVERVIEW continued FIGURE 2: Dubai, Branded Residences, YoY Change in Sales Volume & Value 230% 180% 130% 80% 30% -20% 9M2021 9M2022 9M2023 9M2024 9M2025 26% #### YoY increase in #### transaction volume (9M25) 51% #### YoY increase in #### transaction volume(9M25) 64% #### Average branded #### price premium Source: CBRE-Branded-Residences Market-Review-2025 Volume Value ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 36 ## OUR PROJECTS ## IN DUBAI #### PORTFOLIO OVERVIEW continued Status Under construction Scheduled completion Q4 2031 TRUMP INTERNATIONAL HOTEL & TOWER, DUBAI Launched Q2 2025 No. of units 574\* D-Villas is a residential development located within Jumeirah Golf Estates, one of Dubai’s established master communities. The project is situated adjacent to the community’s landscaped green areas and in proximity to its two championship golf courses. Residents have access to the wider Jumeirah Golf Estates amenities, including leisure, dining, and fitness facilities, subject to community regulations. The location offers convenient connectivity to major city landmarks through key road networks, providing access to Dubai’s primary business, retail, and lifestyle destinations Status Under construction Scheduled completion Q2 2028 D-VILLAS AT JUMEIRAH GOLF ESTATES Launched Q1 2025 No. of units 210 Trump International Hotel & Tower Dubai is the first Trump- branded mixed-use development in the Dubai. The project comprises a five-star hotel, private residential units, and an exclusive members’ club within a single integrated address. Each component has been designed to support high-quality living, leisure, and business requirements. Located in a prime position with direct connectivity to Downtown Dubai, the development offers uninterrupted views from every unit, including vistas of the sea and the Burj Khalifa. \*Includes Hotel keys as well ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 37 ## OUR PROJECTS ## IN DUBAI #### PORTFOLIO OVERVIEW continued The Urban Oasis Tower is a 34-storey residential development located on the Dubai Canal, featuring bespoke apartments with interiors designed in collaboration with Missoni, the Italian fashion designer. This project was completed in 2024. Urban Oasis represents Dar Global’s first completed project, underlining its ability to successfully execute large projects. Status Completed Scheduled completion Completed URBAN OASIS TOWER BY MISSONI Launched Q3 2021 No. of units 467 Da Vinci Tower is a residential development featuring interior design by Pagani. The tower incorporates a distinctive façade defined by geometric architectural elements intended to create a visually dynamic exterior. The development is designed to present a modern residential environment with a focus on high end finishes and contemporary design aesthetic. Status Completed Scheduled completion Completed DA VINCI TOWER, INTERIORS BY PAGANI Launched Q1 2022 No. of units 85 ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 38 ## OUR PROJECTS ## IN DUBAI #### PORTFOLIO OVERVIEW continued Status Under construction Scheduled completion Q2 2027 W RESIDENCES Launched Q1 2022 No. of units 383 DG1 is Dar Global’s first ‘own-brand’ development located in Business Bay, Dubai. The project offers direct connectivity to key city landmarks, including the Burj Khalifa, The Dubai Mall, and Dubai Opera. The building features a contemporary architectural design with an emphasis on functional planning and aesthetic detailing. The development forms part of a well- established mixed-use district with access to retail, dining, and leisure facilities. Status Under construction Scheduled completion Q2 2027 DG1 Launched Q1 2023 No. of units 249 W Residences Dubai – Downtown is a branded residential development associated with the W Hotels portfolio. The project is in Downtown Dubai, near major landmarks including the Burj Khalifa, The Dubai Mall, and the Dubai Fountain. The development is positioned to provide residents with immediate access to the surrounding amenities and transport networks within the Downtown area. ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 39 Status Under construction Scheduled completion Q4 2028 THE ASTERA, INTERIORS BY ASTON MARTIN Launched Q2 2024 No. of units 280 The Astera, Interiors By Aston Martin is a stunning beachfront residence on Al Marjan Island, Ras Al Khaimah, where Aston Martin’s signature elegance meets modern coastal living. Offering luxurious one to three-bedroom apartments and exclusive three-bedroom beach villas, each home is designed with breathtaking Gulf views and world-class amenities. With direct beach access, an infinity pool, and a private cinema, The Astera promises a lifestyle of sophistication and serenity in one of the UAE’s most exciting waterfront destinations. #### PORTFOLIO OVERVIEW continued ## RAK, UAE The branded residence market in RAK has emerged as one of the UAE's fastest growing segments, fuelled by recent economic growth and supported by a clear tourism strategy that leverages the Emirate’s unique positioning through its natural assets, including mountains and beaches, and as a regional adventure tourism destination. The key catalyst for this change was the announcement of Wynn Al Marjan resort, which has effectively anchored the sector with a major long term demand driver. ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 40 Oman combines a stable economy, world-class safety rankings, and high living standards with strategic connectivity to major international markets and a vibrant multicultural community of over 100 nationalities. Driven by Oman Vision 2040, the government is accelerating diversification and transformative infrastructure projects, positioning the Sultanate as a major regional hub for tourism and investment over the next 15 years. With breathtaking natural beauty from pristine beaches and dramatic mountains to tranquil deserts, Oman offers an exceptional lifestyle blending modern convenience with extraordinary landscapes. ## OMAN #### MARKET WITH STABILITY, GROWTH, AND OPPORTUNITY #### Market overview Oman’s residential real estate market is projected to reach USD 7.42 billion by 2030, with expectations of about 9% compound annual growth as new projects and foreign investment expand. Broader real-estate-related activity (including construction and development) is also forecast to increase steadily, with residential remaining the dominant segment. Oman’s real estate price index rose around 10.8% year on year in Q2 2025, with residential prices up about 11.8% and villas up roughly 17–18%. Earlier in the year, residential prices were already up more than 7% year on year in Q1 2025, led by higher land values The luxury real estate segment is also gaining momentum, with high-end developments projected to grow at over 6% annually. With investor-friendly regulations, expanding freehold zones, and a strong focus on sustainability, Oman is quickly emerging as a prime real estate destination. Whether for investment or personal living, the market offers a unique mix of affordable, high-quality properties and luxury waterfront developments, making it an attractive choice for buyers looking for long-term value and a vibrant lifestyle. Source: Savills Oman Property Market Q3 2025 #### PORTFOLIO OVERVIEW continued #### Why Oman? • Oman Vision 2040 Transformation - Government-led diversification across tourism, logistics, real estate, and manufacturing positioning Oman as a major regional hub with transformative infrastructure and world-class urban developments over the next 15 years. • Safety & Stability - One of the safest environments globally with a stable economy and high living standards, providing the secure foundation essential for long-term investment and family living. • Strategic Connectivity - Prime geographic location ensuring convenient access to major international markets, ideal for investors seeking regional exposure and connectivity. • Multicultural Environment - Vibrant, cosmopolitan community representing over 100 nationalities, creating an inclusive and dynamic living experience for international residents. • Exceptional Natural Beauty - Breathtaking landscapes from pristine beaches and dramatic mountains to tranquil deserts and lush wadis, offering a lifestyle that seamlessly blends modern convenience with extraordinary surroundings. • Emerging Regional Hub - Positioned to become a major center for tourism and investment, creating sustained demand across hospitality, retail, and residential property sectors. • Quality of Life - High living standards combined with natural beauty and modern infrastructure create an unparalleled lifestyle proposition for discerning buyers and families. ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 41 #### PORTFOLIO OVERVIEW continued ## OUR PROJECTS ## IN OMAN Status Under construction Scheduled completion Phase I - 2027-28 Phase II - 2029-30 Entire Masterplan by 2034 AIDA Launched Q1 2023 No. of units 1604\* AIDA is a breathtaking luxury development set on the dramatic cliffs of Muscat, offering an unparalleled blend of natural beauty and refined living. Spanning 4.3 million square meters, this visionary project will be developed over 8 to 10 years and launched in 10 phases and this exclusive community will be home to luxurious residences, a world-class Trump golf course, and premium hospitality experiences. Designed to harmonise with Oman’s stunning landscapes, AIDA seamlessly merges modern elegance with the serenity of its coastal surroundings. With thoughtfully crafted villas and apartments boasting panoramic views, along with exceptional amenities, AIDA offers a one-of-a-kind lifestyle where luxury meets nature’s masterpiece. \*Launched units only ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 42 #### PORTFOLIO OVERVIEW continued ## OUR PROJECTS ## IN OMAN TRUMP RESIDENCES TRUMP INTERNATIONAL HOTEL, OMAN MARRIOTT RESIDENCES ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 43 #### PORTFOLIO OVERVIEW continued ## OUR PROJECTS ## IN OMAN SUNRISE HAVEN COASTAL INVESTMENT VILLAS FAIRWAY VILLASTHE GREAT ESCAPE 1&2 ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 44 Qatar has successfully transitioned from an infrastructure-driven economy to a diversified, service-led growth model following FIFA World Cup 2022, demonstrating resilience and clear policy focus on diversification and sustainability. The Third National Development Strategy (NDS3) is accelerating private sector participation and unlocking new growth clusters in logistics, tourism, and digital services, while population growth and new long-term residency schemes foster residential stability. ## QATAR #### DRIVING LONG-TERM INVESTMENT APPEAL #### Market overview Qatar’s residential market recorded a notable annual increase in the value and volume of residential transactions in Q3 2025, reflecting buyers’ confidence and strong investment appetite across key districts, demonstrating resilience in the face of regional geopolitical tensions. Residential transactions were up 57% on Q3 2024 (1,682 sales in Q3 2025 v 1,070 in Q3 2024). Average villa prices are 2% lower than this time last year and currently stand at QAR 6,614 psm, while average apartment prices increased 3.4% to QAR 13,074 psm, between Q3 2024 and Q3 2025. This expansion builds on the strong momentum seen earlier in 2025, where Q2 2025 recorded 1,799 sales, up 109% on Q2 2024. This growth followed a subdued period during 2023– 2024 when post-World Cup adjustments and tightening liquidity temporarily weighed on sentiment. The total value of sales in Q3 reached approximately QAR 5.9bn, reflecting a 43% annual increase and takes the total for the January to September period to QAR 197.4bn. The apartment market demonstrates there is a clear premium for prime waterfront and amenity-led schemes. Lusail’s The Waterfront at QAR 15,096 psm and Viva Bahriya The Pearl Island at QAR 14,729 psm sit at the top of the pricing league table, closely followed by Qanat Quartier (QAR 14,302 psm) and Marina District (QAR 13,299 psm). Porto Arabia, at QAR 12,045 psm, remains the most affordable prime waterfront address. Source: Knight Frank - Qatar Real Estate Market Review #### PORTFOLIO OVERVIEW continued #### Why Qatar? • Exceptional Residency Programs - $1 million real estate investment grants permanent residency with exclusive benefits including free healthcare, education, and ability to invest in select commercial activities; $200,000+ investment qualifies for five-year renewable residency permits. • Tax-Free Environment - Zero taxation on income and property gains combined with political stability creates an optimal wealth preservation and growth environment. • Economic Diversification - Successful transition to a service-led growth model with Third National Development Strategy (NDS3) unlocking new clusters in logistics, tourism, and digital services beyond traditional energy sectors. • Expanding Freehold Zones - Growing designated areas for international ownership providing increased access and investment opportunities for foreign buyers. • Private Sector Growth - Government acceleration of private sector participation creating new investment opportunities and economic dynamism. • High Quality of Life - World-class infrastructure, safety, healthcare, and education standards combined with modern urban landscapes create exceptional living conditions. • Future-Ready Destination - Clear policy agenda and robust macroeconomic fundamentals positioning Qatar as a stable, thriving market for long-term investment and residency. Note – QAR to USD conversion: 0.27:1 ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 45 ## OUR PROJECTS ## IN QATAR #### PORTFOLIO OVERVIEW continued Status Under construction Scheduled completion Q4 2027 LES VAGUES BY ELIE SAAB AND LUMAIA Launched Q4 2022 No. of units 424 Les Vagues is a residential development comprising five towers located on Qetaifan Island North in Lusail. The project features 424 apartments and retail units across the five towers designed to offer uninterrupted coastal views. As the first residential development in Qatar with interiors by Elie Saab and Lumaia, it incorporates the designer’s signature aesthetic into a contemporary coastal setting. The development includes one, two, and three-bedroom apartments supported by a range of amenities designed to enhance resident comfort and convenience. Les Vagues provides a premium residential environment that combines high-end design with direct proximity to the shoreline ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 46 ## SPAIN Spain’s combination of affordable prices, strong tourism, high rental yields, stable economy, and favourable lifestyle make it one of Europe’s most attractive and reliable real estate investment destinations. #### A RESILIENT MARKET POWERED BY TOURISM AND DEMAND #### PORTFOLIO OVERVIEW continued #### Why Spain? Spain’s economy demonstrated robust growth in 2025, with GDP expanding by approximately 2.9%, driven by strong domestic demand and private consumption. A resilient labour market and rising real incomes supported household spending, while investment activity remained solid. The tourism sector continued as a vital economic pillar, with Spain welcoming a record ~97 million foreign tourists a year-on-year increase that generated significant tourism expenditure. The country’s diverse natural beauty, from Mediterranean coastlines to scenic countryside, has attracted both visitors and real estate investors alike. Government initiatives focused on infrastructure development and fostering a business-friendly environment have further strengthened Spain’s economic foundation, positioning it as one of the fastest-growing economies in the region. This combination of domestic resilience, tourism strength, and strategic investment makes Spain an attractive market for continued growth. #### Market Overview Spain is experiencing a housing boom supported by job growth, wage increases above inflation, population growth and strong foreign buyer activity. At the same time, new construction is increasing but still falls short of demand, so the structural housing deficit persists and continues to push prices up. Transaction volumes are high by historical standards, with around 700,000 home sales per year (~19.7% increase year on year). Demand is broad-based, supported by both domestic buyers and foreign investors. However, supply has not tightened the balance despite rising construction permits and a rebound in new-home approvals, the accumulated housing deficit since 2021 exceeds 500,000 units. The Spanish residential market continues to show an upward price trend—both in new and existing homes clearly reflecting the persistent tension between demand and supply. According to Tinsa, in the third quarter of 2025, the average value of housing (new and used) increased by 11.7% year on-year and 3.0% quarter-on-quarter in nominal terms. Source: Global Property Guide, CBRE, Caixa bank research ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 47 ## OUR PROJECTS ## IN SPAIN #### PORTFOLIO OVERVIEW continued Tierra Viva is Dar Global’s first development in continental Europe, launched in June 2023 in collaboration with Automobili Lamborghini. The project comprises an exclusive gated community luxury villas and construction ready plots located in the hills of Benahavís, with elevated views toward Marbella and the Mediterranean Sea. The design of the residences is inspired by Lamborghini’s architectural and stylistic principles, incorporating contemporary aesthetics and clean geometric forms. Tierra Viva offers a high-end residential environment in one of Spain’s most desirable and established luxury destinations. Status Under construction Scheduled completion Q4 2028 TIERRA VIVA, DESIGN BY AUTOMOBILI LAMBORGHINI Launched Q2 2023 No. of units 53 Marea is Dar Global’s second development in Spain, unveiled in August 2023 and featuring interior design by Missoni. The project is situated in a prime coastal location and is planned to offer uninterrupted sea views along with convenient access to established golf courses and lifestyle amenities in the surrounding area. Marea is designed to deliver a high-end residential environment that integrates contemporary luxury with the natural characteristics of its setting. Status Under construction Scheduled completion Q4 2027 MAREA, INTERIORS BY MISSONI Launched Q3 2023 No. of units 64 ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 48 ## OUR PROJECTS ## IN SPAIN #### PORTFOLIO OVERVIEW continued STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS In September 2022, Dar Global acquired six land plots (4.6 million sqm) in Manilva, Málaga, near the Cádiz border in southern Spain. Located about 45 minutes from Marbella, the site is close to a renowned polo destination and some of the finest beaches on the Costa del Sol. The Tabano project is currently in the early permitting phase, and we are working with the Consultants to develop the concept master plan and infrastructure strategy. Development plans will be finalized once the planning permissions are in place. MANILVA, TABANO 4,650,092 m 2 The total land area of the Tabano project ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 49 ## LONDON, UK #### A GLOBAL INVESTOR’S CAPITAL #### PORTFOLIO OVERVIEW continued #### Why London? London’s strength lies in its role as a global business and financial hub with unparalleled international connectivity. Its economy is diversified across financial services, technology, life sciences, media, and creative industries, reducing reliance on any single sector. A transparent legal framework, strong governance, and market liquidity make London particularly attractive to global investors. In addition, its ability to adapt through regeneration, infrastructure investment, and sustainability-led development supports its long-term competitiveness relative to other global cities. #### Market Overview London dominates European cross-regional real estate investment, leading all cities across market cycles from 2022 through H1 2025. International buyers from over 50 countries have completed 62% of all property sales since 2016, with overseas capital representing 69% of office volumes and 65% of retail transactions. Despite below-trend activity due to elevated interest rates, recovery is underway. Overseas investors are returning, large-lot deals are accelerating, and year-on-year volume growth is expected. London's structural advantages English law, strategic time zone, transparent markets, and global connectivity cement its position as Europe's most liquid real estate investment market Source: CBRE Report on London London’s Future Driving Growth Across Real Estate ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 50 ## OUR PROJECTS IN UK #### PORTFOLIO OVERVIEW continued 7&8 Albert Hall Mansions Penthouse is located in one of London’s most prestigious residential areas, directly facing the Royal Albert Hall. The property forms part of a historic, architecturally notable Victorian-era building known for its distinguished façade and prime position along Kensington. The penthouse benefits from unobstructed views of the Royal Albert Hall and offers an exclusive central London address within close proximity to major cultural, recreational, and institutional landmarks. Status Under Construction Scheduled completion Q2 2027 7&8 ALBERT HALL MANSIONS Launched Q2 2024 No. of units 1 ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 51 ## OUR PROJECTS IN UK #### PORTFOLIO OVERVIEW continued Located at the corner of Old Park Lane and Piccadilly, with direct views over Green Park, No. 149 is among the most distinguished Grade II listed properties on Old Park Lane. The building has undergone a comprehensive redevelopment and has been designed and finished to high contemporary standards while retaining its architectural character. Status Completed Scheduled completion Completed THE MULLINER Launched Q2 2022 No. of units 1 Located within the leafy community of West Ealing, this project comprises of two 3-storey houses divided into luxury flats. Status Completed Scheduled completion Completed OH SO CLOSE Launched Q2 2023 No. of units 17 ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 52 ## RISK MANAGEMENT As with any business, we expose ourselves to risk in pursuing our strategic priorities to create value for stakeholders. We operate a capital light model whereby all construction work is outsourced, and we generally favour partnerships with landowners over outright initial payment for acquisition of land. We have a presence in multiple jurisdictions and are currently in a very early growth phase. Consequently, further risks and opportunities are likely to emerge and evolve as we continue to expand, mature and navigate business cycles. The risks facing the Group could have a material adverse effect on the implementation of the Group’s strategy, business, financial performance, shareholder value, returns, and reputation. Our risk management framework defines the Group’s approach to identifying, assessing, mitigating, monitoring and reporting risks inherent to the business, and providing reasonable assurance against material misstatement or loss. During 2025, the board approved steps to further embed our Group Risk Management Framework and Risk Policy. #### Risk Categories Under the Risk Management framework, the Company’s risks are categorised under two broad headings: Strategic and financial risks: Impacting the Company’s profitability, solvency and liquidity. It covers Company exposure to economic cycles, interest rates, geopolitical risk, market risk and credit risk. Management of these risks is supported by our approach to high-level decision-making on strategic direction, composition of our capital, target asset allocations, and treasury management. Operational risks: Covers risks including construction risks, operational risk in the back- office, third party risk, reputational risk, regulatory compliance-related risks, transition and physical climate-related risks including changes in regulations. Our approach to risk management combines a top-down strategic review process and determination of risk appetite limits by the Board, and a bottom-up review and reporting of risk by senior management. The roles and responsibilities of the Board and management in the identification and management of risk are summarised below. #### Governance The Board has the overall responsibility for risk oversight, for ensuring there is a robust risk management and internal control system, and for determining the Group’s appetite for exposure to principal risks that could impact the Group’s ability to achieve its strategy. The Audit and Risk Committee (ARC) meets at least three times a year and supports the Board in the oversight and management of risk and is responsible for reviewing the effectiveness of the risk management and internal control processes during the year. Risk and opportunity assessments are revised at least annually and more frequently as necessary and reviewed twice a year by management and the ARC. #### Risk Governance framework The CEO is primarily responsible for the day-to- day management of risks with the support of the leadership team and other senior managers located throughout the business. The Risk Management Function is responsible for allocating risk ownership, providing guidance on the standards for assessing and reporting risks, providing review and challenge to the business, and reporting key risks to the CEO and the ARC. The Risk Management Function reports to the CEO with a direct line of communication to the ARC. The Risk Management policy underpins a formal annual risk assessment and semi-annual review with particular focus on the principal risks and controls to ensure they remain appropriate for the control of the business. Please refer to sections below for how risks are identified, assessed and managed and reported. The Risk Management Function is responsible for reporting on a semi-annual basis performance against risk appetite, updates to principal risks and their ratings and material outstanding issues related to them to management and at the Board level. Management and the Board are responsible for balancing the Risk Appetite Statement and its associated Principal risks when reviewing and guiding strategy, business plans, capital allocation and liquidity as well as risk management policies. The ARC has oversight responsibilities on progress for remedial actions connected to breaches in risk appetite and is accountable for overseeing any ESG-related metrics, setting their baselines, transition plans and targets as applicable. The Company’s Principal Risks are set out on pages 55 to 56. BOARD ARC CEO SENIOR MANAGEMENT RISK MANAGEMENT BOARDMANAGEMENT ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 53 #### Risk appetite The risk appetite statement detailing risk appetite and tolerance levels for the Group, is set on a time horizon consistent with strategic planning and agreed annually by the Board and monitored by the ARC. In setting these, the Board considers the expectations of its shareholders and other stakeholders whilst recognising the cyclical nature of the business. The CEO recommends the Risk Appetite Statement on an annual basis, together with Principal Risks, and is further involved in overseeing remedial actions for breaches in Risk Appetite. #### Identification of risks #### and opportunities In determining the risks faced by our business, consideration is given to both internal and external factors and emerging risks, in addition to the timeframe in which such risks might occur. Management is responsible for undertaking risk assessments considering plausible scenarios to determine which risks could have a material impact on the organization. The Risk Management Policy includes definitions of impacts over: • the short term (up to 1 year) for assessing the most immediate operational risks, • the medium term (up to 5 years) to address strategic and operational risks typically aligned with political, business and construction cycles, and • the long term (up to 20 years) to account for risks that may impact the Company over the longer term. #### Assessment of risks and opportunities A risk prioritisation matrix is used to ensure all risks are evaluated consistently relative to their potential impact on the business. Our risk prioritisation matrix considers likelihood based on probability of occurrence and impact on the business, based on financial, reputational, customer, health and safety, employee, environmental, operational, legal and regulatory perspectives. Risks are assessed at inherent and, where specific controls are required, residual levels. Risks are considered by the Management for possible inclusion in our Principal Risks; and monitored as part of our risk appetite. Our bottom- up risk assessments consider emerging risks that could potentially impact the Company’s risk profile but cannot be fully defined as a specific risk at present. We assess climate-related opportunities by considering how likely they are to succeed and the extent to which they could increase the Company’s net asset value across short-, medium- and long-term time horizons. #### RISK MANAGEMENT continued #### Management and reporting of risks Ownership, assessment and management of individual risks is assigned to a member of Management as appropriate. Management is responsible for determining whether to mitigate, transfer, avoid or recommend acceptance of residual risks. They are also responsible for reviewing the design and operating effectiveness of the internal control systems, considering and implementing risk mitigation plans and for the semi-annual review of identified risks, which is reported to the ARC. The CEO is responsible for formulating and recommending to the Board for approval a business plan, balancing it against Risk Appetite. ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 54 #### Overall assessment The Board has carried out a robust assessment of the emerging and principal risks facing the Group, including those that would threaten its business model, future performance, solvency or liquidity. The Group is willing to accept a moderate level of risk, consistent with the norms of our industry and in line with the practices of our peers, to deliver acceptable financial returns for the business. To ensure the Group’s business model remains financially resilient over time, management has chosen a two-year horizon to model risk scenarios alongside achievable mitigating actions. The results are presented in the Viability Statement on page 57. #### RISK MANAGEMENT continued #### Executives & #### the Board #### Management #### Front Line #### Business Risk Strategy & capital planning Level and type of risk #### Top-down Bottom-up Policies, risk appetite limits with Board oversight ERM monitoring and reporting (dashboards, Risk Register) #### Business processes& decision-making Operational limits, risk identification, assessment and mitigation #### Risk appetite ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 55 1. Property market cycles and interest rates #### Our disciplined capital #### management, secured funding #### lines for future opportunities #### and strong and supportivemajority shareholder can help #### us mitigate any capital risks. ““ #### RISK MANAGEMENT continued Changes in macroeconomic environment or tightening of financial conditions may lead to falling demand through a reduction in the wealth of our target affluent customer demographic. This could result in reduced sales volumes and affect our ability to deliver profitable growth. Availability of suitable land at appropriate cost is also strongly impacted by property market conditions, incorrect timing of purchases could impact future profitability. #### STRATEGIC AND FINANCIAL RISKS #### Remediation / Mitigation • Critical assessment of target location and underlying demand. • Conservative deployment of capital. • Joint venture agreements for suitable land and partners. • Frequent review of pricing. • Strong relationships with key brokers. • Geographical diversification. 2. Capital availability and solvency Lack of sufficient financing may restrict our ability to respond to changes in the economic environment, and take advantage of appropriate land buying and operational opportunities to deliver strategic priorities. • Disciplined capital management. • Secured funding lines for future opportunities. • Strong and supportive majority shareholder. 3. Political risk Significant political events locally and globally may impact Dar Global’s business as customers may be reluctant to make purchases due to uncertainty. Sanctions may cause supply chain disruption, and changes in local laws may increase costs or cause delays to projects. • Diversification across several jurisdictions, with the majority considered safe havens by wealthy investors. • Conservative capital policy enables management to tolerate lower sales volumes and avoid steep price cuts. Principal risks and #### uncertainties at Year End 2025 #### RISK DESCRIPTION 4. Contractor ability to deliver on time with high quality/low defect Failure to achieve excellence in construction, such as late completion of works, design and construction defects could expose the Company to future remediation liabilities, and impact future sales through reputational damage. • Rigorous contractor due diligence. • Legally binding contractual terms. • Stringent quality assurance through build programme oversight by both Dar Global engineers and independent consultants on multiple sites across several countries. #### OPERATIONAL RISK ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 56 5. Legal risks: joint venture and branding #### We have robust health and safety #### procedures for all construction sites along with regular health and #### safety monitoring and external #### audits of all sites. ““ #### RISK MANAGEMENT continued Differences in interpretation of goals, roles, and responsibilities of each partner may lead to protracted delays in executing and legal recourse, which, in the event of underperformance by one or more parties, a change in control/ financial stability of one of our partners, could result in large losses and reputational damage to Dar Global. #### Risk description Remediation / Mitigation • Extensive due diligence on all partners. • Contractual agreements detailing roles, responsibilities and performance requirements, defined through pre- agreement discussions to effectively address and allocate ownership of risks and potential liabilities between parties. • Effective, frequent communication and updates to all relevant parties throughout the life of each project. • Oversight by both Dar Global engineers and independent consultants. 6. Labour standards and health & safety Health and safety, or environmental breaches can impact Dar Global’s employees, subcontractors and site visitors, and result in reputational damage, criminal prosecution, civil litigation, increased cost and delays in construction. • Robust health and safety procedures for all construction sites. • Regular health and safety monitoring, external audits of all sites, and regular management reviews. • Contractual requirements for all subcontractors to abide by high standards of safety. 7. Cyber and data risk The Group places significant reliance upon the availability, accuracy, and confidentiality of all of its information systems and data. It could suffer significant financial and reputational damage from corruption, loss or theft of data. To address the residual risk, the Group: • Has a comprehensive Information Security Programme to complement existing controls, addressing any vulnerabilities and implementing best practices with the support of specialist external third parties. • Deployed multi-factor authentication on key platforms. • Uses cloud-based services reducing centralised risk exposure. #### OPERATIONAL RISK 8. Employee relations Increasing competition for skills may mean we are unable to recruit and retain the best people. It could result in a failure to deliver our strategic objectives, a loss of corporate knowledge and competitive advantage. We have the following measures in place: • Succession planning for key management. • Monitoring attrition rates, attendance and feedback from exit interviews. In addition, we are enhancing our performance management approach. Climate-related risks are disclosed in the Climate-related risk and opportunity assessments section on pages 70 to 73. The company does not consider that there are any other noteworthy emerging risks at this time. Principal risks and #### uncertainties at Year End 2025 ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 57 #### GOING CONCERN #### & VIABILITY STATEMENT #### Going Concern In 2025, the Group secured additional growth capital of up to USD 165 million to support investment in new projects and geographies. The Board, having regard to the Group’s internal forecasts and projections for five years, which are based on the current trends in sales and development, and after taking account of the funds currently held, the available facilities including the undrawn facilities of USD 228.2 million at year end (refer to note 18 and 19) have concluded that the Company and the Group will be able to operate within the level of its available resources. The Directors have, at the time of approving the consolidated financial statements, a reasonable expectation that the Group has adequate resources to continue to be in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the consolidated financial statements. #### Viability Statement In accordance with the 2018 UK Corporate Governance Code, the Directors and senior management have assessed the prospects and financial viability of the Group over a period longer than 12 months, considering both its current position and circumstances, and the potential impact of its highest severity principal risks. For the purposes of this Viability Statement, the Directors consider that a two-year review period is appropriate given the level of maturity of the Company. The Company has been listed since February 2023 and since then has been on a growth path with new projects being continuously added to the portfolio across the wider Group. For the current period, the Company and the Group has adopted a two-year forecast for Viability assessment and Statement. The Group considers the wide range of information relating to present and future business conditions, including those impacting on expected profitability, cash flows, and funding requirements. The Group continues to be subject to its principal risks, which are detailed alongside mitigations on pages 55 to 56. This Viability Statement considers the effect of plausible risks that could have the highest impact on its longer-term prospects and its ability to meet its targets in current market conditions over the review period. This assessment included the assessment of a reasonable worst-case scenario in which the Group’s principal risks manifest to a severe but plausible level. The current economic environment presents significant macroeconomic uncertainties, most notably around rising inflation and interest rates and their consequent impacts on global economic growth, as well as investor confidence and spending. Therefore, the downside scenario used in the assessment took account of property market cycles and interest rates risk, which were considered the categories whose combination of underlying risks carry the greatest threat to the Group’s resilience. The Group considered a range of sensitivity analyses for the following downside scenario: Economic and property market downturn from the continued higher interest rate environment, resulting in the following deviations from forecasts: • a material decrease in sales and • a significant slowdown in collections. • sustained higher than expected inflation rates and supply chain tightness despite the downturn resulting in higher-than-expected construction costs. Through its geographic diversification, asset light model, conservative deployment of capital and strong parent support, the Group is deemed able to operate under the described scenario within its current facilities and meet its liabilities as they fall due in the assessed period. The analysis confirms that the Group will maintain adequate working capital throughout the viability review period. The Group has a range of additional options to maintain its financial strength, including a reduction in overheads and flexibility to slow down the levels of work in progress in line with any potential fall in expected sales. Notwithstanding these potential mitigating initiatives, the Group is confident that it would retain its ability to seek attractive new investment opportunities and grow over the long term. Based on results of the analysis, the Directors have a reasonable expectation that the Group will be able to continue in operation and meet its liabilities as they fall due over the two-year period of their assessment. ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 58 #### Engagement with stakeholders The Board’s understanding of stakeholders’ interests is central to its responsibilities and critical to the long-term success of the business. Stakeholder engagement takes place through various means depending on the stakeholder group and the Board ensures that the overall engagement process enables it to understand what matters most to our key stakeholders. Understanding the views and interests of our stakeholders helps the Board make responsible and balanced decisions, as well as develop and undertake risk assessments throughout the year. In doing so, we aim to generate long-term value for our shareholders and contributing to the wider society by building strong and lasting relationships with our other key stakeholders. We consider our key stakeholders to be our people, our brand partners, our communities and their environment, our suppliers and our shareholders. Working closely with our stakeholders is an integral part of our business model and strategy. The primary ways in which the Board engages directly or delegates responsibility for engagement to management are set out below. #### Our people Our people are the heart of our organisation, driving our success and shaping our future. During the year under review the Remuneration Committee has continued to work on implementing remuneration arrangements for senior management in line with ## ENGAGING WITH ## OUR STAKEHOLDERS #### We aim to generate long-term #### value for our shareholders whilst working on contributing to the #### wider society by building strong #### and lasting relationships with our #### other key stakeholders. the Remuneration Policy approved by shareholders at the Company’s 2025 Annual General Meeting. Further details of the Company’s approach to remuneration can be found in our Directors’ Remuneration Report on page 93-96. #### Our brand partners We partner with iconic luxury brands with universal appeal, who collaborate with us to deliver exceptional and highly desirable living experiences. An integral part of this is fostering good relationships with our partners to ensure we can deliver exclusive, breathtaking living experiences. #### Our communities & environment Our projects flourish with their surrounding communities. By contributing to positive social impacts, we create value for our stakeholders’ local communities, whether providing space to local businesses, improving local areas or minimising the environmental impact of buildings themselves. #### Our customers We aim to address the needs of a new society of global citizens who are looking to live in properties we develop or own them as a great investment. Customer engagement is crucial to foster loyalty and drive business growth. By actively involving our customers in meaningful interactions we can build trust, increase brand reputation and gain valuable insights. Engaged customers are more likely to make repeat purchases and become advocates for our brand. #### Our shareholders We rely on the support of our shareholders, and their views on how we deliver long-term success for the business are important to us. The Chairman and Chief Executive Officer have made themselves available for engagement with shareholders and any appropriate feedback is reported back to the Board. Such feedback may cover various aspects including operational matters, financing strategy and dividend policy. Other Non-Executive Directors may engage with shareholders on specific matters as appropriate. The Directors will attend the Annual General Meeting to meet with shareholders and to answer any questions they may have. The following pages set out our key stakeholders and how we effectively engage with them. #### SECTION 172 STATEMENT This section of the Strategic Report illustrates how the criteria set out in section 172(1) of the Companies Act are embedded into how Directors engage with our key stakeholders. ““ ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 59 ## OUR KEY ## STAKEHOLDERS #### We promote a transparent #### and collaborative #### management approach that #### actively engages employees through diverse formal and #### informal channels. #### Our people Our people’s dedication, expertise, and passion are essential to executing our strategy, fostering our vibrant culture, and creating enduring value for our stakeholders. What matters to them • Safe and healthy working environment. • Diverse and inclusive culture with strong leadership. • Competitive and fair pay and benefits. • Opportunities for professional development and career progression. How we engage • We promote a transparent and collaborative management approach that actively engages employees through diverse formal and informal channels, including: • An Intranet portal that includes newsletters for announcing new additions to the team and business updates. • Regular team meetings to provide feedback, set goals, and track progress. • Our senior management team regularly evaluates employee turnover data and considers actions to mitigate this. • Offering opportunities for career growth where employees are evaluated and supported for improvement. • Conducting feasibility studies in preparation for launching a ‘pay for innovation’ scheme. • Conducting training programs to equip employees with the skills required to meet current business needs. #### SECTION 172 STATEMENT continued #### Our brand partners Our brand partners, along with our employees, are instrumental in fulfilling our commitment to our customers. Their contribution and expertise are critical to delivering our business objectives. Building robust and enduring relationships with our brand partners ensures the consistent delivery of exceptional quality and truly unique living spaces, ultimately benefiting all stakeholders. What matters to them • Long term, collaborative, trusted relationships. • Exclusive agreements to work on specific projects and locations. • Aligned business objectives and shared values. • Fair and mutually beneficial business agreements. • Increasing brand awareness and strengthening their client relationships. How we engage • Management lead open and collaborative relationships with our brand partners. • We reliably deliver on our commitments in line with the brand’s high standards, coordinating through frequent communication and updates to all relevant parties throughout the life of each project. • We engage closely with our brand partners, ensuring alignment of our project marketing with their brand image and values. #### Our communities Our projects flourish with their surrounding communities by contributing to positive social impacts, we create value for our stakeholders. What matters to them • Enhanced overall well-being of all who dwell in the communities where our projects are located. • Contribution to the local economy and provision of employment opportunities. • Investment in local infrastructure and services available to all residents of the communities. • A commitment to protect the environment, reduce emissions and waste and help support sustainable lifestyles. • Planning for open spaces considering unique site characteristics, climate and cultural aspects of the local environment. • Integrating native plants, local materials and colours as well as regional design elements to harmonise with the surroundings. How we engage • We actively seek the views of local communities in developing a tailored planning and community engagement strategy for each of our projects across the various regions. • We are committed to making a long lasting positive social impact in our communities by collaboratively addressing local priorities. • We oversee the safety and security of all of our project sites, including the handling of emergencies. • Post completion and handover of our projects, we organise events to engage residents around national holidays and key occasions celebrated locally. ““ ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 60 #### Our customers Our customers are our partners. We are committed to providing them with an exceptional journey, one that extends far beyond the sales process. From the initial interaction to after-sales services, our focus is on delivering a seamless and luxurious experience at every touchpoint. To ensure this, we have adopted a personalised approach, assigning dedicated account managers to each group of customers. These account managers accompany our customers throughout the entire journey, supporting them every step of the way, from the moment they purchase their home, through to the handover, and beyond. This tailored support is designed to ensure a high level of service, fostering trust and building long-lasting relationships that go beyond the transaction. We believe that the journey doesn’t end at the sale; it continues through consistent engagement and exceptional service, creating a lasting bond with our customers that we cherish. Our commitment to providing outstanding customer experience remains at the core of our values, driving our efforts to exceed expectations at every stage of the journey. What matters to them After purchasing a unit, what matters most to our customers is a seamless and stress-free experience Key factors include: • Timely Communication & Transparency: Keeping our customers informed about the progress of their property, including updates on construction, handover timelines, and any other important details, reminder on their upcoming instalments and updates sending reminders regarding our new launches. • Quality of the Property: Even after purchasing, our customers expect their homes to meet the highest quality standards. To ensure this, we invite our clients to personally view their units at the time of handover. This allows them to identify any snags or issues that may arise, and we are committed to addressing and resolving any concerns promptly. #### SECTION 172 STATEMENT continued #### Our shareholders Our shareholders help facilitate access to capital as well as playing a key role in shaping our strategy. What matters to them • Focused strategy and business model adapted to the prevailing macroeconomic environment and global mega trends. • Financial returns and optimal use of capital. • Strong leadership and corporate culture. • Appropriate and evolving risk management and governance structures. • Personalised After-Sales Support: We recognise the importance of providing personalised and efficient support even after the sale is complete. That’s why we assign each customer a dedicated account manager to address any questions, resolve issues, and assist with any concerns. To enhance this service, we’ve implemented a sales force system that ensures full automation and enables quick, accurate responses to all client inquiries. This integration allows us to provide seamless support, ensuring that our customers receive timely and reliable assistance while enjoying a hassle-free experience. • On-Time Handover and Smooth Transition: For all our customers, including those based overseas, we focus on ensuring the handover and key release is managed as seamlessly smooth as possible. How we engage • Tailored customer engagement plan based on the information we have gathered through KYC (Know Your Customer) processes to tailor emails, messages, or offers based on their preferences. Not all customers have the same needs or preferences. We segment them based on demographics, purchase history, or engagement level. • We prioritise keeping our customers informed with regular newsletters featuring updates on their project progress and moreover with our new products and services. • Ongoing Relationship & Engagement: We’re committed to staying connected and celebrating life's milestones with our customers by sharing in their personal occasions—such as birthdays, anniversaries, and other special moments. Additionally, we make it a point to celebrate broader occasions like New Year, Christmas, Ramadan, Diwali, and more. • We have a dedicated customer service number and email to ensure responding quickly to customer inquiries, whether by email, phone, or live chat. How we engage We have an extensive investor relations agenda to ensure both existing and prospective shareholders are regularly engaged through: • Meetings, roadshows and telephone and video calls. • Regulatory reporting including full and half year results, the Annual Report and ad hoc business updates. • Site visits and management meetings. • Our Annual General Meetings. ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 61 ## OUR PEOPLE At Dar Global, our people remain central to our success and long-term growth. We are committed to fostering a diverse, inclusive, and high-performing workplace that enables our employees to thrive and contribute meaningfully to the Group’s global ambitions. By continuing to invest in talent, culture, and engagement, we strengthen our ability to deliver sustainable value for all stakeholders. #### Diversity and Inclusion We continue to build a workforce that reflects a broad spectrum of nationalities, backgrounds, and perspectives, supporting our international footprint and multicultural operations. As at 2025, Dar Global’s employees represent more than 40 nationalities, reinforcing our commitment to diversity and inclusion across the Group. Gender diversity remains an important focus. Our workforce comprises 51% female and 49% male employees, reflecting our ongoing efforts to promote equality of opportunity and maintain an inclusive environment where individuals are respected, valued, and empowered. Cultural alignment and inclusion continue to be prioritised, supporting collaboration, engagement, and productivity across our teams. #### Talent Development and Workforce #### Capability Developing and retaining a skilled, future-ready workforce remains a strategic priority. We continue to attract talented professionals and graduates from a range of academic disciplines, with a strong focus on multilingual capabilities that support our operations across multiple jurisdictions. Our internship programme remains an important component of our talent pipeline, offering three- to six-month placements across all functions, including Development, Marketing, Finance, Audit, and Tax. The programme provides practical, hands-on experience while enabling Dar Global to identify and develop emerging talent aligned with our values and business needs. #### Culture and Performance Dar Global promotes a high-performance, entrepreneurial culture rooted in customer- centricity, accountability, and innovation. Our continued growth has created meaningful opportunities for internal career progression, particularly within our commercial and sales functions, where performance-driven advancement is actively encouraged. Adaptability and resilience remain core attributes across the organisation, enabling our teams to operate effectively in a dynamic and fast-paced environment. This culture supports innovation, collaboration, and consistent delivery for our clients and partners. Employee Engagement and #### Communication We recognise the importance of clear, transparent, and consistent communication in fostering employee engagement. Regular company updates are shared through corporate Human Resources (HR) communication channels, including messages from senior management, townhalls, policy updates, and key organisational developments. Our intranet portal, now fully embedded across the Group, continues to serve as a central platform for internal communication, collaboration, and access to company resources. The portal enhances connectivity across departments and geographies, supporting alignment and engagement across the workforce. #### Standards of Conduct and Ethics Dar Global remains committed to upholding the highest standards of ethical conduct and professional behaviour. Our Code of Conduct and Business Ethics sets out the principles and values that guide our actions, emphasising integrity, respect, and responsible business practices. This framework is supported by robust policies covering anti-bribery and anti-corruption, non-discrimination, grievance management, and whistleblowing. These policies are communicated to all employees and reflected in the Employee Handbook, ensuring clarity, accountability, and consistency across the organisation. Through these measures, we continue to promote a culture of transparency, fairness, and ethical responsibility. Male Female 211 49% 8 72% 223 51% All Employees Senior Management 3 28% Male Female ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 62 ## SUSTAINABILITY We aim to integrate responsible practices throughout all aspects of our business, allowing us to contribute positively to society and generate long-term value for our stakeholders. We are committed to operating our business in a responsible manner, creating a supportive and inclusive workplace for our people, and engaging with our supply chain to deliver positive outcomes for our stakeholders. Customer & build quality We aim to continuously improve the high standards we set ourselves in satisfying our customers by ensuring our quality assurance processes are embedded at every stage of the build. We invest in training and process improvements to ensure consistently high standards and we prevent quality issues through inspections throughout the build process. Quality • We have a dedicated team of quality assurance professionals to train site teams that verify the consistent delivery of high-quality dwellings. In addition, there are regular site visits and inspections conducted by the technical team to ensure the quality of our product is maintained and in compliance with design documents. • Our approach to construction underpins the basis of our designs, procurement strategy, and operational requirements, and aims to deliver high-end differentiated products across geographies. • Project teams, supported by local product quality managers who are acting as our resident engineers, monitor the quality of our product from the early stages until handover. They actively coordinate updates with Customer Relationship Managers to ensure customer feedback is addressed. • Building safety protocols fully compliant with local authorities’ requirements and international standards. We carefully appoint qualified architects of record, and third-party fire, life, and safety engineers to ensure full compliance throughout the project lifecycle. • Our supply chain engagement ensures third-party materials are properly fitted. Customer care • Accurate forecasting of handover dates, which are planned from project initiation, is closely monitored by our planning team to mitigate delays and report accordingly. • Our customer relationship management approach effectively manages all customers’ accounts and ensures robust customer engagement, encompassing strategies, technologies, and practices to analyse and manage customer interactions throughout the customer lifecycle. 62 ““ ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 63 #### Supply chain Our supply chain partners play a pivotal role in supporting our business to effectively implement our strategy and sustainability performance. Supply chain collaboration is critical in tackling major environmental and social issues. We continue to seek to improve our understanding of supplier actions taken to mitigate risk and how our supply chain can support us in delivering a sustainable future through: Best practice • Procurement excellence through standard operating procedures, in line with international standards and industry best practices. Collaboration • Integrated project planning, and ongoing communication at the project and delivery team level, to best coordinate delivery and tackle challenges in a timely manner, mitigating risk of delays. Value creation • Tender process, key topics, technical scoring and evaluation. • Enhanced due diligence, site and vendor checks for manufacturing and construction. Materials • Criteria including technical compliance, quality, sustainability, health & safety and competence. • Product safety standards and enhancement of our practices. • Use of locally available and resourced materials. Human Rights • The Group takes a zero-tolerance approach to any form of breach in human rights laws, including forced labour and child labour. We are committed to ensuring our activities and management of supply chain are in full compliance with the Modern Slavery Act by 30 June 2027. We are in the process of strengthening our internal compliance processes through the development of a human rights policy which will be a cornerstone to our corporate social responsibility efforts. For more information on our approach to human rights, please refer to our Code of Conduct available on our website. #### SUSTAINABILITY continued #### Climate Action We are committed to minimising our impact on climate change and helping our customers to reduce their carbon footprints. We also understand the effects climate change may have on our business and supply chain. Our disclosure against the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD) sets out our roadmap towards managing climate-related risks and our approach to reporting our greenhouse gas (GHG) emissions (see pages 70 to 73 for further information). Our progress to date includes: • Ensured full compliance with the latest local building regulations, taking into account environmental considerations. • Ensured full compliance with the latest local planning regulations, taking into account environmental considerations. • Electric charging stations have been planned for the majority of upcoming developments. #### Health and safety We embed a safety culture through training, awareness and visible health and safety leadership and we work closely with our subcontractors to manage site risks. As part of our oversight, we have the following in place: • A health and safety management system, identification and ownership of risks, taking responsibility for mitigation through proactive decision-making, training and a culture of strict compliance with safety measures. • Close collaboration with supervision consultants, contractors, and subcontractors to ensure that the highest health and safety measures are implemented in our projects under construction. • Oversight through the Project Management Office which provides leadership including monitoring incidents against Group thresholds, setting associated policies and procedures, and overseeing risks. • Regular leadership site visits to monitor the compliance with the health and safety measures. • Annual injury incidence rates (where applicable) are reported with clear lessons learnt to avoid. ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 64 #### Nature The natural environment in and around our developments contributes to the well-being of our customers and is an integral part of our master planning process. We achieve positive results through taking the following factors into consideration: Biodiversity • We take into consideration the existing landscapes and ecology of our sites to protect diversity and maximise asset value. • Environmental impact assessments are conducted for all projects, engaging with ecologists to consider protection of habitat and existing species, and enhancement measures to be taken. • Climate and socio-economic sensitive planning and design strategies are undertaken to enhance liveability and vitality of outdoor spaces and to improve physical, environmental and social conditions. • We promote environmental awareness amongst employees. • We develop local natural landscapes and golf courses respecting natural context in large scale masterplans. • We are committed to achieving a biodiversity net gain (BNG) of at least 10% on developments submitted for planning in the UK from November 2023, in line with the timeline and threshold set in the Environment Act 2021. Water • Enhancement of home water efficiency through the installation of aerated taps and showers, dual flush systems, and water efficient appliances. • Wastewater treatment facilities have been planned to generate water for irrigation purposes. • Our projects use Xeriscape Design landscaping to reduce irrigation requirements. Pollution • We promote healthy lifestyles and reduce traffic pollution by planning walkable communities and micro mobility modes. #### SUSTAINABILITY continued ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 65 #### TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES #### TASK FORCE ON CLIMATE-RELATED #### FINANCIAL DISCLOSURES (“TCFD”) #### STATEMENT We are committed to managing the risks and opportunities associated with climate change and aim to comply with the recommendations of the TCFD in our Annual Integrated Report by the year ending 2027. Our roadmap for compliance is outlined below. #### CLIMATE-RELATED RISK We have made progress in our alignment with the recommendations of the TCFD, in this Annual Report, you will find, among other statements: • A statement setting out whether this Annual Report includes climate-related financial disclosures consistent with the TCFD Recommendations and Recommended Disclosures (TCFD disclosures), and • Disclosure of the recommendations and/or recommended disclosures for which we have not included such disclosures, as well as any steps we are taking or plan to take in order to be able to make those disclosures in the future, and the timeframe within which we expect to be able to make those disclosures. The output of this assessment has been reviewed by our Audit and Risk Committee. We have assessed the TCFD’s updated October 2021 guidance on implementing its recommendations, including 'The Guidance for All sectors' and the 2021 Annex detailing Guidance for Non-Financial Groups in relation to Materials and Buildings. Upon review and given the anticipated complexities in obtaining reliable information to estimate GHG scope 3 emissions across jurisdictions in which we operate, management and the ARC have elected to extend the timeline for full disclosures in line with TCFD recommendations. In accordance with Listing Rule 22.2.24, the statement of the extent of consistency with disclosures in relation to the TCFD recommendations and recommended disclosures is set out in the table below. #### PROGRESS AGAINST THE TCFD RECOMMENDATIONS 2024 2026 2027 Climate-related risk and opportunity assessments GHG scope 3 disclosure Full disclosure Continous improvement 2025 GHG scope 3 planning Enhancement to scenarios and assessments ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 66 #### TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES continued #### Recommended disclosure Status a) Board’s oversight b) Management’s role The Board’s oversight of climate-related risks and opportunities is consistent with its treatment of all risks, details can be found in the Risk Management Governance section on pages (52-56). In line with its overall risk governance framework, the Audit and Risk Committee has primary responsibility for oversight of climate-related risks and opportunities. Management is responsible for identifying, assessing and managing climate- related risks and opportunities and reporting on these matters to the Audit and Risk Committee and the Board. The Company’s treatment of climate-related risks is consistent with its treatment of all risks. See pages (52 to 54) for more details on the management’s role in assessing and managing risks. #### Governance a) Climate-related risks and opportunities b) Impact of climate-related risks and opportunities on the organisation’s businesses, strategy, and financial planning Details concerning relevant time horizons can be found in the Strategy - climate considerations section on page (67). Specific climate-related risks and opportunities potentially arising in each time horizon that could have a material impact on the organization can be found in the Climate-related risk and opportunity assessments section on pages (70 to 73). The processes used for determining which risks and opportunities could have a material financial impact on the Company can be found in the Risk Management approach to climate considerations section on page (70 to 73). #### Strategy #### TCFD pillar Information on how identified climate-related issues have affected and are integrated in the Company’s decision-making, strategy formulation, and financial planning can be found in the Strategic impact and Impact on financial statements sections on page (75). The extent to which climate-related issues serve as an input to the Company’s financial planning process and time periods used can be found in the Impact on financial statements section on pages (71 to 73). The impact of climate-related issues our financial performance and financial position is laid out in the Impact on financial statements section on pages (71 to 73). As with other members of our peer group in the construction sectors, we face transitional challenges in obtaining relevant data, modelling and analytical capabilities needed to describe plans for transitioning to a low-carbon economy. The company’s scope 1 and scope 2 emissions, and an update to its plans for transitioning to a low-carbon economy are addressed in the Environmental impact report on pages (75 to 79). The Company has used thematic qualitative scenarios as described on pages (69 to 73) that reflect an overall picture of the interdependencies among several factors to derive its climate-related risk ratings, though given the outcome of the risk rating exercise, it has not, at this time, deemed it necessary nor proportionate to the size and maturity of the business to build a holistic, integrated quantified climate scenarios that would help measure how such risks could affect its ability to create value over time. c) Resilience of strategy A description of the Company’s resilience in the face of climate-related risks and the potential opportunities arising from the Company’s strategy can be found in the Strategic Impact section and in the Impact on financial statements section on page (67). An outline of information and implications considered from publicly-available climate-related scenarios can be found in the Climate scenarios section on pages (69 to 73). Consistent Partially consistent Not consistent ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 67 #### Recommended disclosure Status a) Risk identification and assessment processes b) Risk Management processes The risk management processes for identifying and assessing climate-related risks are laid out in the Risk Management approach to climate considerations section below. Information on how risks and opportunities are prioritised, is detailed in the Assessment of risks and opportunities section on page (70). The risk management processes for managing climate-related risks are laid out in the Risk Management approach to climate considerations section below. #### Risk management a) Metrics to assess risks and opportunities b) Scopes 1, 2, and 3 GHG emissions and risks Climate-related metrics we currently consider relevant are disclosed in the Performance tables of the Environmental impact report on pages (75 to 76). #### Metrics and targets #### TCFD pillar c) Integration with overall risk management How our processes for identifying, assessing, and managing climate-related risks are integrated into our overall risk management process can be found in the Risk Management approach to climate considerations section below. Our GHG emissions for scopes 1 and 2 are set out on page (76). As is the norm for our peer group - we face transitional challenges in obtaining relevant data and in our analytical capabilities for disclosing GHG scope 3 emissions. Our plans for future disclosure are detailed in the Environmental impact report on pages (75 to 76). b) Targets to manage risks and opportunities We face transitional challenges in obtaining relevant data, and in our modelling and analytical capabilities needed to establish climate-related targets. Our plans for enabling future disclosure are detailed in the Environmental impact report on pages (75 to 78). Consistent Partially consistent Not consistent #### Risk Management approach to climate considerations The processes for identifying and assessing climate-related risks follows the Group Risk Management process on pages (52 to 56), and includes the thematic overview of qualitative climate scenarios on pages (68 and 69) over each of the relevant time horizons, and is further supplemented by additional information for physical risks as detailed in the Physical risks section on pages (72 to 73). The Group’s climate risks and opportunities taxonomy is aligned with classifications in Tables A1.1 and A1.2 (pp. 70–73) of the Implementing the Recommendations of the Task Force on Climate-related Financial Disclosures updated October 2021 guidance. Climate-related risks are explicitly considered within the Group’s enterprise risk management framework and are assessed alongside other strategic, operational and financial risks using the same governance processes, risk assessment methodologies and controls. The potential size and scope of identified climate-related risks was then estimated and measured with internal industry expertise against the Group’s Risk Prioritization Matrix. Where risk or opportunity ratings are material, management consider strengthening climate scenarios to further enhance the analysis of these risks. The disclosures included in this Annual Report are consistent with the TCFD recommendations in all material respects. Certain disclosures, particularly in relation to metrics and targets, are partially complete and will be enhanced in future reporting periods. #### Strategy - climate considerations The Company’s projects typically have a completion and onward sale timelines aligned to the medium term, such development projects are prone to certain climate-related transition risks and opportunities in the short to medium term, whereas the Company’s landbank has an expected onward sale timeline in the long term and could be impacted by both transition and longer-term physical climate-related risks. Climate-related considerations are taken into account in key strategic and operational decisions, including land acquisition assessments, contractor selection and project design, with the objective of mitigating potential climate-related risks and capturing relevant opportunities where practicable. For the purposes of climate-related assessments, the Company defines short term as 0–5 years, medium term as 5–10 years, and long term as more than 10 years. See the Identification of risks and opportunities section on pages (70-73) for more details on the definitions of short, medium and long time horizons. #### TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES continued ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 68 As part of our risk review processes, we developed a thematic overview of qualitative climate scenarios to support our identification and assessment of climate-related risks and potential opportunities that could have a material impact for the year-ending 2025 and over the short, medium and long time horizons. The overview includes key climate change concepts and findings on possible physical outcomes and regulatory response implications that may affect our industry. The overview relied on a widely used publicly available and peer reviewed Intergovernmental Panel on Climate Change’s (IPCC) Sixth Assessment Report (AR6) and the Coupled Model Intercomparison Project’s corresponding Shared Socioeconomic Pathways (SSPs). The AR6 references the Representative Concentration Pathways (RCPs), which are trajectories of greenhouse gas concentrations that provide a broad range of climate outcomes adopted by the IPCC. The combination of SSP scenarios and RCP climate projections provides a framework to consider potential future climate impacts. Scenarios are not intended to be forecasts for the future but provide guidelines regarding plausible outcomes against which Dar Global can assess its risks and opportunities. As there is a high degree of uncertainty on which scenarios would best fit future outcomes; for ease of comparability with our peers, our approach on selection was to consider the SSPs and RCPs commonly used in the industry that would pose the greatest test to our resiliency. Accordingly, the purpose of the Company’s scenario analysis is to assess the resilience of its strategy under different plausible climate-related futures, rather than to predict specific financial performance or outcomes. As the nature of the Company’s business exposes it to scenarios consistent with increased physical climate-related risks, we have also assessed a scenario representing potential outcomes from a trajectory leading to a temperature increase above 2°C from pre-industrial levels by 2100, in addition to transition to a low-carbon economy scenarios consistent with a 2°C or lower increase by 2100. In selecting a low-carbon economy scenario, we considered Paris Agreement aligned Orderly Transition to a low-carbon economy scenario (SSP 1 - RCP 1.9) in addition to a Disorderly Transition scenario (SSP 1 - RCP 2.6). The Disorderly Transition scenario was retained as it was assessed as both more consistent with current trends and representative of a set of higher impact transition risks as increases in regulatory requirements and changes in customer expectations would be delayed and more abrupt. For scenarios resulting in global temperature increases of more than 2°C, higher increases in temperatures over the longer term are expected to result in higher impact physical risks and increased frequency of acute and chronic weather events worsening significantly over time. The analysis concentrates on a longer timescale (up to 20 years) than transition risks (up to five years) given physical risks typically manifest over a longer period. A high emissions scenario (SSP 5 - RCP 8.5) was therefore selected for our analysis of the physical risks. #### TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES continued #### CLIMATE SCENARIOS ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 69 Short and Medium term Medium term The world shifts pervasively towards a more sustainable path in a well-coordinated and effective long term global response to climate change aligned with the Paris Climate Change Agreement. Transition risks pose a challenge whilst physical risks are broadly contained to low materiality. The pace of regulatory change to limit warming to below 2°C by 2100 is robust but measured in the short to medium term resulting in: • Gradual increase in carbon pricing impacting the cost of energy and fuel, lower carbon products, materials and techniques. • Gradual increase in customer demand for greener housing over the medium term, with higher pricing partially offset by lower mortgage rates. The global response to climate change is late and disruptive, with annual emissions not decreasing until 2030. The risk profile is similar to the Orderly Transition scenario, with transition risks more pronounced over the medium term. Transition risks pose a challenge whilst physical risks are broadly contained to low materiality. The pace of regulatory change to limit warming to below 2°C by 2100 is slow and manageable in the short-term followed by abrupt changes: • Sharp increase in carbon pricing impacting the cost of energy and fuel, lower carbon products, materials and techniques. • Very gradual increase in customer demand for greener housing over the medium term, with higher pricing partially offset by lower mortgage rates. #### Overviewof possibleimplicationsRisk time horizons Long term The world places faith in competitive markets, innovation and participatory societies to produce rapid technological progress and development of human capital as the path to sustainable development. The global response is very late, poorly coordinated and ineffective, with a shift in focus from mitigation to adaptation, resulting in warming of 4°C or more by 2100. Under this scenario, the world will see a sharp increase in frequency of heatwave days, and a corresponding increase in the occurrence of prolonged drought stress. Increases in heavy precipitation days with drier summers and wetter winters could also increase the prevalence of subsidence conditions and forest fires. Physical risks, particularly over the long term, tend to be more pronounced under this scenario. This scenario is punctuated by: • Lower transition risks with fewer regulations, no carbon taxation, and customers leading energy intensive lifestyles. • Increased frequency of intense acute and chronic weather events associated with greater levels warming, including heatwaves and more frequent and severe storms, potentially necessitating supplier relocations and negatively impacting productivity. • Coastal flood risk is expected to increase with sea-level rising. #### Scenario sourceScenario Orderly Transition Disorderly Transition Hot House World IPCC SSP1/RCP1.9 IPCC SSP1/RCP2.6 IPCC SSP5/RCP8.5 #### TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES continued The table below sets a summary of the overview of qualitative climate scenarios. ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 70 #### CLIMATE-RELATED RISK AND #### OPPORTUNITY ASSESSMENTS Following the process outlined in the Risk Management approach to climate considerations section on pages 66 to 67, Management determined for each risk and opportunity, which time horizons (short, medium or long term) could result in a material impact. These risks and opportunities were then assessed as at year end 2025 and risk-rated using the Group’s Risk Prioritisation Matrix and Opportunity Prioritisation matrix. More information on the approach can be found in the Risk Management approach to climate considerations section on pages 66 to 67. The outcome of the assessments is summarised below. #### Opportunities Climate-related opportunities potentially arising in each time horizon that could have a material financial impact on the organization are as follows: Opportunities Potential impact\* Our response Time horizons Category Green capital Attracting green finance at lower interest rates, and broadening the pool of potential investors considering climate-related risks, opportunities and progress in reducing emissions when reviewing portfolios. We engage with our finance providers to understand qualifying green solutions and review their viability for potential adoption in projects. #### Market Low Medium Sustainable practices Adopting low-emissions materials and processes, ahead of regulation, may provide a cost advantage and improve reputation. As climate awareness and energy prices increase, property buyers are expected to favour lower carbon homes and expect greater operational energy efficiency. In addition, customer preference for new build over second- hand housing stock could further support demand for more efficient homes, with the latest technologies. Using low-carbon materials in the build process may further provide cost savings through any avoided carbon taxations within the supply chain. Our approach to development emphasises considering the use of technology and green practices wherever feasible. We engage with customers regularly to monitor and understand changing customer attitudes to sustainability issues including low carbon homes. Cost gains are not expected to be significant over the short to medium term. #### Productsand Services Low Short and Medium Customer adaptation – increasing demand for resilient new builds Greater variations in seasonal climate may increase the attractiveness of new locations for seasonal homes and a migratory lifestyle. Concerns about rising sea levels and more frequent climate-related events may increase demand for new resilient branded master planned communities in less vulnerable locations. We engage with customers to understand demand for resilience and new locations of interest. #### Productsand Services High Long \*Prior to response #### TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES continued ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 71 #### Transition risks Climate-related transition risks potentially arising in each time horizon that could have a material financial impact on the organization are as follows: Opportunities Potential impact\* Our response Time horizons Category Velocity of change in customer demands Increased demand for low-carbon homes as sustainability awareness grows, which could result in lower than expected sale price of existing stock or cause additional retrofitting costs such as low emission electrification and electric vehicle charging infrastructure. We monitor changing customer attitudes to attributes they seek in their properties, including sustainability matters. We engage through customer relationship management and sales teams to ensure feedback on customer preferences is factored into planning. We have minimum pre-sales thresholds that must be met prior to engaging main contractors, and deliverables including any green infrastructure are detailed in our sales contracts. #### Market High Medium Carbon pricing - more expensive new build units Increasing cost of carbon-offsetting materials and construction due to government legislation. Steel, concrete, cement and glass all have energy intensive production which could require increased energy input costs or be subject to carbon offset regimes. We may face a period of insufficient land availability if downward revisions in market pricing lag as landowners revise expectations. The Company’s target clientele for its luxury offering typically have higher disposable income and are less price sensitive than for most developers, so any slowdown in demand and unit size is expected to be less pronounced for the Company. Emerging requirements form part of development appraisals at the land purchase stage or subsequently. There may also be a downward adjustment in new build unit sizes impacting the market as a whole, and lower demand for new units until existing home prices adjust upwards. #### Policy #### & Legal High Medium Velocity of regulatory environment Potential for unexpected national policy actions causing an increase in construction costs that may have a secondary effect of decreasing the value of our landbank. We monitor and evaluate changes in government policies. Though located in jurisdictions with high environmental standards, our landbank is relatively small compared to the size of our balance sheet, so the materiality of the impact is expected to be limited. #### Policy #### & Legal Moderate Medium Enhanced emissions disclosure obligations More detailed and stringent obligations may cause a significant slowdown selection and onboarding processes of third party contractors and their suppliers internationally, in addition to increasing the cost of tracking data, analysis and reporting. We monitor changing regulatory requirements and are responsive to regulator feedback. #### Policy #### & Legal Low Medium Stakeholder perception Perceptions by segments of our investors and employees about the Company’s commitment to sustainability may be negatively affected if it does not show sufficient progress. We conduct client and shareholder engagement in relation to our developments. #### Reputation Moderate Medium \*Prior to response #### TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES continued ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 72 #### Physical risks When considering a climate hazard that might occur, we have taken into account regions in which Dar Global’s developments and land are currently located, in addition to regions we have plans to gain exposure to in the coming years. To gain some perspective on potentially material unmitigated exposure, we reviewed the IPCC’s Working Group 1 Interactive Atlas using relevant parts of the CMIP6 dataset. The highest impact changes on our Company were assessed to be from percentage changes in acute precipitation, and changes in temperature and sea level. Modelled changes in windstorm intensity were found not to be significant on a 20-year time horizon. Management considered potential implications of such changes on the Company’s key locations, and in particular on its landbank. As the Company’s landbank is not large when compared to the size of its balance sheet, the materiality of the impact for landbank related risk tended to be subdued. Climate-related physical risks potentially arising in each time horizon that could have a material financial impact on the organization are as follows: Risks Potential impact\* Our response Time horizons Category Weather disruption to build activity Increased frequency of severe weather (heat, cold or precipitation) or damage to construction sites from extreme weather events. Consecutive days lost could lead to delays in delivery. Annual wettest day precipitation in percentage terms is expected to increase moderately in all locations; the Arabian Peninsula has significant variation in modelled outcomes, though not high in absolute terms, some modelled outcomes have the potential to stress local drainage systems and may result in an increased incidences of flooding. We design schemes with flood protection and drainage systems. We subcontract all construction work, together with responsibility for managing site safety. Contractors are liable for penalties for delays that mitigate financial impact on the Company, force majeure clauses are reflected in unit sales contracts with customers. #### Acute Moderate Long Velocity and impact of adaptation As frequency of climate impacts increase, client appetite for properties and locations vulnerable to climate change may shift decisively over a period of 3-5 years as a result of a series of acute climate-related events, potentially impacting demand for projects under construction. Demand for adaptation on partially completed units may increase abruptly, with a corresponding increase in adaptation costs or a reduction in pricing. Thorough environmental due diligence, including flood risk, is performed on land prior to entering into agreements. Each of our developments is designed by specialist teams alongside contractors, selecting appropriate materials and fixing details which can withstand local conditions. In respect of mid- to high-rise buildings, wind engineering includes dynamic or physical modelling, analysis and testing at the pre-planning stage. Façade design ensures mechanical fixings to areas such as roofs and balconies to resist elements being removed by high wind, as well as other mitigating features such as screening and planting. #### Acute High Long Flood risk Increased incidences of coastal flooding from sea level rise combined with storm surges. Several locations where the Company has undertaken major projects are in low-laying coastal cities, though these are medium-term exposures and the Company’s longer term landbank does not have exposure to immediate coastal flooding risk. The median estimated sea-level rise over the next 20 years is approximately 20cm for regions in which we currently have active projects. The East Coast of North America, where there is potential for future projects, has a median estimate sea level rise of approximately 30cm, albeit with a strong capacity to build coastal flood defences. Flood risk assessments are conducted for all developments during the land acquisition process to identify and address flood mitigation requirements. We do not acquire land unless we can mitigate flood risk. #### Chronic Moderate Long #### TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES continued ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 73 Risks Potential impact\* Our response Time horizons Category Building adaptation Changes to building specifications required to adapt to long-term shifts in climate patterns. Heat stress increases gradually and becomes a moderate risk beyond 2045 and towards the end of the current century. We have extensive experience in the Arabian Peninsula which has some of the highest degrees of heat stress and decades in adaptation. Our experts collaborate closely with energy consultants to mitigate the risk of overheating through design, insulation and high-capacity air conditioning systems. #### Chronic Low Long Subsidence Subsidence conditions and susceptibility for soils like clay could be affected in the next 5-20 years and further increase beyond due to warmer and drier summers as well as wetter winters. The risk of subsidence is assessed at a project level prior to land acquisition. During detailed design, external experts undertake further assessment and ensure appropriate measures are incorporated to mitigate these risks. Our developments have piled foundations which are engineered to ensure the buildings are anchored deep into the ground. There are additional factors of safety margins for foundations/ piling already in place which mitigates against the risk of subsidence. For our housing developments, the foundation design is agreed with specialist consultants to ensure it is appropriate for the underlying geology and risk of subsidence. #### Chronic Low Long \*Prior to response #### TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES continued ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 74 #### Strategic Impact Further to our assessment of climate-related opportunities, transition risks and physical risks detailed in the Climate-related risk and opportunity assessments section on pages 71 and 72, whilst climate change will likely have a negative impact overall under all scenarios and timeframes, our capital- light business model is expected to help limit the inherent impacts, and, through our ability to select appropriate land and contractors at the start of each project, sufficient flexibility is available to mitigate impacts to an acceptable level in each case as follows: • Orderly transition: Increasingly stringent building regulations brings higher transition costs. While we acknowledge exposure to some short to medium-term climate-related risks, including emerging regulations, they are not considered to result in material financial impacts. Anticipated costs related to the delivery of any lower emission buildings will be included in land acquisition appraisals. • Disorderly transition: Given our contractors’ supply chains account for a large part of our value chain emissions, the Company faces the greatest climate-related risk under this scenario, mainly due to sharp increases in carbon pricing that could occur towards the end of the medium term. We plan to start engaging with our contractors and their suppliers to gain further insight into their ability to withstand such changes, and deliver low-embodied carbon homes. • Hot house world: The physical impacts of climate change on the Company are manageable, it has experience alongside its contractors in adapting designs to prevent overheating and conducting flood risk assessments prior to bidding for land. Whereas these risks are expected to grow over time, there is significant uncertainty about their extent and impact on the Company and so we will continue to assess and monitor these risks. #### Impact on financial statements Climate-related issues have not had a material impact on the Company’s financial performance nor financial position to date. This conclusion reflects the Group’s project-by-project nature of its development activities, its ability to adjust, design and delivery decisions at an early stage, and the geographic diversification of its portfolio, which together limit the potential for climate-related risks to result in material financial impacts at Group level. The carrying value of work in progress and land is assessed via a net realisable value exercise and any adjustments required are made within the financial statements. Specifically, relating to land and the possible impact from climate change, the Group uses the latest environmental reports to assess the impact from flooding on the viability of the land. The Group does not have goodwill, or other intangible assets, that would be subject to an annual impairment assessment and thus the impact of climate change on the future cash flows required to perform this assessment are not required. For purposes of the Company’s strategy and planning process, going concern and viability assessments, climate-related risks identified that fall within planning timelines are not currently one of the Group’s Principal Risks. More information on how identified risks and opportunities are prioritised and considered in business decision-making, formulation, and financial planning can be found in the Risk Management section on pages 52 to 56. #### TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES continued ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 75 #### TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES continued ## ENVIRONMENTAL ## IMPACT REPORT As a business, we collect data to provide the Board of Directors with key metrics to enable the management and the Board to ensure compliance with regulations. #### Organisational boundaries Dar Global creates homes and neighbourhoods across several jurisdictions, outsourcing 100% of construction and refurbishment activities to main contractors. It is headquartered in the UAE and defines its organisational boundaries on the basis of operational control. Emissions, energy and water consumption in 2025 result only from electricity, water and district cooling usage in the UK and [eight offices located internationally. As a consequence, the majority of Dar Global’s direct emissions, energy and water consumption is non-UK based, and results from the operations of our global offices. #### Explaining scope 1, 2 and 3 Greenhouse gas (GHG) emissions To measure and manage our carbon emissions, we follow the Greenhouse Gas Protocol global framework, which identifies three scopes of emissions. Scope 1 represents the direct emissions we create. Scope 2 represents the indirect emissions resulting from the use of electricity and energy to run a business. Scope 3 represents indirect emissions attributed to upstream and downstream activities taking place to provide completed units and services to customers. Our upstream activities include emissions from our supply chain including materials, manufactured fittings, transport, construction and waste. Our downstream activities include business travel and customer homes. Methodology The GHG Protocol Upstream Activities Downstream Activities Scope 2 Indirect Scope 3 Indirect Scope 1 Direct Scope 3 Indirect Purchased Electricity, Steam, Heat & Cooling Materials Manufactured Fittings Site Fuel/ Energy Outsourced Construction TransportConstruction Waste Commuting Energy/Heat Generation at Company Facilities Company Vehicles Fugitive Emissions Marketing Employee Commuting Business Travel Customer Homes Brand Partnerships SF 6 CH 4 PFCs N 2 0 C0 2 HFCs ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 76 #### TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES continued #### Performance Tables We will review our base year and metrics periodically to ensure relevance as more data comes available to us. All of Dar Global’s electricity utilisation is currently location-based. 2023 2024 2025 #### Reporting Criteria Reported GHG emissions and energy consumption within the Dar Global Group 2025 Annual Report are based on its operational boundary. The emissions and energy consumption disclosed for 2024 and 2025 are aligned to Dar Global’s financial reporting year (1 January to 31 December) and are considered material to its business. #### Scopes 1 and 2 reporting boundaries The following reporting parameters are used to report emissions and energy consumption related to Scopes 1 and 2: • Scope 1: We are responsible for fugitive gas emissions from air conditioning units in offices we occupy, however, the majority of our office space benefits from district cooling in the form of chilled water which results in substantially lower direct usage of refrigerant gas across properties we occupy; after careful consideration, management have determined such emissions to be of insufficient materiality to warrant reporting. • Scope 2: Electricity and cooling consumed for office and sales sites result in indirect emissions from production of electricity and chilled water. #### Scope 3 Scope 3 emissions and energy consumption are excluded from Dar Global’s reporting. The Company has prioritised establishing robust organisational boundaries and data quality for Scope 1 and Scope 2 emissions. The complexity of Scope 3 emissions across multiple jurisdictions, contractor-led construction activities and varying data availability supports a phased approach to disclosure, with further metrics and targets to be developed as methodologies mature and reliable data becomes available. Scope 3 assessment includes, but is not limited to, the following activities: • We outsource 100% of our construction and refurbishment activities to main contractors, and do not purchase fuels directly for development sites. As such, these activities are outside of Dar Global’s defined operational boundary. • Customer-occupied post-development sites where Dar Global has retained legal ownership: emissions are excluded and not quantified as the purchasers or tenants are the consumers of the energy in this instance. • We do not own or lease Company vehicles for contractors or employees. GHG emissions and energy use data Scope 1 emissions from activities for which the Company controls including combustion of fuel & operation of facilities / tCO 2 e UK and offshore UK and offshore UK and offshore 0 5 5 24,580 0.49 N/A\* N/A\* 0 6 6 27,301 0.55 1.09 0.95 0 8 8 354,913 0.71 1.41 1.23 0 132 132 630,112 0.69 0.36 N/A\* 0 189 189 603,750 0.77 0.79 0.52 0 189 2,457 784,875 1.001 1.02 0.67 Global (excluding UK and offshore) Global (excluding UK and offshore) Global (excluding UK and offshore) Scope 2, location-based emissions from purchase of electricity, heat, steam and cooling purchased for own use / tCO 2 e Total gross Scope 1 & Scope 2 emissions / tCO 2 e Energy consumption used to calculate Scope 2 emissions above: /kWh Intensity ratios: (gross Scope 1 + 2) tCO 2 e per Full Time Employee tCO 2 e per USD 1 million in revenue tCO 2 e per legally completed 100 sqm ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 77 #### TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES continued #### Cooling (Scope 2) Cooling in the form of chilled water is used in several offices we lease. We are not currently reporting the information on consumed chilled water that would have otherwise featured under Scope 2 this year, and we are working with our landlords to obtain information for inclusion in future reports. #### Location-based and market-based reporting DarGlobal has reported location-based emissions for Scope 1 and Scope 2. #### Data sources Raw data for each administrative and sales office has been collected on a monthly basis as follows: #### Electricity (Scope 2) Purchased electricity measured in kilowatt- hours based on monthly invoice records or meter readings, or where unavailable, estimates based on data from of periods with actual reported consumption. #### Data coverage Data coverage by activity area for 2024 and 2025 is as follows: #### Electricity Electricity in 2024 and in 2025: Energy consumption from 6 out of 7 (86%) of our permanent offices reported. One building had neither meters installed nor individual invoicing, consumption for this office was estimated. #### GHG emissions Scope 3 We recognise the high carbon-intensity nature of the real estate development industry, in particular the production of materials, and we are committed to using our position to have important conversations with our contractors and their suppliers. Dar Global does not currently report on indirect emissions that occur in its value chain for Scope 3. The Company operates in multiple jurisdictions that have made GHG reduction commitments, and whose regulations and implementations are at varying stages of maturity. As such, the Company plans to undertake an exercise in 2026 to determine its approach to the evaluation of its GHG scope 3 emissions. #### Water usage and waste The Group utilises water exclusively delivered by local utility companies to its offices. Water utilisation and waste generated by contractors on construction sites are excluded from scope. As such, management have determined water consumption and production of waste from office use not to be sufficiently material to warrant reporting. #### Reporting methodology #### Electricity (Scope 2) UK Government Environmental Reporting Guidelines 2019 have been used as the basis for disclosures, with the exceptions listed above. UK Government GHG Conversion Factors for Company Reporting 2024 and 2025 have been applied to FY 2024 and 2025 data (covering 1 January to 31 December) respectively. The 2024 and 2025 Statistical Review of World Energy published by the Energy Institute were used to derive factors applied to overseas electricity figures for 2024 and 2025 respectively. All emissions are calculated as carbon dioxide equivalent (CO 2 e). Gases emitted by third parties, other than our direct electricity providers, for the production of electricity and chilled water are not reported as they are not considered relevant to the direct business activities of Dar Global. Energy consumption has been reported in kilowatt-hours (kWh). Emissions and energy consumption have been calculated using raw data values and estimations multiplied by their corresponding conversion factors as follows: • For UK sourced electricity, the UK Government’s GHG Conversion Factors for UK and offshore Company Reporting, and • For international offices, emissions by energy companies where provided, and otherwise, using factors derived from the Energy Institute Statistical Review of World Energy for international electricity consumption. For buildings where electricity meters are not installed, an average consumption per square foot of the nearest comparable Group office was used to estimate consumption. #### Transition planning and target setting The Company has a capital light model, outsourcing construction and material supply to contractors, and does not operate plants or facilities that have a long-life span. Whereas the Company recognises that its greatest impact on overall GHG emissions stems from scope 3 emitted by its third-party contractors and their suppliers, the Company is dependent on regulations applicable to them and on their ability and willingness to develop and adopt enabling technologies in order to reduce emissions. Whilst the Company considers the use of green technologies and practices wherever feasible, due to transitional challenges in obtaining relevant data, modelling and analytical capabilities, it does not currently have formal plans for transitioning to a low- carbon economy. ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 78 #### TASK FORCE ON CLIMATE-RELATED FINANCIAL DISCLOSURES continued #### Intensity ratios Intensity ratios were deemed relevant to our electricity utilisation. Our intensity ratio denominators are calculated as follows: • Revenues (per USD 1 million): last 12 months’ revenues as per our Group financial statements. • Full Time Employees (per FTE): using average FTE for the year. • Legally completed floor area (per 100 sqm) during the year. Given the Group’s operations are experiencing high growth, in addition to a long lag for legal completion of floor area, the base year for legally completed floor area (per 100 sqm) may require several revisions until such time operations stabilise further. It is expected the outcome of the Company’s GHG scope 3 exercise in 2026 would form a basis for a plan for transitioning to a low-carbon economy, and for further addressing its climate-risk profile and specific activities intended to reduce GHG emissions in its value chain, taking into consideration challenges due to its short operating history and activities across jurisdictions. The exercise will also consider whether there is a need to establish metrics, and any approach, as needed, to evaluating third parties’ ability to reduce emissions, improve product efficiency through their research, development, demonstration, and deployment. Although we have set a timeline of 2027 for GHG scope 3 disclosures and 2028 for transition plans, we recognise there could be significant challenges, and expect to be in a position to better estimate the timeline for the Company to evaluate its GHG scope 3 emissions, establish a baseline, and put in place a viable transition plan with targets upon completion of its exercise to be undertaken in 2026. In addition, the exercise will consider enhancements to our climate-related risk assessment process. The Company will continue to monitor regulations relating to emissions, customer preferences for sustainable solutions, and third parties’ ability to withstand acute weather events. Further metrics will be considered when establishing our transition plan and reviewed periodically in a manner proportionate with the Company’s operations. ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 79 #### STATEMENT OF DIRECTORS #### RESPONSIBILITIES IN RESPECT OF #### THE ANNUAL REPORT AND THE #### FINANCIAL STATEMENTS The Directors are responsible for preparing the Annual Report and the consolidated financial statements and company financial statements of Dar Global PLC (“the Group and parent Company financial statements”) in accordance with applicable law and regulations. Company law requires the directors to prepare Group and parent Company financial statements for each financial year. Under that law they are required to prepare the Group financial statements in accordance with UK-adopted international accounting standards and applicable law and have elected to prepare the parent Company financial statements in accordance with UK accounting standards and applicable law (UK Generally Accepted Accounting Practice), including FRS 101 Reduced Disclosure Framework. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and parent Company and of the Group’s profit or loss for that period. In preparing each of the Group and parent Company financial statements, the directors are required to: • Select suitable accounting policies and then apply them consistently; • Make judgements and estimates that are reasonable, relevant, and reliable; • State whether they have been prepared in accordance with UK-adopted international accounting standards; • Assess the Group and parent Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and • Use the going concern basis of accounting unless they intend either to liquidate the Group or the parent Company or to cease operations or have no realistic alternative but to do so. The directors are responsible for ensuring that the Group and parent Company maintain adequate accounting records that are sufficient to show and explain the parent Company’s transactions and disclose with reasonable accuracy at any time the financial position of the parent Company and to enable them to ensure that its financial statements comply with the Companies Acts 2006. They are responsible for such internal controls as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group and to prevent and detect fraud and other irregularities. Under applicable law and regulations, the directors are also responsible for preparing a Strategic Report, Directors’ Report, Directors’ Remuneration Report and Corporate Governance Statement that complies with that law and those regulations. The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company’s website. Legislation in the UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. In accordance with Disclosure Guidance and Transparency Rule (“DTR”) 4.1.16R, the financial statements will form part of the annual financial report prepared under DTR 4.1.17R and 4.1.18R. The auditor’s report on these financial statements provides no assurance over whether the annual financial report has been prepared in accordance with those requirements. Responsibility statement of the directors in respect of the annual financial reportResponsibility statement of the directors in respect of the annual financial report We confirm that to the best of our knowledge: • The financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole; and • The strategic report/directors’ report includes a fair review of the development and performance of the business and the position of the issuer, and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face. #### Approval of the Strategic report The Directors’ Report, which has been prepared in accordance with the requirements of the Companies Act 2006, has been approved by the Board and signed on its behalf by: David Weinreb Chairman 10 March 2026 ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 80 # GOVERNANCE # REPORT 81. Corporate Governance Framework 84. Board of Directors 86. Senior Leadership Team 87. Audit and Risk Committee Report 91. Nomination Committee Report 93. Directors’ Remuneration Report 97. Directors’ Report 02. GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 81 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT #### Corporate Governance #### Compliance Statement The 2024 UK Corporate Governance Code (“the Code”) sets out the principles and provisions relating to good governance of UK listed companies and can be found on the Financial Reporting Council’s website at www.frc.org. uk. It is the Board’s objective to follow, at all times, the prevailing principles of good governance and the Code, adopting best practices and conducting business with honesty, transparency, clarity and integrity. The Company has applied the principles of the 2024 UK Corporate Governance Code and has complied with its provisions throughout the financial year, save for the specific departures. Details of where the Company is not currently in full compliance with the provisions of the Code are set out below: • Provision 2: The Group is still maturing its non-financial internal reporting systems, procedures and practices. The Board currently receives periodic reports on human resources matters which provide some insight into the Group’s culture. Management will continue to evolve these reports to allow the Board to better assess and monitor the culture of the Group and how the desired culture has been embedded. • Provision 17: While the Company had intended to formalise succession plans during the previous financial year, this work was deferred due to the prioritisation of other governance matters, including the implementation of enhancements to the Group’s governance framework. The Nomination Committee considers it appropriate to complete succession planning once the strategic priorities have stabilised, and this work is now planned for completion during the current financial year. • Provisions 21 and 22: In view of the appointment of the Chairman of the Board on 3 October 2024, it was agreed that it would be more appropriate and effective to undertake an external Board performance evaluation during the 2026 financial year. The Board will engage an external evaluator to conduct an evaluation in 2026 with the results reported in the 2026 Annual Report. • Provision 24: The Chairman of the Board is not normally a member of the Audit and Risk Committee. However, the Committee considered it appropriate to appoint him as a member in order to benefit from his very considerable knowledge and experience of developing and investing in large, complex real estate projects. • Provision 29: The Group continues to evolve and embed its risk management policy and processes. Notwithstanding considerable progress, the Board recognises that we are not fully in line with the requirements set out in the Code and has therefore determined to work with management toward further strengthening and deepening the Groups review process over the coming year. • Provision 32: Before his appointment as Chairman of the Remuneration Committee, Richard Stockdale had not served on a remuneration committee for 12 months. Richard was responsible for all remuneration related matters for Middle East hired staff in his capacity as head of Lloyds Bank for the Middle East. The Board considers Richard to have sufficient knowledge and experience of matters relating to remuneration to chair the Company’s Remuneration Committee effectively. Further details can be found on page 93. • Provision 33: During the 2025 financial year, the remuneration of the senior management continued to be determined by the CEO under existing management arrangements. While the Company had intended to transition these responsibilities to the Remuneration Committee earlier, this was deferred due to the prioritisation of other remuneration and governance matters. The Remuneration Committee and the Board have since implemented the necessary arrangements to ensure that remuneration for senior management will be determined in accordance with Provision 33 from 2026 onwards. • Provisions 36 and 37: The Remuneration Policy and LTIP scheme approved by shareholders at the 2024 AGM are aligned with Provisions 36 and 37; however, the LTIP scheme has not yet been put into practice. The Company will keep this under review as the business continues to grow and mature as a public listed entity. The remuneration arrangements currently in place are deemed to be consistent with the Group’s current level of development. The Board • Sets the Group’s purpose, values and strategy and satisfies itself that these are aligned with culture. • Provides entrepreneurial leadership, promoting long-term sustainable success and shareholder value creation. • Oversees the Group’s risk management processes and internal control environment. Read more on pages 84 to 85 → Board Committees • The Board delegates certain matters to its three permanent Committees, the terms of reference of which are available at: darglobal.co.uk. Read more on pages 87 to 92 → Audit & Risk Committee • Reviews and reports to the Board on the Group’s financial reporting, internal control, whistleblowing, internal audit and the independence and effectiveness of the External Auditors. Read more on pages 87 to 90 → Nomination Committee • Reviews the structure, size and composition of the Board and its Committees, and makes recommendations to the Board. Reviews diversity, talent development and succession planning. Read more on pages 91 to 92 → Remuneration Committee • Determines the Company’s remuneration policy and setting the remuneration of the Chair, executive directors, senior management and the Company Secretary. • Oversees remuneration structures to support the Company’s strategy and long-term sustainable success, promote alignment with shareholder interests, and ensure compliance with applicable governance and regulatory requirements. Group Leadership Team • Supports the Chief Executive Officer in the development and delivery of strategy. • Responsible for day-to-day management of the Group’s operations. #### CORPORATE GOVERNANCE #### FRAMEWORK ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 82 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT #### CORPORATE GOVERNANCE FRAMEWORK continued #### Board Responsibilities The Board is the main decision-making and review body of the Company. The Board’s remit is set out in its schedule of Matters Reserved for the Board which details specific responsibilities including: • Strategy and management; • Structure and capital; • Financial reporting and controls; • Internal controls and risk management; • Approval of major capital projects; • Communications to the market; • Board membership and appointments; • Remuneration, Group policies; and • Corporate governance matters. The Board determines which matters are delegated to committees of the Board and the division of responsibility between the Chairman and Chief Executive. #### Culture The Board is responsible for setting the Group’s purpose, values and strategy, which are set out in the Strategic Report at pages 22 to 51. The Group has an entrepreneurial, high-performance, growth-oriented culture which promotes a high degree of diversity and inclusivity given the international nature of its business. The Board recognises the contribution of this culture to the success of the business and is satisfied that it is aligned with the Company’s purpose, values and strategy. #### Workforce engagement The Company has adopted an alternative workforce engagement arrangement which is appropriate for a company of its current size and composition. The CEO and the Group Leadership Team ensure that the views of the wider workforce are regularly represented to the Board by providing information on workforce matters including equality, diversity and inclusion and team development initiatives. The Board is satisfied that it is in-line with the growth and requirements of the business. David Weinreb 6/6 5/5 1/1 2/2 Maurice Horan 6/6 5/5 1/1 2/2 Richard Stockdale 6/6 5/5 1/1 2/2 Yousef Al-Shelash 5/6 n/a n/a n/a Ziad El Chaar 6/6 n/a n/a n/a #### Shareholder engagement The Board has defined an investor relations programme that aims to ensure both existing and potential investors understand the Group’s strategy and business, and that executive management are able to devote proper time to shareholder engagement. Management provided a presentation to investors following the publication of the half-year results and intend to do the same following the release of the full year results. The updates are posted on the Group’s investor relations website and available to all shareholders. The results presentations will be followed by formal investor roadshows. The Chairman (or the Senior Independent Non-Executive Director) will be available to engage directly with major shareholders to discuss governance matters, performance against strategy and any material changes. The Board receives regular updates from the Chief Executive Officer and the Chief Financial Officer, as well as market reports from the Company’s corporate brokers, Panmure Liberum. #### Operation of the Board and advice #### for Directors All Directors have the right to raise any concerns they might have about the operation of the Board or the management of the company and to have the same recorded in the minutes. All Directors may seek independent professional advice in connection with their roles as Directors. All Directors have access to the advice and services of the Company Secretary at the expense of the Company. #### Conflicts of Interest In accordance with the Company’s Articles of Association, the Board has a formal system in place for Directors to declare conflicts of interest and for such conflicts to be considered for authorisation. The Board has adopted a policy to identify and manage Directors’ conflicts or potential conflicts of interest. Directors’ interests are reviewed by the Board at each meeting. Any external appointments or other significant commitments of the Directors require the prior approval of the Board. #### Board composition and Directors’ independence As at the date of this Annual Report, the Board comprised five Directors: The Chairman (who was independent on appointment), one Executive Director, one Non-Executive Director and two Independent Non-Executive Directors. No one individual or small group of individuals dominates the Board’s decision-making. The Board has reviewed the ongoing independence of the Non-Executive Directors by reference to Provision 10 of the Code and the directors’ individual circumstances, including their external appointments, conflicts of interest and their conduct and independence of thought and judgement. Following careful consideration, the Board is satisfied that there are no circumstances which are likely to impair, or could appear to impair, the independence of Maurice Horan and Richard Stockdale. Yousef Al-Shelash is not considered to be independent as a consequence of his connection with the major shareholder. Yousef’s letter of appointment contains additional clauses covering confidentiality, insider dealings and conflicts of interest. The Board considers Yousef to be independent in character and judgement when joining Board debates or discussions in which he is not conflicted. #### Board and Committee meeting attendance The Directors’ attendance at Board and Committee meetings in 2025 is set out in the table below: Board meetings Audit and Risk Committee meetings Nomination Committee meetings Remuneration Committee meetings #### Composition, succession and evaluation #### Division of responsibilities The Board recognises the importance of a clear division of responsibilities between Executive and Non-Executive roles and, in particular, a clear delineation of the Chairman’s responsibility to run the Board and the Chief Executive Officer’s responsibility for running the Group’s business. The roles of the Chair, Chief Executive Officer and Senior Independent Director are clearly defined and have been approved by the Board and are accessible at www.darglobal.co.uk. ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 83 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT #### CORPORATE GOVERNANCE FRAMEWORK continued #### Election and re-election In accordance with the Company’s Articles of Association and the Code, all Directors will stand for election or re-election at the Company’s 2026 Annual General Meeting. #### Appointment, removal and tenure Non-Executive Directors are appointed for a term of three years, subject to earlier termination, including provision for early termination by either the Company or by the individual on three months’ notice. All Non- Executive Directors serve on the basis of letters of appointment, which are available for inspection at the Company’s registered office and at the AGM. All Non-Executive Directors are required to devote sufficient time to meet their Board responsibilities and demonstrate commitment to their role. The time commitment of each Non-Executive Director was considered prior to their appointment to determine that it was appropriate. The letters of appointment for each Non-Executive Director specify the time commitment expected of them and contain an undertaking that they will have sufficient time to meet the expectations of their role. The Board considers new external appointments in advance to determine that there is no conflict of interest, and that the Director would continue to have sufficient time to devote to their role with the Company. The Board is satisfied that the Directors’ external directorships do not adversely affect the time that any Director devotes to the Company and believes that this experience enhances the capability of the Board. #### Audit, risk and internal control The Board is responsible for determining the nature and extent of the significant risks the Company is willing to take in achieving its strategic objectives, and monitors and reviews the effectiveness of the Company’s risk management and internal control systems. Further details can be found in the Audit and Risk Committee Report and in the Risk Management section of the Strategic Report. #### Remuneration The Directors’ Remuneration Report describes the policies and practices in place to ensure that the Group’s leadership is motivated to deliver long-term sustainable growth. The work of the Remuneration Committee is set out on page 93. #### Board activities in 2025 The Board makes decisions to ensure the long-term success of the Group whilst taking into consideration the interests of wider stakeholders as required under section 172(1) of the Companies Act 2006. Board meetings are one of the mechanisms through which the Board discharges this duty. Further information about stakeholder engagement is included on page 58. The following table sets out some of the Board’s key activities of the Company throughout 2025: Strategy & operations • Approved the transfer from Equity Shares (Transition) category to the Equity Shares (Commercial Companies) category on the London Stock Exchange’s Main Market. • Approved the acquisition and development plans for Trump International Golf Club, Doha, together with ultra-luxury villas within the Simaisima community. • Approved major development initiatives in Saudi Arabia, including securing development rights in Diriyah, Riyadh, and a joint development project on a prime site in Jeddah comprising luxury villas, a world-class golf course, and luxury hospitality. • Approved the Group’s proposed entry into asset management through the strategic acquisition of a licensed financial services platform in the DIFC, subject to regulatory approval, to unlock global capital and support expansion into new geographies. • Approved the acquisition of a prime plot in Jeddah to launch Trump Plaza, marking the Group’s second collaboration in the city with The Trump Organization following the success of Trump Tower. • Approved a strategic partnership with Art District Real Estate Development for MAD, a new coastal destination in Oman integrating oceanfront living, luxury hospitality, arts and culture, and future-focused digital and creative industries. Finance & reporting • Approved the FY26 annual budget • Approved the Annual Report and Accounts 2024 and interim statements for the period ended 30 June 2025 • Monitored the Group’s performance and capital position • Reviewed and approved debt raising and project funding proposals • Reviewed and approved new projects and investments in accordance with the Chart of Authority. Governance • Approved the numerous procedures, policies and controls needed to comply with the regulation and governance of a UK- listed company • Received Board Committee updates • Approved the Matters Reserved for the Board and Chart of Authority ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 84 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT ## MEET THE BOARD OF DIRECTORS #### David Weinreb Non-Executive Chairman of the Board of Directors Date of appointment 3 October 2024 Career and experience David Weinreb has been involved in the real estate sector for over four decades. Since 2020 he has been the Chairman and CEO of Weinreb Ventures, a multi-faceted investment firm that is a successor to TPMC Realty Corporation, which he founded in 1993. David previously served as co-founder, CEO and a member of the Board of Directors of The Howard Hughes Corporation from 2010 to 2019. He directed the company’s efforts since its inception, actively expanding its portfolio of assets and increasing its market capitalization from USD 500 million to USD 6 billion upon his departure. Prior to leading the emergence of The Howard Hughes Corporation as a publicly traded company, Mr Weinreb spent 17 years creating and running his own investment firm, TPMC Realty Corporation. He is also a director of Fortress Net Lease REIT, a US-based perpetual REIT, and serves on the national board of the Alzheimer’s Drug Discovery Foundation. Board Committees Chairman of the Nomination Committee and Member of the Audit and Risk Committee, Remuneration Committee, and Disclosure Committee. External appointments Chairman and CEO of Weinreb Ventures LLC and a director of Fortress Net Lease REIT. A N R #### Ziad El Chaar Chief Executive Officer and Executive Director Date of appointment 30 September 2022 Career and experience With over 20 years’ experience in real estate development and investment, with full management responsibility for revenue growth and profitability, and 10 years’ experience and responsibility in corporate governance, board affairs and regulatory compliance, Ziad has a proven track record of achievement. Prior to joining the Group, Ziad was the CEO - Ventures and Business Development at Emaar Properties PJSC, CEO at Dar Al Arkan Global Investments LLC, and Managing Director and Executive Director on the board of directors of the publicly listed DAMAC Properties, during which he focused on operational achievement and the companies’ development and strategic plans. Ziad holds a master’s degree in business administration from the American University in Beirut. #### Yousef Al-Shelash Vice-Chairman and Non-Executive Director Date of appointment 6 February 2023 Career and experience Yousef is the Chairman of, and one of the founders of, Dar Al Arkan Global Investment LLC (the major shareholder) since its establishment in 1994. He is a visionary leader with impressive credentials and invaluable knowledge in strategic planning and real estate development as well as expertise in the financial and investment banking sectors. Yousef holds several leadership positions in organisations across the Middle East region. He gained this prominent status by being a founder, partner, and manager of many entities inside and outside Saudi Arabia that operate in various real estate and financial activities. Yousef obtained an MSc in Law & Legal Proceedings from the Institute of Public Administration Al-Riyadh and a BSc in Shari’ah from Mohamed Bin Saud Islamic University, Saudi Arabia. He also earned diplomas in both Banking and Combating Financial Crimes and received formal training in financial management and investment project evaluation. External appointments • Chairman of Dar Al Arkan Global Investments LLC, Saudi Home Loans and AlKhair Capital Company in Saudi Arabia. • Board member of Al Anma Towers Co., Al Dar Al Arabiya Co., and Dar Al Khaleej Al Arabiya Co. A N R Audit Nomination Remuneration Board Committees ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 85 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT FINANCIAL STATEMENTS STRATEGIC REPORT GOVERNANCE REPORT #### Maurice Horan Independent Non-Executive Director Date of appointment 6 February 2023 Career and experience Maurice was Chairman of BFC Group Holding WLL, a Director of BFC Bank Ltd, where he also served as a member of the Audit Committee (including a period as Chairman of the Committee). He also served as General Manager - Strategic Investments at Arab National Bank, Riyadh and also as General Manager of Corporate Banking Group at Arab National Bank. He has extensive experience at senior executive level and at board level across a range of companies and sectors in the Gulf, USA and British Isles. Over the course of his career Maurice has held senior management positions in stockbroking, commercial banking and in Islamic investment banking. He has extensive experience in corporate finance, corporate restructuring and property finance. Maurice read economics and finance at Trinity College Dublin where he was awarded a B. A. (Mod), and holds an MBA from The Smurfit School of Business at University College Dublin. Board Committees Chairman of the Audit and Risk Committee. Member of Remuneration Committee, Nomination Committee, and Disclosure Committee. A N R #### Richard Stockdale Senior Independent Non-Executive Director Date of appointment 6 February 2023 Career and experience Richard had a successful career as a banker in Lloyds TSB Bank during which he held roles including Head of Lloyds TSB Bank Middle East, CEO of Lloyds TSB Global Services Pvt Limited and Lloyds TSB Bank India Country Head. Richard was one of the Founding Members of the Indian Anti-Corruption Academy and in the past has held roles within the City of London’s based charitable institution, the Chartered Institute for Securities and Investment (CISI) as a Trustee and Independent Non-Executive Director, whilst also as the Non-Executive Regional President for the CISI in India and also in the UAE and later as an Ambassador for the CISI. Richard was in the past a member of the Dubai/UK Trade and Economic Committee and its Capital Markets Sub-committee. He is a Fellow of the Chartered Institute of Bankers, a Chartered Fellow (Hon) of the CISI and a Fellow of the Indian Institute of Directors. Board Committees Chairman of the Remuneration Committee. Member of the Audit and Risk Committee, Nomination Committee and Disclosure Committee. A N R Audit Nomination Remuneration Board Committees #### MEET THE BOARD OF DIRECTORS continued A N R ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 86 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT FINANCIAL STATEMENTS STRATEGIC REPORT GOVERNANCE REPORT ## SENIOR LEADERSHIP TEAM #### Ziad El Chaar Chief Executive Officer and Executive Director Ziad El Chaar has over 20 years’ experience in real estate development and investment, with full management responsibility for revenue growth and profitability, and 10 years’ experience and responsibility in corporate governance, board affairs and regulatory compliance, Ziad has a proven track record of achievement. Prior to joining the Group, Ziad was the CEO - Ventures and Business Development at Emaar Properties PJSC, CEO at Dar Al Arkan Global Investments LLC, and Managing Director and Executive Director on the board of directors of the publicly listed DAMAC Properties, during which he focused on operational achievement and the companies’ development and strategic plans. #### Shivaraman Iyer Chief Financial Officer Shivaraman Iyer is Chief Financial Officer of the Company, having joined the Group in June 2022. Shivaraman brings over 38 years’ rich international working experience to the Group, overseeing financial operational performance, investment strategy, portfolio management and group restructuring. In a wide-ranging international finance career prior to joining the Group, Shivaraman has held leadership and senior management roles with several prominent organisations, including SVP Finance at the DAMAC Group, CFO at Aldar Laing O’Rourke LLC and at Al Raha International LLC. He possesses sector-wide financial and operational expertise in real estate development, property and asset management, and contracting in UAE, India, Qatar, Russia and Hungary. #### Bilal Al Matarneh CEO – Development, Construction and Procurement Bilal Matarneh is the Chief Executive Officer – Development, Construction and Procurement at the Company, having first joined the Group in November 2019. Bilal leads the technical and project teams in UAE, Qatar, Oman, United Kingdom, Spain, and Bosnia. Bilal brings strong managerial and people skills to project delivery with an exemplary record of delivery of multiple projects contemporaneously, with the emphasis on completion on-time and within budget. Prior to joining the Group, Bilal was CPO at Emaar Properties PJSC, Executive VP for Projects at DAMAC Properties delivering major master development projects and was also CEO at ASTRA Group. #### Redwan Zaouk Chief Operating Officer Redwan Zaouk is the COO of the company, having joined the Group in 2020. Redwan has more than 15 years’ experience in real estate development and more than 10 years’ managerial experience within real estate companies. Redwan’s management roles include previous roles as a member of the Board, Audit Committee, Corporate Governance Committee and Remuneration Committee at Al-Tajamouat for Touristic Projects Plc, Senior Vice President at DAMAC Properties, COO at EMAAR Middle East, Development Director at Kinan International Real Estate Development Company, and Head of Business Development at The Savola Group - KEC Project. Redwan holds a Bachelor’s degree from the University of Balamand in Lebanon. He is also a graduate of McGill University’s Graduate School of Management. ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 87 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT ## AUDIT & RISK ## COMMITTEE REPORT #### Dear Shareholders This report provides a summary of the Audit and Risk Committee’s (“the Committee”) role and activities during 2025. The Committee has provided oversight and advice to assist the Company in fulfilling its responsibilities in respect of financial reporting, financial and operational controls and risk management. It has, on behalf of the Board, overseen the integrity of the financial reporting process and reviewed the work of both External and Internal Auditors. The Board has reviewed the Terms of Reference of the Committee approved in 2024 to ensure continued alignment with applicable regulatory requirements and effective oversight of financial reporting, risk management and internal controls, and has tasked it with assisting the Board in discharging its responsibilities. This includes monitoring: the integrity of the Group’s financial reporting; effectiveness of the internal control and risk management framework; internal audit; and the independence and effectiveness of external audit. Maurice Horan Chairman of the Audit and Risk Committee 10th March 2026 For more information on the Committee’s Terms of Reference visit www.darglobal.co.uk. The Group’s External Auditor, KPMG Audit LLC (KPMG) attended two of the five Committee meetings held during the year. The Committee’s report contains an outline of some of the matters addressed during the year and should be read in conjunction with KPMG’s report starting on page 101 and the Dar Global plc financial statements in general. The Committee is satisfied with the performance and independence of KPMG and therefore recommends their reappointment at the 2026 AGM. The Audit and Risk Committee has maintained a strong focus on ensuring the integrity of the Group’s corporate reporting and financial statements. ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 88 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT #### Composition The Chairman of the Committee is an Independent Non-Executive Director and is considered by the Board to have recent and relevant experience. The other members of the Committee are Richard Stockdale, Senior Independent Non-Executive Director, and David Weinreb, an Independent Non-Executive Chairman of the Board. In accordance with the Code, the Chairman of the Board should not normally be expected to be a member of the Committee. However, the Board considered it appropriate for the Chairman to be appointed as a member of the Committee in light of his extensive experience in developing and investing in large, complex real estate projects, which is directly relevant to the Group’s business and risk profile. The Board is satisfied that appropriate safeguards are in place to preserve the independence and effectiveness of the Committee, including the fact that the Committee is chaired by an Independent Non-Executive Director, that independent judgement is exercised by the remaining members, and that any potential conflicts of interest are managed in accordance with the Company’s governance framework. The Board keeps the composition of the Committee under regular review and will reassess the Chairman’s membership as the Company continues to mature as a listed entity and as governance arrangements further evolve. The biographies of each member of the Committee are set out on pages 84 to 85 and details of the number of meetings held and Committee members’ attendance can be found on page 82. The Chief Financial Officer, Chief Internal Audit Executive, and Compliance and Risk Director are regular attendees at Committee meetings by invitation. #### AUDIT AND RISK COMMITTEE REPORT continued #### Overview of the Committee’s work during 2025 • Worked with management to successfully complete the transfer from Equity Shares (Transition) category to the Equity Shares (Commercial Companies) category on the London Stock Exchange’s Main Market. • Approved the external audit plan and fee for the year ending 31 December 2025 proposed by KPMG. • Met with External Auditors regarding their observations for 2024 full year and 2025 half-year financial statements. • Oversaw the preparation of the 2024 Annual Report and Financial Statements and the 2025 Interim Financial Statements and reviewed and recommended them to the Board for approval together with the corresponding letters of representation to KPMG. • Approved KPMG’s appointment as External Auditor. • Approved the Internal Audit Charter. • Reviewed the 2025 Risk and Compliance Plan and monitored its implementation against the agreed timelines. • Reviewed and recommended the Risk Appetite Statement to the Board for approval. • Reviewed and recommended the 2026 Internal Audit Plan to the Board for approval. • Reviewing the internal audit reports, findings and recommendations and monitored management action points. • Reviewed and recommended to the Board for approval the Schedule of Matters Reserved for the Board, Delegation Authority to the CEO and Committees, Gifts & Hospitality Policy, Compliance Framework, Investment Committees 1 & 2 Terms of Reference, Compliance Policy, Risk Appetite Statement, Anti-slavery and human trafficking statement, Anti- Bribery and Corruption Policy, Anti-Money Laundering Policy, Whistleblowing Policy, Policy on obtaining non-audit services from external auditors and hiring former auditors and Risk Management Policy. • Reviewed the Tax Policy to strengthen internal controls, clarify roles and responsibilities, and enhance oversight across key finance processes. The revisions reflect the Company’s evolving operational complexity and are intended to improve consistency, transparency and control in areas including cash management, borrowings, payables, period-end processes and risk management. • Reviewed and provided oversight of significant transactions undertaken by the Group, including (i) Development rights secured for ~USD 2.8 billion project via partial land acquisitions and a joint development agreement for Riyadh (Diriyah) project; (ii) execution of joint development agreement for a ~USD 1.9 billion GDV project on a prime parcel in Jeddah (iii) the expansion of the Group’s syndicated financing facility, led by Emirates NBD, increasing total commitments from $275 million to $440 million; (iv) the strategic acquisition of a financial services platform in the Dubai International Financial Centre to support the Group’s capital mobilization and asset management strategy; (v) acquisition of prime plot in Jeddah to launch Trump Plaza (vi) the transfer of the Company’s listing category on the London Stock Exchange from the Equity Shares (Transition) category to the Equity Shares (Commercial Companies) (ESCC) category, which became effective on 9 September 2025. In discharging its responsibilities, the Committee considered the financial, accounting and risk implications of such transactions, and reviewed the appropriateness of the related accounting treatment and disclosures. The Committee also reviewed the nature and scope of assurance obtained in respect of these transactions, and considered whether the design and operation of relevant internal controls were effective in supporting the integrity of the Group’s financial reporting. Based on this work, the Committee was satisfied that the assurance received provided an appropriate level of comfort over both the accounting outcomes and the effectiveness of the related internal control environment. #### Financial reporting The primary role of the Committee in relation to financial reporting is to review and monitor the integrity of the financial statements, including annual and half-year reports, result announcements, and any other formal announcement relating to the Group’s financial performance. In the preparation of the Group’s 2025 financial statements, the Committee has considered the appropriateness of the accounting principles and policies adopted, and whether management had made appropriate estimates and judgements. In doing so, the Committee discussed management reports and enquired into judgements made. The Committee reviewed the reports prepared by the External Auditor on the 2025 Annual Report. #### Going Concern and Viability Statement The Committee reviewed management’s schedules supporting the Going Concern assessment and Viability Statement including the review undertaken by KPMG. Further detail on going concern and viability can be found in the Strategic Report on page 57. #### Fair, balanced and understandable At the request of the Board, the Committee considered whether, in its opinion, taken as a whole, the content of the 2025 Annual Report is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company’s position, performance, business model and strategy. The Committee was provided with an early draft of the Annual Report and provided feedback on areas where further clarity or information was required in order to provide a complete picture of the Group’s performance. The final draft was then presented to the Committee for review before being recommended for approval by the Board. When forming its opinion, the Committee reflected on discussions held during the year and reports received from the Internal and External Auditors. Following the Committee’s review, the Directors confirm that, in their opinion, the 2025 Annual Report, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company’s position and performance, business model and strategy. #### Focus areas for 2026 • Review the accounting policies adopted for 2025 to consider whether they are appropriate for 2026, taking into account any relevant changes in regulatory guidelines and market conditions. • Discuss key areas of financial judgement. • Review the performance and independence of KPMG. • As delegated by the Board, review the effectiveness of the Group’s systems of internal control and risk management methodology. • Ongoing review of business unit reports prepared by the Internal Audit team. • Undertake a review of the Committee’s performance, its composition and terms of reference. ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 89 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT #### AUDIT AND RISK COMMITTEE REPORT continued #### Risk management and internal control The Committee’s responsibilities include a review of the risk management systems and internal controls to ensure that they remain effective and that any identified weaknesses are properly dealt with. The Committee: • Reviews annually the effectiveness of the Group’s risk management framework; • Reviews reports from the External Auditors on any issues identified in the course of their work, including any internal control reports received on control weaknesses, and ensures that there are appropriate responses from management; and • Reviews reports from the Group’s internal audit function and ensures recommendations are implemented where appropriate. The Group has internal controls and risk management systems in place in relation to its financial reporting processes and preparation of consolidated accounts. These systems include policies and procedures to ensure that adequate accounting records are maintained and that transactions are recorded accurately and fairly to permit the preparation of financial statements in accordance with IFRS. The internal control systems include the elements described below: Risk management Whilst risk management is a matter for the Board as a whole, the day-to-day management of the Group’s key risks resides with the Group Leadership Team and is documented in a risk register. A review and update of risks is undertaken annually, and an interim review is conducted to ascertain whether any re-assessment was made due to changes in the operating environment or activity. The Risk Register is reviewed by the Board twice a year. The management of identified risks is delegated to the Group Leadership Team, and regular updates are given to executive management. Financial reporting Group consolidation is performed on a monthly basis with a month-end pack produced that includes an income statement, balance sheet, cash flow and detailed analysis. Results are compared against the Budget and a narrative is provided by management to explain significant variances. Budgeting and re-forecasting An annual Budget is produced and a re-forecast is also produced as and when required in order to identify how the Group is likely to perform over the balance of the year versus the original Budget. The Budget is approved by the Board. Charter of authority and approval limits A documented structure of delegated authorities and approval limits for transactions below the Matters Reserved for the Board is maintained. This is reviewed regularly by management to ensure it remains appropriate for the business. Element Approach and Basis for Assurance ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 90 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT #### AUDIT AND RISK COMMITTEE REPORT continued The year ended 31 December 2025 is the third year for which Edward Houghton will sign the auditor’s report as senior statutory auditor. The Committee has reviewed, and is satisfied with, the independence of KPMG as the External Auditor. There are no contractual obligations that restrict the Committee’s choice of auditor and the recommendation is free from third-party influence. The Committee has considered the appropriate timing of the next competitive audit tender, having regard to auditor tenure, audit quality and independence, regulatory expectations, and the need for continuity and stability during a period of significant corporate and regulatory activity, including the Company’s transition to the Equity Shares (Commercial Companies) category on the London Stock Exchange’s Main Market. Based on this assessment, the Committee currently intends that the next competitive audit tender will be conducted within the period required by applicable regulatory requirements. The Committee considers this approach to be appropriate to balance audit quality and effectiveness with the orderly management of auditor rotation. The Committee keeps the timing of the audit tender under regular review and will reassess its plans should there be any material change in circumstances, including audit quality considerations, independence matters, or changes to regulatory requirements. The Company has not exceeded the maximum period permitted without a competitive audit tender and remains compliant with applicable audit tendering and rotation requirements. #### Non-audit services provided by the External Auditor The External Auditor is primarily engaged to carry out statutory audit work. There may be other services where the External Auditor is considered to be the most suitable supplier by reference to their skills and experience. It is the Group’s practice that it will seek quotes from several firms, which may include KPMG, before engagements for non-audit projects are awarded. All contracts are awarded based on individual merits. During the year ended 31 December 2025, KPMG provided the recurring review work in respect of the half year financial statements for the period ended 30 June 2025 and provided further non-recurring non audit services in preparing a Financial Position & Prospects Procedures (FPPP) Report to support Dar Global’s transfer from the LSE Transition segment to the Commercial Companies segment. No other advisory or tax services have been undertaken by KPMG for the Company. The fees for non-audit services for the year amounted to GBP 194,500.00. #### FY25 Financial Statements Significant issues considered during the #### financial year The issues considered by the Committee to be the most significant (due to their potential impact on the performance of the Group’s activities) in relation to the Financial Statements during the financial year are set out below: #### Revenue recognition During the period the Group has recognised revenue over time in respect of its projects based in the Kingdom of Saudi Arabia, United Arab Emirates, Oman and Qatar, reflecting its assessment of the contractual agreements in place with customers and the satisfaction of its performance obligations under those arrangements. The Committee considered and understood the nature of the arrangements and management’s assessment of them in accordance with IFRS 15. The Committee also obtained details of management’s assessment of the satisfaction of its performance obligations on each relevant development based on, in particular; sales, site performance such as build cost and progress. The Committee also engaged with the External Auditor in relation to its work in this area, as well as considering the Group’s internal audit reviews across the business. Based on this, the Committee was comfortable with the process and controls adopted by management around revenue recognition in the period. #### Valuation of inventory The Group recognises its development property inventory at the lower of cost or net realisable value in the year-end financial statements, and as such the Group performs a net realisable value assessment in order to identify whether there are any instances where the Group needs to consider impairment against inventory costs held. The Audit Committee obtained details of the methodology, and key assumptions adopted by management in respect of its inventory carrying cost assessment at year end in respect of each project and considered those having regard to their industry knowledge and other information obtained with regard to key metrics, including, but not limited to sales performance. In considering this information the Committee was also cognisant as to whether there were other economic indicators that should be considered in respect of the assessment, for example, a slow- down in sales or expected reduction in future sales prices based on their understanding of current or future expected business performance. The Committee also engaged with the external auditor in relation to its work in this area. Based on this, the Committee was comfortable with the process and controls adopted by management around assessing the carrying value of development property inventory at year end. #### Internal audit The Internal audit function is accountable to the Committee with the Head of Internal Audit reporting functionally into the Chairman of the Committee to ensure independence is maintained. The internal audit work plan for 2026 was approved by the Committee during Q4 of 2025 and covers a broad range of core financial and operational processes and controls, focusing on specifically identified risk areas. The Committee will review the performance and effectiveness of the internal audit function on an annual basis. There were a number of internal audit engagements completed during 2025 in line with the agreed internal audit plan. The results of these internal audit reviews were reported and discussed and follow-up actions were reviewed or requested where necessary. #### External Auditors During 2025 the Committee substantially complied with the Minimum Standard for Audit Committees. The Committee led the reappointment of the external auditor, including assessing audit quality, independence and fees, and maintained oversight of the effectiveness and independence of the external audit through approval of the audit plan and fees, review of audit findings and regular engagement with the auditor, and applied the Company’s policy on non-audit services. No regulatory inspection findings or shareholder requests relating to audit scope arose during the year. One of the Committee’s roles is to oversee the relationship with the External Auditor, KPMG, and to evaluate the effectiveness of the service provided and their ongoing independence. A statement will be included in the next annual report detailing the review of KPMG which will occur later in the financial year ending 31 December 2026. The Committee reviewed KPMG’s findings in respect of the audit of the financial statements for the year ended 31 December 2025. The Chairman of the Committee met with representatives from KPMG without management present, to ensure that there were no issues in the relationship between management and the External Auditor which the Committee should address. There were none. The Committee intends to have regular closed sessions with KPMG in 2026. ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 91 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT ## NOMINATION ## COMMITTEE REPORT Dear Shareholders, As Chairman of the Nomination Committee (“the Committee”) , I am pleased to present its Report for the year ending 31 December 2025 and our plans for the year ahead. David Weinreb Chairman of the Nomination Committee 10 March 2026 #### Committee composition The Nomination Committee is comprised of David Weinreb, Non-Executive Chairman of the Board and Chairman of the Nomination Committee, Richard Stockdale, Senior Independent Non-Executive Director, and Maurice Horan, Independent Non- Executive Director. The biographies of each member of the Committee are set out on pages 84 to 85. The UK Corporate Governance Code recommends that a majority of the Nomination Committee should comprise independent non-executive directors. The Board considers that the Committee complies with the recommendations of the Code in this respect. #### Role of the Nomination Committee • Regularly reviewing the structure, size and composition (including the skills, knowledge, experience and diversity) of the Board and its Committees, and making recommendations to the Board when appropriate. • Leading the process for new appointments to the Board. • Ensuring orderly succession planning for the Board and the senior management team. • Supporting the development of a diverse pipeline for succession. #### The role of the Nomination #### Committee is to review the Board #### composition and to plan for its #### refreshment as applicable. #### David Weinreb #### Chairman of the Nomination Committee #### Committee and Board of Directors #### 10 March 2026 ““ • Ensuring that there is a rigorous annual review of the performance of the Board, its Committees, the Chairman and individual Directors. • Reporting to the Board on the business carried out at the previous Committee meeting and inform of any recommendations made by the Committee. For more information on the Committee’s Terms of Reference visit www.darglobal.co.uk. #### The Committee’s work during 2025 • Considered the formal succession plan for senior management. • Considered an External Board Evaluation and engaged an evaluator to conduct the evaluation in Q2 2026. • Reviewed the structure, size and composition of the Board and its Committees. • Reviewed the time requirements for Directors. • Recommended to the Board that the re- appointment of Directors be proposed at the 2025 Annual General Meeting to the Board. • Discussed Directors’ ongoing development requirements. • Discussed the timing of the appointment of an additional Independent Non-Executive Director, in the context of the current size, composition and balance of the Board and the current and future requirements of the business, for recommendation to the Board • Reviewed the Committee’s Terms of Reference and recommended them to the Board for approval. #### Focus areas for 31 December 2026 • Recruitment of an additional Independent Non-Executive Director. • Engage an external consultant to conduct an review of the performance of the Board, its committees and individual directors. • Establish formal succession procedures for the key roles on the Board. #### Recruitment and succession planning Careful consideration has been given to the size, composition and balance of the Board. The planned recruitment of an additional Independent Non- Executive Director was paused during 2025 to allow time for the existing Board to bed in and consider the key selection criteria. It was agreed that the recruitment process should resume during 2026, to strengthen the composition of the Board and ensure it continues to be appropriate for the needs of the Group and its long-term success. The Board will also take into consideration the diversity expected of UK listed companies under the UK Listing Rules along with the recommendations of the FTSE Women Leaders and Parker Reviews. As mentioned above, one of the Nomination Committee’s priorities for the year ahead is to establish formal succession plans for the Board. Three of the non-executive directors were appointed at the time of the Company’s listing. All three are still within their first three-year term of appointment; however, as part of its long-term board succession planning, the Committee will ensure that plans to expand and/or renew the Board will mitigate against the retirement of all non-executive directors within a short space of time. ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 92 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT #### Diversity In accordance with UK Listing Rule 22 Annex 1, the tables below, show the gender and ethnic background of the Board and managers reporting to the CEO on 31 December 2025. #### NOMINATION COMMITTEE REPORT continued As demonstrated in the tables above, the Board meets the ethnic diversity target set in the UK Listing Rules, of having at least one individual on its board of directors is from a minority ethnic background. However, it does not, at this stage, meet the following FCA targets: (i) at least 40% of the individuals on its board of directors are women; (ii) at least one of the following senior positions on its board of directors is held by a woman: Chair, Chief Executive Officer, Senior Independent Director or Chief Financial Officer. The Group recognises the importance of having a diverse Board, including in terms of gender and ethnicity. The directors believe that having Board members who collectively possess a broad range of social, educational and professional backgrounds, together with different skills, experiences, and cognitive strengths will contribute towards a high performing business. Number of Board members Percentage on the Board Number of senior positions on the Board\* Number in executive management Gender identity or sex Percentage of executive management Male 5 100% 3 8 72.7% Female 0 - - 3 27.3% Not specified/prefer not to say - - - - - Number of Board members Percentage on the Board Number of senior positions on the Board\* Number in executive management Ethnic background Percentage of executive management White British or other White (including minority white groups) 3 60% 2 3 81.8% Mixed/multiple ethnic groups 0 - - - - Asian/Asian British 0 - - 2 18.2% Black/African/Caribbean/Black British 0 - - - - Other ethnic group 2 40% 1 -6 100% Not specified/prefer not to say - - - - - ^CEO and managers reporting to the CEO and C Level. \* Chief Executive Director; Senior Independent Director; Chairman. The data in the above tables was collected through self-reporting by the Directors with a reference date of 31 December 2025. #### Induction and training The Committee ensures that all Directors are provided with training in respect of their legal, regulatory and governance duties, responsibilities and obligations. The training needs of the directors are periodically discussed at the Committee’s meeting and by the Board and briefings are arranged on key issues if requested. #### Board evaluation The Board intends to comply with the UK Corporate Governance Code guidance that an externally facilitated evaluation should take place at least every three years. In December 2025, the Board reviewed proposals from three external Board evaluation providers and following careful consideration a reputable UK provider was selected. The Board agreed that an evaluation would be undertaken in Q2 2026 with the process and outcomes of the evaluation reported on in the next Annual Report. When considering Board appointments and internal promotions at senior level, the Company will continue to take account of relevant voluntary guidelines in fulfilling their role regarding diversity, while seeking to ensure that each post is offered strictly on merit against objective criteria to the best available candidate. This is reflected in the Board Diversity and Inclusion Policy, which is applied to appointments to the Board and its committees. Since the Company’s listing on the London Stock Exchange, there has only been one new appointment to the Board. The Directors were mindful of the benefits of introducing gender diversity on the Board; however based on merit, Mr. Weinreb was deemed to be the best available candidate for the role in question. As mentioned above, the Nomination Committee will now focus on recruiting an additional non-executive director, taking into account the current structure, size and composition of the Board and its committees. A range of diversity factors will be considered in determining optimal composition, together with the need to balance their composition and refresh this progressively over time. ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 93 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT ## DIRECTORS’ ## REMUNERATION REPORT #### Annual Statement As Chair of the Remuneration Committee (‘the Committee’) and on behalf of the Board of Directors, I am pleased to present the Remuneration Report for the year ended 31 December 2025. This report is divided into the following sections: • This Annual Statement, which provides an overview of the key decisions made on Directors’ remuneration during the year (pages 93 to 96). • The Annual Report on Remuneration, which sets out the remuneration outcomes for 2025 and the proposed remuneration arrangements for 2026. The Annual Report on Remuneration, together with the Annual Statement, will be subject to an advisory shareholder vote at the 2026 AGM. The Directors’ Remuneration Policy was approved by shareholders at the 2024 AGM and is contained in the 2023 Annual Report, available at [link]. #### Remuneration Policy review Following Admission in 2023, the Committee undertook a comprehensive review of the Remuneration Policy and incentive framework for Executive Directors, with support from its independent advisors (Deloitte LLP). The Committee considered a range of incentive frameworks, including a conventional performance based LTIP framework. However, given that the Company would be in a phase of growth and maturity, and consequently it would be extremely difficult to set robust long-term performance targets, the Committee considered that it was not appropriate to introduce a conventional performance-based LTIP framework at the time. Accordingly, and, after confirming support from the Company’s major shareholder, Dar Al Arkan, the Committee concluded that an annual bonus structure is currently the right approach for the Company. #### The Remuneration Committee is committed to a responsible, proportionate approach to #### executive pay. #### Richard Stockdale #### Chairman of the Remuneration Committee ““ Notwithstanding this, the Committee considered it desirable to build flexibility into the Remuneration Policy approved by shareholders at last year’s Annual General Meeting (‘AGM’), to allow the Committee to grant long-term incentive awards in future as the Company matures. This includes the ability to grant restricted share awards and market value options; a simple, transparent and balanced long-term incentive which supports retention, fosters loyalty and rewards management for the delivery of long-term shareholder value creation. The Company continues to develop rapidly and, notably, transferred to the Equity Shares Commercial Companies category of the London Stock Exchange on 18 November 2025. The Committee continues to consider that an annual bonus structure provides the best and most agile means of incentivising the delivery of the Company’s current key financial and non-financial priorities, which ultimately support its long-term aspirations. The Committee has therefore opted to retain a simple structure of fixed remuneration and a cash-based annual bonus for the Company’s sole Executive Director (the Chief Executive Officer). An overview of our intended application of the Remuneration Policy during 2026 is set out on page 96. #### Annual bonus for 2025 Dar Global operated a discretionary bonus arrangement in 2025. The CEO was awarded a bonus equal to one and half month’s gross salary (to be paid in March 2026) taking into account the Company’s financial and operational performance during 2025. In determining the bonus, the Committee noted that it was within with parameters of the Remuneration Policy which provides for a maximum annual bonus opportunity of 150% of annual salary in respect of a financial year, and considered it to be fair and proportionate against bonuses awarded to the wider workforce. Eligible employees were awarded a bonus equal to two and a half month’s gross salary. #### Directors’ Remuneration Policy #### review The current Remuneration Policy was approved by investors at the 2024 AGM and a new Policy must be approved by investors at the 2027 AGM. As such, in the coming year, the Committee will conduct a review of the Policy and incentive framework for Executive Directors. #### Conclusion I look forward to receiving your support at our 2026 AGM, where I will be pleased to answer any questions you may have on this report or any of the Committee’s activities. Richard Stockdale Chairman of the Remuneration Committee 10 March 2026 For more information on the Committee’s Terms of Reference visit www.darglobal.com/investors. ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 94 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT #### DIRECTORS’ REMUNERATION REPORT continued #### Total single figure table (audited) The table below sets out the remuneration received by each Director for the year ended 31 December 2025 (all figures are in AED): Notes: 1. For the period from 1 January 2025 to 31 December 2025, the CEO received a basic salary of AED 2,789,689 and other benefits of AED 2,049,650. 2. For the NEDs other than the Chairman, the base fee is set at GBP 62,000 per annum, and an additional fee per annum is also payable for the Chair of the Audit Committee (GBP 10,000), a member of the Audit Committee (GBP 8,000), the Chair of the Remuneration Committee (GBP 10,000), a member of the Remuneration Committee (GBP 8,000) and the Senior Independent Director (GBP 10,000). 3. David Weinreb, Maurice Horan and Richard Stockdale were paid an additional fee of GBP 62,000 each to take into account a significant uplift in the time commitment required from their roles as Chairman and NEDs during 2025, reflecting that the Company continues to develop rapidly. This includes supporting the Company to transfer to the Equity Shares Commercial Companies category of the London Stock Exchange and overseeing a number of significant strategic initiatives, including major development projects in Qatar and Saudi Arabia and the acquisition of a prime plot in Jeddah to launch Trump Plaza, marking the Group’s second collaboration in the city.. These fees are included in the single figure table above. 4. Benefits received by the Executive Director during 2025 included: a housing and transportation allowance (AED 2,010,311); a travel allowance (AED 14,385); family level private health insurance (AED 24,954). 2,789,689 Executive Directors Ziad El Chaar 1,5 Salary 2,049,650 Benefits 306,352 Board Fees 5,145,691 Subtotal 600,000 Annual Bonus 600,000 Subtotal 5,745,691 Total Non-Executive Directors 2 - Yousef Al-Shelash - 306,353 306,353 - - 306,353 - Maurice Horan 3,4 - 741,195 741,195 - 741,195 - Richard Stockdale 3,4 - 790,587 790,587 790,587 Fixed Pay Variable Pay - David Weinreb 2 - 1,446,163 1,446,163 1,446,163 2025 2024 The table below sets out the remuneration received by each Director for the year ended 31 December 2024. (all figures are in AED): 1,584,000 Executive Directors Ziad El Chaar Salary 1,445,799 Benefits 286,951 Board Fees 3,316,750 Subtotal 375,000 Annual Bonus 375,000 Subtotal 3,691,750 Total Non-Executive Directors 2 - - - Yousef Al-Shelash - 286,951 286,951 - 286,951 - Maurice Horan - 592,888 592,888 - 592,888 - Richard Stockdale - 639,152 639,152 639,152 Fixed Pay Variable Pay -David Weinreb - 258,694 258,694 258,694 Further details on remuneration received by each Director for the year ended 31 December 2024 can be found on page 71 of the 2024 Annual Report and Accounts. #### Annual bonus (audited) Dar Global operated a discretionary bonus arrangement in 2025. The CEO was awarded a bonus equal to one and half month’s gross salary (to be paid in March 2026) taking into account the Company’s financial and operational performance during 2025. This includes increasing Gross Development Value (GDV) to USD 19 billion in FY25; delivering successful projects launches such as Trump Tower Dubai and D-villas at Jumeirah Golf Estates, while maintaining strong sales momentum across existing projects; and supporting the Company to transfer to the Equity Shares Commercial Companies category of the London Stock Exchange. In determining the bonus, the Committee noted that it was within with parameters of the directors’ remuneration policy which provides for a maximum annual bonus opportunity of 150% of annual salary in respect of a financial year, and considered it to be fair and proportionate against bonuses awarded to the wider workforce. Eligible employees were awarded a bonus equal to two and a half month’s gross salary. ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 95 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT #### DIRECTORS’ REMUNERATION REPORT continued #### Annual Report on Remuneration continued #### Payments for loss of office and payments to past Directors (audited) No payments for loss of office or payments to past Directors were made during the year ended 31 December 2025. #### Directors’ share interests (audited) As at 31 December 2025 (or date of stepping down from the Board if earlier), no Director or any of their connected persons held interests in ordinary shares of the Company. As at [ March 2026], the Company has not been advised of any changes to the interests of Directors and their connected persons. A shareholding guideline was introduced in 2024, within the Directors’ Remuneration Policy, whereby Executive Directors are expected to build up and retain a holding in shares with a value equal to 200% of salary. The CEO has not met this guideline. #### Service contracts On 9 February 2023, Ziad El Chaar entered into a service agreement for the position of Executive Director The agreement commenced on that date and remains in force, subject to earlier termination by either party on 90 days’ notice. The Non-Executive Chair and NEDs are engaged for an initial period of three years which thereafter may be extended, subject to re-election at each AGM. The appointment of the Non-Executive Chair and NEDs may be terminated by either party on three months’ notice. The dates of each Non-Executive Director’s initial appointment are set out below. The table below sets out the CEO’s remuneration for 2023, 2024 and 2025. Since the Company was incorporated on 30 September 2022 and listed on the London Stock Exchange on 28 February 2023, there is no comparable remuneration to disclose for previous years. 2024 2025 Single figure of remuneration paid 3,691,750 5,745,691 Annual bonus (% of maximum) See Note 2 See Note 2 Long-term incentive (% of maximum) N/A 1 N/A 1 Notes: 1. No long-term incentive awards were capable of vesting in respect of the years ended 31 December 2024, 31 December 2024 and 31 December 2025. 2. No maximum bonus was set for the CEO. A discretionary cash bonus was awarded for years 2023 and 2024 each equal to one and a half months’ gross salary, and, as disclosed on page (94), a discretionary cash bonus for year 2025 equal to one and half month’s gross salary was approved and payable in March 2026. Annual Percentage Change in remuneration 1 The remuneration table below sets out the percentage change in salary, fees, benefits and annual bonus paid to each Director of Dar Global PLC. Remuneration is annualised for year-on-year comparison where a Director served only part of the financial year. #### Comparison of overall performance and pay The chart below shows the Total Shareholder Return of the Company and the FTSE 250 Index over the period from 28 February 2023 (the Company’s Admission) to 31 December 2025. The FTSE 250 Index represents the most appropriate broad index comparison for a company of Dar Global’s size. #### Historical Total Shareholder Return performance Growth in the value of a hypothetical USD 100 holding over the period from 28 February 2023 to 31 December 2025. 2023 3,074,439 See Note 2 N/A 1 Benefits % change Ziad El Chaar Ziad El Chaar 60% -47% David Weinreb 1 David Weinreb 2024 vs 2023 2025 vs 2024 Salary % change 0% 11% Yousef Al-Shelash Yousef Al-Shelash Board Fees % change Annual Bonus % change 76% 6% N/A N/A Maurice Horan Maurice Horan Richard Stockdale Richard Stockdale 42% 9% 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 0% 0% 0% 48% 0% 44% 0% N/A N/A N/A N/A N/A N/A N/A N/A N/A Expiry of current term David Weinreb 3 October 2027 70 Feb-23 Feb-24 Feb-25 Aug-23 Aug-24 Aug-25 Apr-23 Apr-24 Apr-25 Oct-23 Oct-24 Oct-25 Jun-23 Jun-24 Jun-25 Dec-23 DAR LN Equity, MCX Index (FTSE 250) Dec-24 Dec-25 120 170 220 270 320 6 February 2029 6 February 2029 6 February 2029 Yousef Al-Shelash Maurice Horan Richard Stockdale Date of initial appointmentDirector 3 October 2024 6 February 2023 6 February 2023 6 February 2023 ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 96 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT #### DIRECTORS’ REMUNERATION REPORT continued #### Group Chief Executive Officer pay ratio The Committee takes into account pay and conditions for the wider workforce when determining the remuneration package for the CEO. A CEO pay ratio for 2025 has not been disclosed noting that the Company has less than 250 UK employees. The Company will keep this disclosure under review for future years. #### Relative importance of pay spends The table below sets out the total expenditure in relation to total employee pay and distributions to shareholders for years ended 31 December 2024 and 31 December 2025. Notes: 1. David Weinreb was appointed as Chairman on 3 October 2024. 2. The Board fee % change does not take into account the ‘one off’ additional fees paid in 2024 and 2025. FY 2025 Employee costs (including Executive Directors) 38,043,801 Dividend distributions - Share buyback - FY 2024 23,592,542 - - % change 61% N/A N/A #### Shareholder voting on remuneration matters The Directors’ Remuneration Policy was approved by shareholders at the 2024 AGM, and the 2024 Directors’ Remuneration Report was approved by shareholders at the 2025 AGM. For (No. of shares) For (%) Against (No. of shares) Against (%) Resolution Votes Withheld (No. of shares) To approve the Directors’ Remuneration Report 175,423,602 100% 0 0% 0 175,423,602 97.45% To approve the Directors’ Remuneration Policy 179,952,330 100% 0 0% 0 179,952,330 99.96% Total Votes % of ISC Voted #### Implementation of Remuneration Policy for 2026 CEO salary There were no changes to the fixed salary awarded to the CEO in respect of 2025 (AED 4,800,000). CEO annual bonus The terms of a 2026 annual bonus award for the CEO are still being considered by the Committee. Details will be provided in the 2026 Directors’ Remuneration Report. There is no intention to grant restricted share awards or market value options to the CEO or other employees during 2026. No fee increase has been awarded to the Non-Executive Chair or NEDs in respect of 2026. #### Role of the Remuneration Committee The role of the Remuneration Committee is to determine and recommend to the Board the Remuneration Policy for Executive Directors, and set remuneration for the Executive Directors, Non-Executive Chair and senior management. In doing so, the Committee has regard for the pay and conditions for the wider workforce. In accordance with good governance practice, the Non- Executive Chair recuses himself from any Remuneration Committee discussions or decisions concerning his own remuneration and does not attend that part of the meeting. The Committee’s role and responsibilities are detailed within its Terms of Reference. #### The Committee’s key activities The key activities and decisions of the Committee during 2025 were as follows: • Approval of one-off bonuses for all employees. • Approval of an additional one-off fee for the Chairman in recognition of the additional time commitment involved in 2025. • Annual review of workforce remuneration arrangements and related policies. • Discussions were held on the definition of Senior Management within the context of the Company for purposes of compliance with the UK Corporate Governance Code. #### Advisors to the Committee The Committee appointed Deloitte LLP on 27 November 2023 as its independent advisor following a competitive tender process. The fees paid to Deloitte LLP for their services to the Committee during 2025, based on time and expenses, amounted to £8,000 + VAT. Deloitte LLP is a founder member of the Remuneration Consultants Group and as such voluntarily operates under its Code of Conduct in relation to executive remuneration in the UK. The Committee is satisfied that Deloitte provides objective and independent advice. The Committee also received assistance from the CEO, Senior HR Director and Company Secretary, although they do not participate in discussions relating to the setting of their own remuneration. This Remuneration Report was approved by the Board and signed on its behalf by: #### Richard Stockdale Chairman of the Remuneration Committee 10 March 2026 #### Committee membership Since Admission, the Committee comprised three Non-Executive Directors. ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 97 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT ## DIRECTORS’ REPORT The Directors present their report, together with the audited Financial Statements for the period ended 31 December 2025. #### Board of Directors During the year under review the following directors held office. More information on the current Directors and their biographical details are detailed on pages 84 to 85: • David Weinreb • Ziad El Chaar • Richard Stockdale • Yousef Al-Shelash • Maurice Horan #### Disclosure of information to auditors The Directors confirm that, so far as they are each aware, there is no relevant audit information of which the Company’s auditors are unaware. Each Director has taken all reasonable steps that they ought to have taken as a Director to make themselves aware of any relevant audit information and to establish that the Company’s auditors are aware of that information. Articles of association, powers of the Directors and #### appointment and removal of Directors The Directors’ powers are conferred on them by UK legislation and by the Company’s Articles of Association (“the Articles”). The Articles may only be amended by special resolution at a general meeting of the shareholders. Subject to the Group’s Articles and applicable legislation, the day-to-day business of the Group is managed by the Board who may exercise all the powers of the Company. In accordance with the Articles, a Director appointed by the Board must stand for election by shareholders at the first AGM subsequent to such appointment and other Directors are subject to annual re-election by shareholders. #### Directors’ and Officers’ insurance and indemnities The Group has maintained Directors’ and Officers’ Liability Insurance cover throughout the period. The Directors, if they deem it necessary, have the facility to obtain legal or other relevant advice at the expense of the Company in their capacity as Directors. The Company has also provided Deeds of Indemnity to each director as permitted by Section 234 of the Companies Act 2006 (“the Act”) and by the Articles, which were in force for the benefit of all directors who held office during 2025 and remain in force for the benefit of directors who hold office at the date of this report. #### Compensation for loss of office There are no agreements between the Company and its Directors or employees providing for compensation for loss of office or employment that occurs because of a takeover bid. #### Principal activities and branches The Group acts as a holding company for the Group’s subsidiaries, which are set out on pages 110 to 112 of the financial statements. The Company has one overseas branch. The Board confirms that the Company has been able to carry on its business independently of its controlling shareholder at all times during the financial year and up to the date of this report, in compliance with UK Listing Rule 6.2.3R. #### Share capital Details of the Company’s share capital, together with details of the movements in the share capital during the year, are shown on page 130 of the accounts. The Company has one class of ordinary shares which carry no right to fixed income. Each share carries the right to one vote at a general meeting of the Company. #### Dividend As set out in the Prospectus, the Company is focused on investing to deliver future growth. As such, the Company’s current dividend policy is not to declare any dividends in the near future. Accordingly, there were no dividend payments to which any waiver could apply, therefore no disclosures arise in respect of dividend waivers under the applicable UK Listing Rules. The Company will continue to review its dividend policy as the Board believes dividends to be an important component of long-term total shareholder return. #### Major interests in shares As at 31 December 2025, the Company had been notified of the following interests in 3% or more of the Company’s issued share capital, in accordance with Rule 5 of the FCA’s Disclosure Guidance and Transparency Rules. The information provided below is correct at the date of notification. Voting rights (%) Dar Al Arkan Global Investments LLC Number of Shares 158,400,000 88% Number of Shares Voting rights (%) 158,400,000 88% As at 31 December 2025 As at 22 March 2026 Since 31 December 2025 until 10 March 2026, the Company has not been notified of any interests representing over 3% of the issued share capital. Holder ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 98 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT #### DIRECTORS’ REPORT continued #### Directors’ Interests in Shares As at 31 December 2025 and as at March 6th 2026 (being a date not more than one month prior to the date of the notice of the Annual General Meeting), none of the Directors in office at 31 December 2025, nor any persons closely associated with them, had any interests in the issued share capital of the Company or in any other securities of the Company required to be disclosed pursuant to UKLR 6.6.6R(1). #### Purchase of Own Shares At each Annual General Meeting, shareholders renew the authority for the Company to purchase its own shares, and this authority remained valid at the end of the financial period under review. The Company did not purchase any of its own shares otherwise than through the market or by tender to all shareholders during the period, nor has it entered into any contracts for such purchases since the period end. The Company also did not sell any treasury shares otherwise than through the market or pursuant to arrangements made available to all shareholders on the same terms. Accordingly, no further disclosures are required in this regard. #### Election and Re-Election of Independent Directors Under the UK Listing Rules, the election or re-election of independent directors must be approved by both the shareholders and the independent shareholders of the Company (which excludes the controlling shareholder and its associates). #### Relationship agreement The Company entered into a Relationship Agreement (“Relationship Agreement”) with Dar Al Arkan Real Estate Development Company PJSC (“the Major Shareholder”) dated January 5th 2023, and amended and restated in 2023 and 2025, the terms of which came into force on admission of the shares of the Company to trade on the Standard Listing segment of the London Stock Exchange. The principal purpose of the Relationship Agreement is to ensure that the Company is capable at all times of carrying on its business independently of the Major Shareholder and its associates, that transactions and relationships with the Major Shareholder and its associates are at arm’s length and on normal commercial terms (subject to the rules on related party transactions in the Listing Rules) and to ensure the Major Shareholder does not take any action that would prevent the Company from complying with, or would encourage the Company to seek to circumvent, the Listing Rules. The Relationship Agreement will remain in full force and effect for so long as such the Major Shareholder, together with its associates, holds Ordinary Shares representing at least 10% of the Ordinary Shares in issue by the Company from time to time (save that the Major Shareholder may terminate the Relationship Agreement if the Company is delisted from the Main Market of the London Stock Exchange or experiences certain insolvency-related scenarios). The Board confirms that, throughout the year ended 31 December 2025, the Company has complied with the independence provisions contained in the Relationship Agreement entered into with its controlling shareholder and that, to the Board best knowledge, the controlling shareholder has complied with such provisions. #### Going Concern and Viability Statement The Directors have assessed the prospects of the Company over the period of 2 years, which reflects the Group’s strategic planning horizon. In making this assessment, the Directors have considered the Group’s current financial position, business plan, funding arrangements and principal risks, together with the potential impact of severe but plausible downside scenarios. Based on this assessment, the Directors have a reasonable expectation that the Company will continue in operation and meet its liabilities as they fall due over the period of assessment. #### Significant agreements The Group has two significant agreements that would be terminable upon a change of control: the Emirates National Bank of Dubai loan facility and the Abu Dhabi Commercial Bank loan facility. #### Political donations The Group did not make any political donations or incur political expenditure in 2025. UKLR 6.6.1R Disclosure Requirement Location in Annual Financial Report / Statement of Applicability Amount of interest capitalised during the period under review, including related tax relief and its treatment Disclosed in Note 17(e) - Other related party transactions to the consolidated financial statements in page 129 Information required under UKLR 6.2.23R (Publication of unaudited financial information No profit estimate or forecast has been issued and as such the disclosure requirement is not applicable. Details of long-term incentive schemes (UKLR 9.3.3R) Not applicable. The Company did not operate a long-term incentive scheme requiring disclosure under UKLR 9.3.3R during the period. Arrangements under which a Director has waived or agreed to waive emoluments No such arrangements existed during the period under review. Waiver of future emoluments by a Director No Director has agreed to waive future emoluments, and no emoluments were waived during the period. Allotment for cash of equity securities otherwise than pro rata and not specifically authorised by shareholders (including required sub-disclosures) Not applicable. The Company did not allot any equity securities during the period under review. Equivalent disclosure for any unlisted major subsidiary undertaking Not applicable. Participation by parent undertaking in any placing (where applicable) Not applicable. Contract of significance involving a Director with a material interest No such contract subsisted during the period under review. Contract of significance with a controlling shareholder Disclosed in Note 17 – Related party transactions Contract for provision of services by a controlling shareholder (unless exempt) Disclosed in Note 17(e) – Other related party transactions to the consolidated financial statements in page 129 Shareholder waiver of dividends during the period Not applicable. No dividends were declared or paid during the period. Shareholder waiver of future dividends Not applicable. Board statement regarding compliance with UKLR 6.2.3R (independence from controlling shareholder) Included in the Directors’ Report in page 97 #### UKLR 6.6.4R Cross-Reference Table ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 99 GOVERNANCE REPORT FINANCIAL STATEMENTS STRATEGIC REPORT #### DIRECTORS’ REPORT continued Pages 97 to 98 of this Annual Report constitute the Directors’ Report of the Company for 2025, as contemplated by the Act. The Company has chosen in accordance with the Act, to include certain information in the Strategic Report that would otherwise be required to be included in this Directors’ Report, as follows: Other information incorporated by reference into the Directors’ Report can be located as follows: #### OTHER DISCLOSURES Detail Detail Location in the Annual Report Location in the Annual Report Likely future developments in the business Engagement with suppliers, customers and others Pages 23 and 24 Pages 58 to 60 GHG emissions and energy consumption and efficiency Financial risk management objectives and policies Events after the reporting date Page 65 Note 29 to the Group annual financial statements on pages 133 to 135 Note 35 to the Group annual financial statements on page 136 For and on behalf of the Board #### David Weinreb Chairman 10 March 2026 ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 100 # FINANCIAL # STATEMENTS 101. Independent Auditor’s Report to the Members of Dar Global PLC 106. Consolidated Statement of Financial Position 107. Consolidated Statement of Profit or Loss and Other Comprehensive Income 108. Consolidated Statement of Changes in Equity 109. Consolidated Statement of Cash Flows 110. Notes to the Consolidated Financial Statements 137. Company Statement of Financial Position 138. Company Statement of Changes in Equity 139. Notes to the Company Financial Statements 03. STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 101 FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT In our opinion, the accompanying: • financial statements give a true and fair view of the state of the Group’s and of the Company’s affairs as at 31 December 2025 and of the Group’s profit for the year then ended; • Group financial statements are properly prepared in accordance with UK-adopted international accounting standards; • parent Company financial statements are properly prepared in accordance with UK accounting standards, including FRS101 Reduced Disclosure Framework; and • 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 are described below. We believe that the audit evidence we have obtained is a sufficient and appropriate basis for our opinion. Our audit opinion is consistent with our report to the audit committee. #### Key audit matters: our assessment #### of the risks of material misstatement Key audit matters are those matters that, in our professional judgement, were of most significance in the audit of the consolidated financial statements and Company financial statements and include the most significant assessed risks of material misstatement (whether or not due to fraud) identified by us, including those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the engagement team. We summarise below the key audit matters (unchanged from 2024), in arriving at our audit opinion above, together with our key audit procedures to address those matters and, as required for public interest entities, our results from those procedures. These matters were addressed, and our results are based on procedures undertaken, in the context of, and solely for the purpose of, our audit of the consolidated financial statements and Company financial statements as a whole, and in forming our opinion thereon, and consequently are incidental to that opinion, and we do not provide a separate opinion on these matters. #### Our opinion is unmodified We have audited the consolidated financial statements and Company financial statements of Dar Global PLC (the “Company”) and its subsidiaries (together, the “Group”), which comprise the consolidated and Company statements of financial position as at 31 December 2025, the consolidated statements of profit or loss and other comprehensive income, changes in equity and cash flows and Company statement of changes in equity for the year then ended, and notes, comprising material accounting policies and other explanatory information. #### INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF DAR GLOBAL PLC We were first appointed as auditor by the directors on 23 May 2023. The period of total uninterrupted engagement is for the 3 financial years ended 31 December 2025. We have fulfilled our ethical responsibilities under, and we remain independent of the Company and Group in accordance with, UK ethical requirements including the FRC Ethical Standard as applied to public interest entities. No non-audit services prohibited by that standard were provided. ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 102 #### INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF DAR GLOBAL PLC continued Basis The Group recognises revenue on sale of development properties in accordance with IFRS 15 “Revenue from Contracts with Customers” either at the point in time at which the performance obligation is satisfied or over time depending on the terms of contracts with customers. The Group has elected to apply the input method to measure the progress of performance obligations where revenue is recognised over time. In applying the input method, the Group estimates the cost to complete the projects in order to determine the amount of revenue to be recognised Risk Revenue recognition involves judgement in determining whether a contract exists as there is a risk that contracts with customers are accounted for prior to the parties being committed to their obligations and before the collection of consideration from customers is probable. The recognition of revenue requires a high level of estimation by the directors in determining costs to meet performance obligations satisfied over time for the recognition of proportionate revenue. There is a risk that revenue is recognised prior to performance obligations being satisfied, resulting in revenue not being accounted for in the correct period. The effect of these matters is that, as part of our risk assessment, we determined that the revenue recognition over time model has a high degree of judgement and estimation uncertainty, with a potential range of reasonable outcomes greater than our materiality for the financial statements as a whole, and possibly many times that amount. Our audit procedures included: Internal Controls: We documented and assessed the design and implementation of controls regarding revenue recognition; Assessing revenue recognition model: Identifying a contract: We assessed the appropriateness of the directors’ judgement in determining the existence of a contract by examining agreements with customers and the assessment by the directors that collection is probable; Satisfaction of timing of performance obligations: We assessed whether performance obligations are satisfied at a point in time or over time and are accounted for in accordance with the appropriate accounting standards; We critically assessed the appropriateness of the key inputs regarding the costs to complete by agreeing expected costs to complete to construction contractors’ agreements or other supporting documents on a judgemental basis based on size or key characteristics; We recalculated development completion percentage based on the costs incurred to date and the project budgets underpinning the revenue recognition over time; We considered the cash collection profile in comparison to the satisfaction of performance obligations to assess whether a significant financing component existed within the contract; We performed testing over transactions recorded close to the year-end and including customer defaults / forfeiture of units post year-end to ensure that they were recognised in the correct period. Assessing disclosures: We considered the adequacy of the Group’s disclosures regarding the recognition of revenue. Our results We found the results of our testing in respect of revenue recognition to be satisfactory and the recording of revenue and related disclosures to be acceptable. Revenue recognition (Existence, Accuracy) 2025: US$506,436,445 (2024: US$233,597,186). Refer to the Audit Committee Report, note 2.15 accounting policy and note 21 disclosures. The risk Our response FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 103 #### INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF DAR GLOBAL PLC continued Low risk, high value The carrying value of the parent Company’s investment in subsidiaries represents 55% (2024: 62%) of the parent Company’s total assets. The assessment of carrying value is not at a high risk of significant misstatement or subject to significant judgement as the carrying value is supported by the net asset value of the subsidiaries and the profits forecast to be made on sale of the development properties owned by the subsidiaries (which are stated at cost in the financial statements). However, due to its materiality in the context of the parent Company financial statements, this is considered to be the area that had the greatest effect on our overall parent Company audit. Our audit procedures included: Test of details We compared the carrying amount of 100% of the parent Company’s investments in subsidiaries with the relevant subsidiaries’ balance sheet and budgets for the underlying development properties to identify whether their financial position supported the carrying amount of the parent Company’s investments in those subsidiaries. We evaluated budgeted forecasts in line with our knowledge of the entity. Assessing disclosures We have also considered the adequacy of the Company’s disclosure of the circumstances identified by the directors in respect of the carrying value of the investments in the subsidiaries. Our results The results of our testing were satisfactory and we found the carrying value and associated disclosure of the investment in subsidiaries to be acceptable. Recoverability of parent Company’s investment in subsidiaries (Valuation) Investment in subsidiaries US$379,464,441 (2024: US$379,464,441). Refer to the Audit Committee Report, note 2.8 accounting policy and note 5 disclosures in the Company financial statements. The risk Our response Our application of materiality and #### an overview of the scope of our #### audit Materiality for the consolidated financial statements as a whole was set at USD$3.92m (2024: USD$1.83m), determined with reference to a benchmark of Group total budgeted revenue (2024: Group total revenue) of USD$522.2m (2024: USD$244.3m), of which it represents approximately 0.75% (2024: 0.75%). We consider total Group revenue to be the most appropriate benchmark as it provides a more stable measure year on year of the Group’s activities. Materiality for the Company financial statements was set at US$588k (2024: US$274k), determined with reference to the allocated Group materiality as above (2024: allocated Group materiality), of which it represents approximately 15% of Group materiality (2024: 15%). In line with our audit methodology, our procedures on individual account balances and disclosures were performed to a lower threshold, performance materiality, so as to reduce to an acceptable level the risk that individually immaterial misstatements in individual account balances add up to a material amount across the consolidated financial statements as a whole. Performance materiality for the Group was set at 65% (2024: 75%) of materiality for the consolidated financial statements as a whole, which equates to USD$2.54m (2024: USD$1.37m). We applied this percentage in our determination of Group performance materiality based on the size and complexity of the Group. For the Company, performance materiality was set at 75% (2024: 75%), which equates to US$382k (2024: US$205k). We applied this percentage in our determination of Company performance materiality because we did not identify any factors indicating an elevated level of risk. We reported to the Audit Committee any corrected or uncorrected identified misstatements exceeding USD$196k (2024: USD$91.5k) for the consolidated financial statements and USD$127k (2024: USD$68k) for the Company financial statements, in addition to other identified misstatements that warranted reporting on qualitative grounds. Our audit of the Group was undertaken to the materiality level specified above, which has informed our identification of significant risks of material misstatement and the associated audit procedures performed in those areas as detailed above. In total we identified 13 components having considered the structure and activities of the Group and our ability to perform audit procedures centrally. Of those we identified 6 quantitatively significant components which contain the largest percentages of either total revenue or total assets of the Group, for which we have performed audit procedures. Additionally, having considered qualitative and quantitative factors we selected 7 components with accounts contributing to the specific risks of material misstatement of the Group financial statements. Audits for all significant components were performed by the group audit team in respect of activities in United Arab Emirates, Oman, Kingdom of Saudi Arabia, Qatar and United Kingdom. We set the component materialities, which ranged from USD$588k to USD$3.13m, having regard to size and risk profile. The group audit team also performed the audit of the parent company. Accordingly, these group procedures covered 98% (2024: 97%) of total Group revenue and 99% (2024: 98%) of total Group assets and liabilities. The segment disclosures in note 4 set out the individual significance of a specific region. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 104 #### Going concern The directors have prepared the consolidated financial statements and Company financial statements on the going concern basis as they do not intend to liquidate the Group or the Company or to cease their operations, and as they have concluded that the Group and the Company’s financial position means that this is realistic. They have also concluded that there are no material uncertainties that could have cast significant doubt over their ability to continue as a going concern for at least a year from the date of approval of the consolidated financial statements and Company financial statements (the “going concern period”). In our evaluation of the directors’ conclusions, we considered the inherent risks to the Group and the Company’s business model and analysed how those risks might affect the Group and the Company’s financial resources or ability to continue operations over the going concern period. The risks that we considered most likely to affect the Group and the Company’s financial resources or ability to continue operations over this period were: • Availability of capital to meet operating costs and other financial commitments; and • The forecast level of sales and the recoverability of financial assets subject to credit risk; We considered whether these risks could plausibly affect the liquidity in the going concern period by comparing severe, but plausible downside scenarios that could arise from these risks individually and collectively against the level of available financial resources indicated by the Group and Company’s financial forecasts. We considered whether the going concern disclosure in note 2.2 to the Group and Company financial statements gives a full and accurate description of the directors’ assessment of going concern. Our conclusions based on this work: • we consider that the directors’ use of the going concern basis of accounting in the preparation of the consolidated financial statements and Company financial statements is appropriate; • we have not identified, and concur with the directors’ assessment that there is not, a material uncertainty related to events or conditions that, individually or collectively, may cast significant doubt on the Group and the Company’s ability to continue as a going concern for the going concern period; and • we have nothing material to add or draw attention to in relation to the directors’ statement in the notes to the consolidated financial statements and Company financial statements on the use of the going concern basis of accounting with no material uncertainties that may cast significant doubt over the Group and the Company’s use of that basis for the going concern period, and that statement is materially consistent with the consolidated financial statements and Company financial statements and our audit knowledge. However, as we cannot predict all future events or conditions and as subsequent events may result in outcomes that are inconsistent with judgements that were reasonable at the time they were made, the above conclusions are not a guarantee that the Group and the Company will continue in operation. Fraud and breaches of laws and #### regulations – ability to detect Identifying and responding to risks of material misstatement due to fraud To identify risks of material misstatement due to fraud (“fraud risks”) we assessed events or conditions that could indicate an incentive or pressure to commit fraud or provide an opportunity to commit fraud. Our risk assessment procedures included: • enquiring of management as to the Group’s policies and procedures to prevent and detect fraud as well as enquiring whether management have knowledge of any actual, suspected or alleged fraud; • reading minutes of meetings of those charged with governance; and • using analytical procedures to identify any unusual or unexpected relationships. As required by auditing standards, and taking into account possible incentives or pressures to misstate performance and our overall knowledge of the control environment, we perform procedures to address the risk of management override of controls and the risk of fraudulent revenue recognition, and the risk that management may be in a position to make inappropriate accounting entries. We did not identify any additional fraud risks. We performed procedures including: • identifying journal entries and other adjustments to test based on risk criteria and comparing any identified entries to supporting documentation; • incorporating an element of unpredictability in our audit procedures; and • those set out in the revenue recognition key audit matter. Identifying and responding to risks of material misstatement due to non-compliance with laws and regulations We identified areas of laws and regulations that could reasonably be expected to have a material effect on the consolidated financial statements and Company financial statements from our sector experience and through discussion with management (as required by auditing standards), and from inspection of the Group’s regulatory and legal correspondence, if any, and discussed with management the policies and procedures regarding compliance with laws and regulations. As the Group is regulated, our assessment of risks involved gaining an understanding of the control environment including the entity’s procedures for complying with regulatory requirements. The Group is subject to laws and regulations that directly affect the consolidated financial statements and Company financial statements including financial reporting legislation and taxation legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. The Group is subject to other laws and regulations where the consequences of non-compliance could have a material effect on amounts or disclosures in the consolidated financial statements and Company financial statements, for instance through the imposition of fines or litigation or impacts on the Group and the Company’s ability to operate. We identified financial services regulation as being the area most likely to have such an effect, recognising the regulated nature of the Group’s activities and its legal form. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations to enquiry of management and inspection of regulatory and legal correspondence, if any. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach. Context of the ability of the audit to detect fraud or breaches of law or regulation Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the consolidated financial statements and Company financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the consolidated financial statements and Company financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remains a higher risk of non-detection of fraud, as this may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations. #### INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF DAR GLOBAL PLC continued FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 105 #### Other information The directors are responsible for the other information, which comprises the strategic report, the directors’ report and the other information included in the annual report, but does not include the consolidated financial statements and Company financial statements and our auditor’s report thereon. Our opinion on the consolidated financial statements and Company financial statements does not cover the other information and, accordingly, we do not express an audit opinion or, except as explicitly stated below, any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether, based on our consolidated financial statements and Company financial statements audit work, the information therein is materially misstated or inconsistent with the consolidated financial statements and Company financial statements or our audit knowledge. Based solely on that work: • we have not identified material misstatements in the other information; • in our opinion the information given in the strategic report and the directors’ report for the financial year is consistent with the consolidated financial statements and Company financial statements; and • in our opinion those reports have been prepared in accordance with the Companies Act 2006. Directors’ remuneration report In our opinion the part of the Directors’ Remuneration Report to be audited has been properly prepared in accordance with the Companies Act 2006. Disclosures of emerging and #### principal risks and longer-term #### viability We are required to perform procedures to identify whether there is a material inconsistency between the directors’ disclosures in respect of emerging and principal risks and the viability statement, and the consolidated financial statements and Company financial statements and our audit knowledge. We have nothing material to add or draw attention to in relation to: • the directors’ confirmation within the Viability statement (page 57) that they have carried out a robust assessment of the emerging and principal risks facing the Group and Company, including those that would threaten its business model, future performance, solvency or liquidity; • the emerging and principal risks disclosures describing these risks and explaining how they are being managed or mitigated; • the directors’ explanation in the Viability statement (page 57) as to how they have assessed the prospects of the Group and Company, over what period they have done so and why they consider that period to be appropriate, and their statement as to whether they have a reasonable expectation that the Group and Company will be able to continue in operation and meet its liabilities as they fall due over the period of their assessment, including any related disclosures drawing attention to any necessary qualifications or assumptions. #### Corporate governance disclosures We are required to perform procedures to identify whether there is a material inconsistency between the directors’ corporate governance disclosures and the consolidated financial statements and Company financial statements and our audit knowledge. Based on those procedures, we have concluded that each of the following is materially consistent with the consolidated financial statements and Company financial statements and our audit knowledge: • the directors’ statement that they consider that the annual report and consolidated financial statements and Company financial statements taken as a whole is fair, balanced and understandable, and provides the information necessary for shareholders to assess the Company’s position and performance, business model and strategy; • the section of the annual report describing the work of the Audit Committee, including the significant issues that the audit committee considered in relation to the financial statements, and how these issues were addressed; and • the section of the annual report that describes the review of the effectiveness of the Company’s risk management and internal control systems. Corporate governance disclosures Based solely on our work on the other information described above: • with respect to the Corporate Governance Statement disclosures about internal control and risk management systems in relation to financial reporting processes and about share capital structures: • we have not identified material misstatements therein; and • the information therein is consistent with the financial statements; and • in our opinion, the Corporate Governance Statement has been prepared in accordance with relevant rules of the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority. We are also required to report to you if a corporate governance statement has not been prepared by the Company. We have nothing to report in these respects. #### We have nothing to report on other #### matters on which we are required #### to report by exception Under the Companies Act 2006, we are required to report to you if, in our opinion: • Adequate accounting records have not been kept, 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 We have nothing to report in these respects. #### Respective responsibilities Directors’ responsibilities As explained more fully in their statement set out in the annual report, the directors are responsible for: the preparation of the consolidated financial statements and Company financial statements including being satisfied that they give a true and fair view; such internal control as they determine is necessary to enable the preparation of consolidated financial statements and Company financial statements that are free from material misstatement, whether due to fraud or error; assessing the Group and 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 they either intend to liquidate the Group or the Company or to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities Our objectives are to obtain reasonable assurance about whether the consolidated financial statements and Company financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue our opinion in an auditor’s report. Reasonable assurance is a high level of assurance, but does not guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the consolidated financial statements and Company financial statements. A fuller description of our responsibilities is provided on the FRC’s website at www.frc.org.uk/ auditorsresponsibilities. The purpose of this report and #### restrictions on its use by persons #### other than the Company’s #### members as a body 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 its members, as a body, for our audit work, for this report, or for the opinions we have formed. #### Edward Houghton #### (Senior Statutory Auditor) For and on behalf of KPMG Audit LLC (Statutory Auditor) Chartered Accountants Isle of Man 10 March 2026 #### INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF DAR GLOBAL PLC continued FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 106 #### CONSOLIDATED STATEMENT OF FINANCIAL POSITION (IN UNITED STATES DOLLAR) | | | | | | --- | --- | --- | --- | | | Note | 31 December 2025 | 31 December 2024 | | Assets | | | | | Cash and cash equivalents | 5 | 668,046 ,169 | 41 3,62 5,405 | | Trade and unbilled receivables | 6 | 351, 75 1,094 | 277 ,338,806 | | Advances, deposits and other receivables | 7 | 1 85 ,395 ,654 | 1 19, 77 4,587 | | Development properties | 8 | 7 83,1 1 1,658 | 586 ,415 ,4 20 | | Escrow retentions | 9 | 33 ,520,1 4 7 | 10, 77 4,653 | | Due from related parties | 17 | 6,476, 773 | 1,600 ,015 | | Property and equipment | 10 | 25 ,03 7 ,543 | 21,89 7 ,663 | | Right-of-use assets | 11 | 3,846 ,885 | 4,1 33,1 77 | | Deferred tax assets | 18 | 5 ,430,464 | 5 ,860,228 | | Total assets | | 2,062,61 6,38 7 | 1,441,419 ,954 | | Liabilities and equity | | | | | Liabilities | | | | | Trade and other payables | 12 | 125 ,608,822 | 85 ,015,1 1 4 | | Advances from customers | 13 | 459 ,486 ,898 | 1 80,02 7 ,54 7 | | Retention payable | 14 | 19 ,326 ,37 5 | 9 ,630,04 7 | | Development property liabilities | 15 | 412,1 41, 755 | 254, 7 47 ,426 | | Bank borrowings | 16 | 1 69 ,069,969 | 205 ,493,02 5 | | Due to related parties | 17 | 28 7 ,093,049 | 222,56 7 , 71 7 | | Employees’ end of service benefits | | 1, 750,05 7 | 1,1 1 7 , 792 | | Lease liabilities | 11 | 3,63 4,491 | 4,1 1 4,862 | | Deferred tax liabilities | 18 | 126 ,200 | 252,935 | | Total liabilities | | 1,4 7 8,237 ,61 6 | 962,966 ,465 | FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT The accompanying notes from 1 to 35 form an integral part of these consolidated financial statements. These consolidated financial statements were approved by the Board of Directors on 10 March 2026 and signed on its behalf by: David Weinreb Ziad El Chaar Chairman Chief Executive Officer | | | | | | --- | --- | --- | --- | | | Note | 31 December 2025 | 31 December 2024 | | Equity | | | | | Share capital | 19 | 1,800 ,21 6 | 1,800 ,216 | | Share premium | 20 | 88, 781,0 78 | 88, 781 ,07 8 | | Retained earnings | | 487 ,866, 754 | 387 ,488, 7 28 | | Foreign currency translation reserve | | 4,656 ,61 7 | (43 7 ,202) | | Statutory reserve | 2.21 | 1,229 ,1 10 | 820,669 | | Equity attributable to owners of the Company | | 584,33 3, 775 | 4 7 8,453,489 | | Non-controlling interest | 28 | 44,996 | - | | Total Equity | | 584,3 78, 771 | 4 78,453 ,489 | | Total liabilities and equity | | 2,062,61 6 ,387 | 1,441,419 ,954 | ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 107 #### CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME (IN UNITED STATES DOLLAR) | | | | | | --- | --- | --- | --- | | | Note | 31 December 2025 | 31 December 2024 | | Revenue | 21 | 538,61 7 ,634 | 2 40 ,330,393 | | Cost of revenue | 21 | (348,915 ,51 4) | (152,946 ,653) | | Gross profit | | 1 89 , 702,120 | 87 ,383, 7 40 | | Other income | 22 | 2 4,123 ,626 | 2,32 8,2 7 2 | | Selling and marketing expenses | 23 | (33 ,912,002) | (27 ,345 ,97 4) | | General and administrative expenses | 24 | (59 ,36 7 ,502) | (3 7 ,691,519) | | Finance costs | 25 | (2 4,910 ,352) | (22,9 79 ,983) | | Finance income | 25 | 1 7 ,119 ,04 7 | 1 1,690,2 73 | | Share of profit from joint venture | | - | 7 04,640 | | Gain from disposal of joint venture | | - | 20,038 | | Profit before tax | | 1 12, 754,93 7 | 1 4,109 ,48 7 | | Income tax (expense)/credit | | (1 1,969 ,87 4) | 803 ,690 | | Profit for the year | 18 | 100, 785 ,063 | 1 4,913 ,1 77 | | Other comprehensive income | | | | | Items that are or may be classified subsequently to profit | | | | | or loss | | | | | Increase/(decrease) in foreign currency translation reserve | | 5 ,093,819 | (1,8 71,239) | | Total comprehensive income for the year | | 105 ,87 8,882 | 1 3,041,938 | 31 December 202431 December 2025Note | | | | | | --- | --- | --- | --- | | Profits/(loss) attributable to | | | | | Owners of the Company | | 100, 786 ,46 7 | 1 4,91 3,1 77 | | Non-controlling Interests | 28 | (1,404) | - | | | | 100, 785 ,063 | 1 4,91 3,1 77 | | Total comprehensive income | | | | | attributable to: | | 105 ,880,286 | 1 3,041 ,938 | | Owners of the Company | | (1,404) | - | | Non-controlling Interests | 28 | | | | | | 105 ,87 8,882 | 1 3,041 ,938 | | Earnings per share attributable to owner of the Company: | | | | | – basic and diluted earnings per share (USD) | 26 | 0.56 | 0.08 | | Adjusted earnings before interest, tax, depreciation and amortisation (adjusted EBITDA) | | | | | Net finance costs | | 7 , 791,305 | 1 1,289 , 710 | | Depreciation on property and equipment and right-of-use assets | | 5 , 798,092 | 4,530,2 48 | | Tax expenses/(credit) | | 12,254,621 | (6 75 ,239) | | Adjusted earnings before interest, tax, depreciation and amortisation (adjusted EBITDA) | | 126 ,629 ,081 | 30,05 7 ,896 | The accompanying notes from 1 to 35 form an integral part of these consolidated financial statements FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 108 #### Attributable to owners of the Company | | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | Share | Statutory | Foreign currency | Retained | Share | Total | Non-controlling | Total | | | capital | reserve | translation reserve | earnings | Premium | | interest | Equity | | Balance as at 1 January 2024 | 1,800,21 6 | 408,441 | 1,436 ,2 44 | 3 72,985 ,5 72 | 88, 781 ,07 8 | 465 ,411,55 1 | - | 465 ,411,55 1 | | Profit for the year | - | - | - | 1 4,91 3,1 77 | - | 1 4,91 3,1 77 | - | 1 4,91 3,1 77 | | Other comprehensive income/(loss) | - | - | (1,8 71,239) | - | - | (1,8 71,239) | - | (1,8 71,239) | | Total comprehensive income for the year | - | - | (1,8 71,239) | 1 4,913 ,1 77 | - | 1 3,041 ,938 | - | 1 3,041,938 | | Transaction with owners of the Company | | | | | | | | | | Other reserves | - | 2,20 7 | (2,20 7) | - | - | - | - | - | | Statutory reserve | - | 410,021 | - | (410,021) | - | - | - | - | | Total transactions with owners of the Company | - | 412,228 | (2,20 7) | (410,021) | - | - | - | - | | Balance as at 31 December 2024 | 1,800,21 6 | 820,669 | 43 7 ,202 | 387 ,488, 728 | 88, 781,0 78 | 4 7 8,453,4 89 | - | 4 7 8,453,4 89 | | Balance as at 1 January 2025 | 1,800,21 6 | 820,669 | (43 7 ,202) | 387 ,488, 728 | 88, 781,0 78 | 4 7 8,453,4 89 | - | 4 7 8,453,4 89 | | Profit/(loss) for the year | - | - | - | 100, 786,46 7 | - | 100, 786,46 7 | (1,404) | 100, 785 ,063 | | Other comprehensive income/(loss) | - | - | 5 ,093,819 | - | - | 5 ,093,819 | - | 5 ,093,819 | | Total comprehensive income/(loss) for the year | - | - | 5 ,093,819 | 100, 786 ,467 | - | 105 ,880,286 | (1,404) | 105 ,87 8,882 | | Transactions with owners of the Company | | | | | | | | | | Statutory reserve | - | 408,441 | - | (408,441) | - | - | - | - | | Total transactions with owners of the Company | - | 408,441 | - | (408,441) | - | - | - | - | | Non-controlling interest (refer to note 28) | - | - | - | - | - | - | 46 ,400 | 46 ,400 | | | 1,800,216Balance as at 31 December 2025 | 1,229 ,1 10 | 4,656 ,61 7 | 487 ,866, 754 | 88, 781,0 78 | 584,33 3, 775 | 44,996 | 584,3 78, 771 | The accompanying notes from 1 to 35 form an integral part of these consolidated financial statements. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT #### CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (IN UNITED STATES DOLLAR) ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 109 #### CONSOLIDATED STATEMENT OF CASH FLOW (IN UNITED STATES DOLLAR) | | | | | | --- | --- | --- | --- | | | Note | 31 December 2025 | 31 December 2024 | | Cash flows from operating activities | | | | | Profit for the year | | 100, 785 ,063 | 1 4,91 3,1 77 | | Adjustments for: | | | | | Depreciation on property and equipment | 24 | 3,020 ,698 | 2,022,1 88 | | Depreciation on right-of-use assets | 24 | 2, 777 ,394 | 2,508,060 | | Provision for employees’ end of service benefits | | 1,02 4,062 | 653 ,07 3 | | Unrealised foreign exchange | | (4,994, 703) | - | | Finance costs | 25 | 2 4,910 ,352 | 22,9 79 ,983 | | Other income from partial forgiveness of liability | 22 | (10,987 ,066) | - | | Finance income | 25 | (1 7 ,119 ,04 7) | (1 1,690,2 73) | | Share of profit from joint venture | | - | (7 04,640) | | Gain from disposal of joint venture | | - | (20,038) | | Income tax expense/(credit) | | 1 1,969 ,87 4 | (803 ,690) | | Operating profit before working capital changes | | 1 11,386 ,627 | 29 ,85 7 ,840 | | Working capital changes: | | | | | Trade and unbilled receivables | | (7 4,412,288) | (55 ,4 71,342) | | Advances, deposits and other receivables | | (65 ,283 ,4 77) | (54,5 77 ,821) | | Development properties and development property | | (2 4, 7 46 ,143) | (1 67 ,585 ,6 7 4) | | liabilities | | | | | Trade and other payables | | 30, 771,509 | 55 ,904,87 2 | | Advances from customers | | 27 9 ,459 ,351 | 84,862,015 | | Retention payable | | 9 ,696,3 28 | 2,541,630 | | Due (from)/to related parties | | (4,876 , 758) | 1,556 ,2 44 | | Cash generated from/(used in) operating activities | | 261,995 ,1 49 | (102,912,236) | | Income tax paid | | (1,493,043) | - | | Employee benefits paid | | (391, 798) | (22 4,830) | | Net cash from/(used in) operating activities | | 260 ,1 10,308 | (103 ,13 7 ,066) | | Cash flows from investing activities | | | | | Acquisition of property and equipment | 10 | (5 , 786 ,0 79) | (1 8,1 49 ,090) | | Escrow retentions | | (22, 7 45 ,494) | (787 ,1 76) | | Funds transferred to related parties | | (6 ,109,364) | (125 ,628) | | Proceeds from disposal of property and equipment | 10 | 1,219 | 60,382 | | Proceeds from disposal of investment in joint venture | | - | 6 ,288,099 | | Net cash acquired on acquisition | | - | 9 ,355,2 59 | | Interest income | 25 | 13, 71 7 ,616 | 1 1,25 9,006 | | Repayment to joint venture | | - | 2,150,98 7 | | Net cash (used in)/generated from investing activities | | (20 ,922,102) | 10,05 1,839 | 31 December 202431 December 2025Note | | | | | | --- | --- | --- | --- | | Cash flows from financing activities | | | | | Proceeds from bank borrowings | 16 | 5 ,602,989 | 1 4 7 ,882,0 72 | | Repayment of bank borrowings | 16 | (44,040 ,1 13) | (6 7 ,092,06 7) | | Interest expense on borrowings | | (12,381,32 9) | (15 ,81 7 ,1 77) | | Payment of structuring fees for bank borrowings | | (50 7 ,859) | (660, 784) | | Proceeds from related party borrowings | 17 | 69 ,369 ,659 | 226,5 76 ,921 | | Repayment of related party borrowings | 17 | (152,359) | (7 , 798,634) | | Payment of lease liabilities | 11 | (2,967 , 700) | (2,931,863) | | Interest expense on lease liabilities | 11 | (32 4,226) | (31 4,936) | | Proceeds from non-controlling interests | | 46 ,400 | - | | Net cash generated from financing activities | | 1 4,645 ,462 | 2 79 ,843 ,532 | | Net increase in cash and cash balances | | 253 ,833 ,668 | 1 86, 758,305 | | Effect of translation of foreign currency | | 587 ,096 | (1,62 4,934) | | Cash and cash equivalents, beginning of the year | | 41 3,625 ,405 | 228,492,03 4 | | Cash and cash equivalents at the end of the year | | 668,046 ,169 | 41 3,62 5,405 | | Cash and cash equivalents: | | | | | Cash in hand | 5 | 230 ,286 | 81, 076 | | Cash at banks | 5 | 66 7 ,815,883 | 41 3,544,32 9 | | | | 668,046 ,169 | 41 3,62 5,405 | The accompanying notes from 1 to 35 form an integral part of these consolidated financial statements. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 1. Legal status and business activities 1.1 Dar Global PLC (the “Company”) is a public limited company, limited by shares, incorporated, domiciled, and registered in England and Wales. The Company operates under a Company Number 14388348 issued by the registrar of the companies for England and Wales. The majority of shares of the Company are held by Dar Al Arkan Global Investment LLC (“Major shareholder”) in United Arab Emirates (“UAE”) and the Ultimate parent company of the Major shareholder is Dar Al Arkan Real Estate Development Company, Kingdom of Saudi Arabia (“KSA”). The Group is primarily involved in development and sale of real estate. 1.2 The registered address of the Company is located at 19th Floor, 51 Lime Street, London, EC3M 7DQ, United Kingdom. 1.3 These consolidated financial statements (“financial statements”) represent the results of Dar Global PLC and its subsidiaries (the “Group”), set out in note 1.4. 1.4 The Company has the following subsidiaries over which it has direct or indirect control: | | | | | | | | --- | --- | --- | --- | --- | --- | | Name of subsidiary and domicile | Percentage of | Percentage of | License/RegistrationNo. | | Principalactivities | | | effective holding | voting rights | | | | | Dar Global Properties L.L.C – UAE | 100% | 100% | Commerciallicenseno.791860 | | Developmentandsaleofrealestate. | | (Formerly Dar Al Arkan Properties L.L.C) | | | | | | | DarGlobalUKHoldingsLTD–UnitedKingdom | 100% | 100% | Companyregistrationno.13881707 | | Developmentandsaleofrealestate. | | DarGlobalUKNo.1LTD–UnitedKingdom | 100% | 100% | Companyregistrationno.14751868 | | Developmentandsaleofrealestate. | | DarGlobalUKNo.2LTD–UnitedKingdom | 100% | 100% | Companyregistrationno.14751750 | | Developmentandsaleofrealestate. | | DarGlobalUKNo.3LTD–UnitedKingdom | 100% | 100% | Companyregistrationno.14751915 | | Developmentandsaleofrealestate. | | DarGlobalUKNo.4LTD–UnitedKingdom | 100% | 100% | Companyregistrationno.14385758 | | Generalbusinessactivities | | DarGlobalSpainS.L.–Spain(FormerlyDarAlArkanSpainS.L.) | 100% | 100% | Companyregistrationno.B09896390 | | Developmentandsaleofrealestate. | | DarBenahavisI,S.L.–Spain | 100% | 100% | Companyregistrationno.B72530843 | | Developmentandsaleofrealestate. | | DaranavisS.L.–Spain | 100% | 100% | Companyregistrationno.B72530850 | | Developmentandsaleofrealestate. | | DarTabano,S.L.–Spain | 100% | 100% | Companyregistrationno.B72530835 | | Developmentandsaleofrealestate. | | M/s.PrimeRealEstateD.o.oSarajevo–Bosnia | 100% | 100% | Companyregistrationno.65-01-0672-17 | | Developmentandsaleofrealestate. | | M/s.LuxuryRealEstateD.o.o.Sarajevo–Bosnia | 100% | 100% | Companyregistrationno.65-01-0698-17 | | Developmentandsaleofrealestate. | | M/s.DarAlArkanPropertyDevelopmentD.o.oSarajevo-Bosnia | 100% | 100% | Companyregistrationno.65-01-0676-17 | | Developmentandsaleofrealestate. | | M/s.BeijingDarAlArkanConsultingCo.Ltd.–China | 100% | 100% | Company registration no. | | Development of real estate, consulting services, | | | | | 91 | 110105MA7EQ79Y9Q | undertaking exhibition and design activities. | | Dar Global Luxury Property Development L.L.C. SOC – UAE | 100% | 100% | Commerciallicenseno.997901 | | Purchaseandsaleofrealestate | | (Formerly Aqtab Properties L.L.C) | | | | | | DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 110 ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 111 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) | | | | | | | --- | --- | --- | --- | --- | | Name of subsidiary and domicile | Percentage of | Percentage of | License/Registration No. | Principal activities | | | effective holding | voting rights | | | | Dar DG Global Properties L.L.C – UAE | 100% | 100% | Commercial license no. 997919 | Purchase and sale of real estate | | Dar DG Global Property Development L.L.C – UAE | 100% | 100% | Commercial license no. 997915 | Purchase and sale of real estate | | DG Luxury Property Management L.L.C – UAE | 100% | 100% | Commercial license no. 1274015 | Property management services. | | Dar Global Real Estate Development LLC OPC – UAE | 100% | 100% | Commercial license no. 59000 | Land and real estate purchase and sale, self-owned property | | | | | | management services, real estate enterprises investment, | | | | | | development, institution and Management. | | Dar Global Holdings Limited (ADGM) | 100% | 100% | Commercial license no. 000008662 | Proprietary investment and holding/management of companies, | | | | | | Treasury management and operations, corporate governance, | | | | | | stakeholder relations. | | Dar Global Property Development SPC – Oman | 100% | 100% | Commercial license no. 1402786 | Real estate development, Construction of buildings (general | | (Formerly Dar Al Arkan Property Development SPC) | | | | constructions of residential and non-residential buildings. | | Dar Global Luxury SPC – Oman | 100% | 100% | Commercial license no. 1540816 | Real estate development. | | Dar Global Development Maldives Private LTD - Maldives | 100% | 100% | Commercial license no. C00212024 | Owning, operating and managing tourist hotels and resorts. | | Dar DG Global Investment L.L.C – UAE | 100% | 100% | Commercial license no. 1215259 | Investment in Commercial Enterprises & Management. | | Dar Global Services Limited – UK | 100% | 100% | Commercial license no. 15273295 | Business support including marketing activities. | | Dar Global Holdings Real Estate – KS A | 100% | 100% | Commercial license no. 1010924907 | Development of projects and buying and selling of real estate. | FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT 1. Legal status and business activities (continued) 1.4 The Company has the following subsidiaries over which it has direct or indirect control: (continued) ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 112 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) | | | | | | | --- | --- | --- | --- | --- | | Name of subsidiary and domicile | Percentage of | Percentage of | License/Registration No. | Principal activities | | | effective holding | voting rights | | | | Dar Global Holdings For Investment – KSA | 100% | 100% | Commercial license no. 1009115608 | Development of real estate, Buying and selling of real estate, | | | | | | Management and leasing of residential and non-residential | | | | | | properties, Real estate brokerage. | | Dar Global Real Estate Development – KSA\* | 42% | 100% | Commercial license no. 7051932700 | Development of projects. | | Dar Global USA LLC – USA | 100% | 100% | Commercial license no. M23000008667 | Investment in Commercial Enterprises & Management. | | Dar Global Investment LLC – USA | 100% | 100% | File no. 100250498100 | Real estate development and investment. | | Dar Global Holdings LLC - USA | 100% | 100% | File no. 100250318100 | Real estate development and investment. | | Dar Global Greece M.A.E – Greece | 100% | 100% | Commercial license no. 175922001000 | Sale of property. | | Dar Global for Real Estate Development W.L.L – Qatar | 100% | 100% | Commercial license no. 165584 | Real estate development. | | (Formerly Dar Al Arkan For Real Estate Development W.L.L) | | | | | | Dar Global Morocco LLC – Morocco | 100% | 100% | Commercial license no. 12673 | Acquisition, development and sale of real estate properties, | | | | | | management and administration of properties. | \* This entity became part of the Group on 24 September 2025. The Group owns 42% of the shareholding in Dar Global Real Estate Development – KSA. Although the ownership interest is 42%, it has been treated as a subsidiary as the Group has control over this entity, and is exposed to, or has rights to, variable returns from its involvement with this entity and has the ability to affect those returns through its power over this entity under the agreement entered by the shareholders. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT 1. Legal status and business activities (continued) 1.4 The Company has the following subsidiaries over which it has direct or indirect control: (continued) ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 113 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 2. Material accounting policies 2.1 Statement of compliance The financial statements have been prepared in accordance with UK adopted International Accounting Standards and in conformity with the requirements of the Companies Act 2006. 2.2 Basis of preparation Basis of preparation All values are rounded to the nearest unit in USD, which is Company’s functional currency, except where otherwise indicated. Each entity determines its own functional currency and items included in the financial statements of each entity are measured using that functional currency. The financial statements have been prepared on a historical cost basis. Historical cost is generally based on the fair value of the consideration given in exchange for assets. Basis of consolidation The financial statements comprise the financial statements of the Company and the subsidiaries (‘the Group’), plus the Group’s share of the results and net assets of its joint ventures. Subsidiaries Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. In assessing control, the Group takes into consideration potential voting rights. The acquisition date is the date on which control is transferred to the acquirer. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. Non-controlling interest Non-controlling interest (NCI) are measured initially at their proportionate share of the acquiree’s identifiable net assets at the date of acquisition. Changes in the Group’s interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. Joint ventures A joint venture is a contract under which the Group and other parties undertake an activity or invest in an entity, under joint control. The Group uses equity accounting for such entities, carrying its investment at cost plus the movement in the Group’s share of net assets after acquisition, less impairment. Transactions eliminated on consolidation Intra-group balances and transactions, and any unrealised income and expenses (except for foreign currency transaction gains or losses) arising from intragroup transactions, are eliminated. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment. Going concern The Group’s forecasts and projections based on the current trends in sales and development and after taking account of the funds currently held, available facility including the undrawn facility of USD 265,059,849 at year end (refer to note 16 and 17) show that the Company and the Group will be able to operate within the level of resources and will be able to discharge its liabilities including the mandatory repayment of banking facilities. The Directors have, at the time of approving the consolidated financial statements, a reasonable expectation that the Group have adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the consolidated financial statements. Adoption of new and revised standards The Group has adopted all relevant amendments to existing standards and interpretations issued by the International Accounting Standard Board (IASB) that are effective for the respective financial year ends presented, with no material impact on its consolidated results or financial position. The Group did not implement the requirements of any other standards or interpretations that were in issue but were not required to be adopted. The preparation of these financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts. Further information on key judgements and sources of estimation uncertainty is disclosed in note 2.22. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 114 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 2. Material accounting policies (continued) 2.3 Fair value measurement Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either: • In the principal market for the asset or liability, or • In the absence of a principal market, in the most advantageous market for the asset or liability. The principal or the most advantageous market must be accessible to the Group. The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their best economic interest. A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use. 2.4 Foreign currency The transactions in currencies other than the Group’s presentation currency are recognized at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Non- monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated. Exchange differences on monetary items are recognized in the consolidated statement of profit or loss in the period in which they arise. In preparing the separate financial information of the individual subsidiaries, the transactions in currencies other than the subsidiaries functional currency are recognized at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are retranslated at the rates prevailing at that date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Any gain or loss on translation from functional currency of subsidiaries to presentation currency of the Group is taken to statement of other comprehensive income. Foreign exchange differences Exchange differences on monetary items are recognized in consolidated statement of profit or loss in the period in which they arise except for exchange differences that relate to assets under construction for future productive use. These are included in the cost of those assets when they are regarded as an adjustment to interest costs on foreign currency borrowings. Foreign exchange gains and losses The carrying amount of financial assets that are denominated in a foreign currency is determined in that foreign currency and translated at the spot rate at the end of each reporting period. Foreign exchange differences arising on financial assets measured at amortised cost are recognised in the consolidated statement of profit or loss. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 115 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 2. Material accounting policies (continued) 2.5 Property and equipment Property and equipment is stated at cost less accumulated depreciation and identified impairment loss, if any. The cost comprises of purchase price, together with any incidental expense of acquisition. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance expenses are charged to the statement of profit or loss during the financial period in which they are incurred. Depreciation is spread over its useful lives so as to write off the cost of property and equipment, using the straight-line method over its useful lives as follows: | | | | --- | --- | | Assets | Life years | | Leasehold improvements | 3-5 | | Furniture and fixtures | 3-5 | | Computers and office equipment | 3-5 | No depreciation is charged on land and capital work-in-progress. When part of an item of property and equipment have different useful lives, they are accounted for as separate items (major components) of property and equipment. The leasehold improvements are being depreciated over the period from when they became available for use up to the end of the lease term. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis. The gain or loss arising on the disposal or retirement of an item of property and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognized in the consolidated statement of profit or loss. 2.6 Leases Leases are accounted for by recognising a right-of-use asset and a lease liability except for: • Leases of low value assets; and • Leases with a duration of 12 months or less. Lease liabilities are measured at the present value of the contractual payments due to the lessor over the lease term, with the discount rate determined by reference to the rate inherent in the lease unless (as is typically the case) this is not readily determinable, in which case the Group’s incremental borrowing rate on commencement of the lease is used. Variable lease payments are only included in the measurement of the lease liability if they depend on an index or rate. In such cases, the initial measurement of the lease liability assumes the variable element will remain unchanged throughout the lease term. Other variable lease payments are expensed in the period to which they relate. On initial recognition, the carrying value of the lease liability also includes: • Amounts expected to be payable under any residual value guarantee; • The exercise price of any purchase option granted in favor of the Group if it is reasonably certain to assess that option; • Any penalties payable for terminating the lease, if the term of the lease has been estimated based on termination option being exercised. Right of use assets are initially measured at the amount of the lease liability, reduced for any lease incentives received, and increased for: • Lease payments made at or before commencement of the lease; • Initial direct costs incurred; and • The amount of any provision recognized where the Group is contractually required to dismantle, remove or restore the leased asset. Subsequent to initial measurement lease liabilities increase as a result of interest charged at a constant rate on the balance outstanding and are reduced for lease payments made. Right-of-use assets are amortised on a straight-line basis over the remaining term of the lease or over the remaining economic life of the asset if, rarely, this is judged to be shorter than the lease term. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 116 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 2. Material accounting policies (continued) 2.7 Development properties Properties constructed or in the course of construction for sale in the ordinary course of business are classified as development properties and are stated at the lower of cost or net realizable value. Cost includes cost of acquisition of land, cost of construction including planning and design cost, commission, borrowing costs, employee costs, cost of acquiring development rights and other direct costs attributable to the development. Certain portion of land plots, on which the Group's projects are located, is acquired with minimal upfront cash contributions and certain variable consideration based on the percentage of profit. The entire projects are controlled and managed by the Group, which includes development, marketing, collections etc. The Group applies the liability approach in accounting for the variable considerations. Under this approach, the Group includes the fair value of the variable payments in the initial cost of the properties at the date of acquisition and recognises a corresponding liability equal to the fair value of the variable payments on initial recognition computed based on a deferred payment plan as defined in the sale and purchase agreement (“SPA”). In accounting for the liability, the Group follows the principles in IFRS 9. Net realizable value is the estimated selling price in the ordinary course of business, based on market prices at the reporting date and discounted for the time value of money, if material, less costs to completion and the estimated costs of sale. The management reviews the carrying values of the development properties on each reporting date. 2.8 Advances from customers Advances received from customers include instalments received from customers for properties sold either before the revenue recognition criteria have been met or in excess of the project’s stage of completion. These funds are later recognized in the profit or loss statement once the revenue recognition criteria are satisfied. Additionally, advances from customers may be derecognized from the books when either the customer or the Group terminates the contract. 2.9 Asset acquisition If the Group acquires an asset or a group of assets (including any liabilities assumed) that does not constitute a business, then the transaction is outside the scope of IFRS 3 because it cannot meet the definition of a business combination. Such transactions are accounted for as asset acquisitions in which the cost of acquisition is generally allocated between the individual identifiable assets and liabilities in the Group based on their relative fair values at the date of acquisition. They do not give rise to goodwill or a gain on a bargain purchase. The measurement and allocation of cost in an asset acquisition are completed at the date of recognition of the assets acquired and liabilities assumed, if there are any. 2.10 Impairment of non-financial assets Non-financial assets of the Group mainly include development properties, advances to suppliers and contractors, right-of-use assets and property and equipment. At the end of each reporting period, the Group reviews the carrying amounts of its non-financial assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. Where a reasonable and consistent basis of allocation can be identified, corporate assets are also allocated to individual cash- generating units, or otherwise they are allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified. Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognized immediately in the consolidated statement of profit or loss. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognized immediately in the consolidated statement of profit or loss. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 117 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 2. Material accounting policies (continued) 2.11 Financial instruments Financial assets and financial liabilities are recognized when the Group becomes a party to the contractual provisions of the instrument. 2.12 Financial assets Classification The Group classifies its financial assets at amortized cost. Measurement At initial recognition, the Group measures a financial asset at its fair value plus transaction costs that are directly attributable to the acquisition of the financial asset. Financial assets comprise of cash and cash equivalents, trade and unbilled receivables, deposits and other receivables, due from related parties and escrow retentions. Cash and cash equivalents Cash and cash equivalents comprise cash on hand and demand deposits and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. Trade and other receivables (including due from related parties) Receivable balances that are held to collect are subsequently measured at the lower of amortized cost or the present value of estimated future cash flows. The present value of estimated future cash flows is determined through the use of value adjustments for uncollectible amounts. The Group assesses on a forward-looking basis the expected credit losses associated with its receivables and adjusts the value to the expected collectible amounts. Receivables are written off when they are deemed uncollectible because of bankruptcy or other forms of receivership of the debtors. The assessment of expected credit losses on receivables takes into account credit-risk concentration, collective debt risk based on average historical losses, specific circumstances such as serious adverse economic conditions in a specific country or region and other forward-looking information. For accounts receivable, the Group applies the simplified approach permitted by IFRS 9, which requires expected lifetime losses to be recognized from initial recognition of the receivables. Derecognition of financial assets The Group derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire; or it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another Group. If the Group neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognizes its retained interest in the asset and an associated liability for the amounts, it may have to pay. If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognize the financial asset. 2.13 Financial liabilities Financial liabilities are classified according to the substance of the contractual arrangements entered into and the definitions of a financial liability. All financial liabilities are recognized initially at fair value and, in the case of loans, borrowings and payables, net of directly attributable transaction costs. The Group’s financial liabilities include trade and other payables, retention payable, bank borrowings, development property liabilities and due to related parties. Trade and other payables Accounts payable are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less (or in the normal operating cycle of the business if longer). If not, they are presented as non-current liabilities. Accounts and other payables are recognized initially at fair value and subsequently are measured at amortized cost using effective interest method. Bank borrowings Term loans are initially recognised at the fair value of the consideration received less directly attributable transaction costs. After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the effective interest rate method. Gains and losses are recognised in the consolidated profit and loss statement when the liabilities are derecognised as well as through the amortisation process. Development property liabilities Development property liabilities represent the fixed and variable amounts payable for the acquisition of development properties on a deferred payment plan basis. Fixed payments payable on deferred payment plan basis, are stated at cash price equivalent at the recognition date. The difference between the cash price equivalent and the total payment is recognised as interest over the period of credit unless such interest qualifies for capitalisation as a borrowing cost, refer to paragraph 2.17. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 118 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 2. Material accounting policies (continued) #### 2.13 Financial liabilities (continued) The liability approach is used to account for variable payments. Under this method, the fair value of variable payments is included in the initial cost of development properties at the acquisition date and a corresponding development property liability is also recognized. After initial recognition, any changes in the amortized cost of the financial liability are recorded in profit or loss, unless the interest qualifies for capitalisation as a borrowing cost. Subsequently, at each reporting date the development property liabilities are measured at amortised cost using the effective interest method. Derecognition of financial liabilities The Group derecognizes financial liabilities when, and only when, the Group’s obligations are discharged, cancelled or they expire. When an existing financial liability is replaced by another, from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the consolidated statement of profit or loss. 2.14 Offsetting financial instruments Financial assets and liabilities are offset and the net amount reported in the consolidated statement of financial position, when there is a legally enforceable right to offset the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. 2.15 Revenue recognition Revenue from contracts with customers for development and sale of residential properties The Group recognizes revenue from contracts with customers based on a five step model as set out in IFRS 15 Revenue from contracts with customers. Step 1. Identify the contract(s) with a customer: A contract is defined as an agreement between two or more parties that creates enforceable rights and obligations and sets out the criteria for every contract that must be met. This is evidenced by issuance of signed Sale and Purchase Agreement (“SPA”) to the customer and for revenue recognition over time, meeting specified threshold of project completion and collection from the customers. Step 2. Identify the performance obligations in the contract: A performance obligation is a promise in a contract with a customer to transfer a good or service to the customer. The performance obligation for the Group is to deliver the constructed property to the customers along with the ancillary rights such as the right to use amenities and other related infrastructure facilities available. Accordingly, one performance obligation has been identified for each unit to be sold. The Group assesses its revenue arrangements against specific criteria to determine if it is acting as principal or agent. The Group has concluded that it is acting as a principal in all of its revenue arrangements. Step 3. Determine the transaction price: The transaction price is the amount of consideration to which the Group expects to be entitled in exchange for delivering the property to its customers. The agreed transaction price is a part of signed SPA issued to each customer. Revenue excludes taxes and duty, and includes an adjustment for a significant financing component (“SFC”) where the payment plan for the projects extends beyond twelve months from the reporting period. No adjustment has been made for variable consideration as the Group does not have any contracts with variable consideration. Step 4. Allocate the transaction price to the performance obligations in the contract: The Group allocates the transaction price to each unit sold, consistent with the performance obligation identified in Step 2. Step 5. Recognize revenue when (or as) the entity satisfies a performance obligation. The Group satisfies a performance obligation and recognizes revenue over time, if one of the following criteria is met: 1. The customer simultaneously receives and consumes the benefits provided by the Group’s performance as the Group performs; or 2. The Group’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or 3. The Group’s performance does not create an asset with an alternative use to the Group and the entity has an enforceable right to payment for performance completed to date. The Group determines the satisfaction of performance obligation separately for each of its contracts and recognize revenue accordingly. For performance obligations where one of the above conditions are not met, revenue is recognised at the point in time at which the performance obligation is satisfied. Under the terms of the contracts in the UAE, Oman, Qatar and KSA the Group is contractually restricted from redirecting the properties to another customer and has an enforceable right to payment for work done. Therefore, revenue from construction of residential properties in the UAE, Oman, Qatar and KSA is recognised over time on an input/cost-to-cost method, i.e. based on the proportion of contract costs incurred for work performed to date relative to the estimated total contract costs. The Group considers that this input method is an appropriate measure of the progress towards complete satisfaction of the performance obligation under IFRS 15. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 119 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 2. Material accounting policies (continued) #### 2.15 Revenue Recognition (continued) In respect of the Group’s contracts for development of residential properties in the United Kingdom, the Group has assessed that the criteria for recording revenue over time is not met and transfer of control happens only at the time of handover of completed units to the customers and accordingly the revenue is recognised at the point in time at which the performance obligation is satisfied. When the Group satisfies a performance obligation by delivering the promised goods or services it creates a contract asset based on the amount of consideration earned by the performance. Where the amount of consideration received from a customer exceeds the amount of revenue recognized this gives rise to a contract liability. Project management service The Group provides advisory and assisting services relating to management of construction of properties under long term contracts with customers. The revenue is measured based on the consideration from customers to which the Group expects to be entitled in a contract with a customer in an amount that corresponds directly with the value to the customer of the Group’s performance completed to date. 2.16 Cost of revenue Cost of revenue represents cost for purchase of land, construction costs, consultant costs, utilities cost, and other related direct costs recognized to consolidated statement of profit or loss on percentage of completion or point in time as applicable. 2.17 Borrowing costs Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale. Borrowing costs consist of interest and other costs that the Group incurs in connection with the borrowing of funds. All other borrowing costs are recognised in the consolidated statement of profit or loss in the year in which they are incurred. 2.18 Escrow Accounts Escrow accounts represent bank accounts where money is held in with the bank, acting as an escrow agent, and available for use only if all the pre-determined conditions are fulfilled. The funds paid by customers for their residential units in off-plan sales are required to be deposited into escrow accounts held by banks accredited by the local governing bodies. For Escrow retention, in line with Dubai and KSA laws an escrow agent must retain prescribed per cent of the total value of each escrow account once the developer obtains the building completion certificate to ensure coverage of defects in the property post-handover. The retained amount will be released to the developer one year from the registration of the residential units in the name of purchasers of such units. 2.19 Equity and reserves Share capital represents the nominal value of shares that have been issued. Share premium represents the excess consideration received over the nominal value of share capital upon the sale of shares, less any incidental costs of issue. The retained earnings represent distributable reserves. The foreign currency translation reserve is used to record exchange difference arising from translation of the financial statements of foreign subsidiaries and joint ventures. 2.20 Taxation The tax charge represents the sum of the tax currently payable and deferred tax. Current tax Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payable or receivable is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted or substantively enacted at the reporting date. Current tax also includes any tax arising from dividends. Deferred tax Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for: • Temporary differences on the initial recognition of assets or liabilities in a transaction that: a) is not a business combination; and b) at the time of the transaction (i) affects neither accounting nor taxable profit or loss and (ii) does not give rise to equal taxable and deductible temporary differences; • Temporary differences related to investments in subsidiaries, associates and joint arrangements to the extent that the Group is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future; and • Taxable temporary differences arising on the initial recognition of goodwill. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 120 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 2. Material accounting policies (continued) #### 2.20 Taxation (continued) Deferred tax assets are recognised for unused tax losses, unused tax credits and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be used. Future taxable profits are determined based on the reversal of relevant taxable temporary differences. If the amount of taxable temporary differences is insufficient to recognise a deferred tax asset in full, then future taxable profits, adjusted for reversals of existing temporary differences, are considered, based on the business plans for individual subsidiaries in the Group. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised; such reductions are reversed when the probability of future taxable profits improves. The measurement of deferred tax reflects the tax consequences that would follow from the manner in which the Group expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities. Deferred tax assets and liabilities are offset only if certain criteria are met. 2.21 Statutory Reserve According to Article 103 of the UAE Federal Law No. (32) of 2021, 5% of annual net profits after NCI are allocated to the statutory reserve for the entities registered in UAE. The transfers to the statutory reserve may be suspended when the reserve reaches 50% of the paid-up capital. 2.22 Significant accounting judgements, estimates and assumptions In the application of the Group’s accounting policies, which are described in policy notes, the management is required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. The significant judgments and estimates made by management, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are described below. Critical judgements in applying accounting policies In the process of applying the Group’s accounting policies, which are described above, and due to the nature of operations, management makes the following judgment that has the most significant effect on the amounts recognized in the consolidated financial statements. Identifying a contract The Group assesses for each development and for each customer the point in time at which a contract exists. This requires assessing the point in each development where there is certainty that it will continue to completion subject to certain thresholds i.e. development stages ranging from 20% to 30%, depending on the geography and associated project risks. Development stage is determined based on construction progress achieved by the main contractor. Additionally, the Group assesses the point in time at which consideration from the customer is probable, typically being receipt of 20% of the consideration together with the legal requirements of the sale and purchase agreement and the continuing trend of collections indicating the likelihood receipt of future instalment payments due. Recognition of revenue over time or at point in time The Group is required to assess each of its contracts with customers to determine whether performance obligations are satisfied over time or at a point in time in order to determine the appropriate method of recognizing revenue. The Group has assessed that based on the sale and purchase agreements entered into with customers for sale of property under development in the UAE, Oman, Qatar and KSA as well as the relevant laws and regulations, that it does not create an asset with an alternative use to the Group and has an enforceable right to payment for performance completed to date. In these circumstances the Group recognizes revenue over time. However, for contracts relating to sale of property under development in the United Kingdom where the above is not applicable, the Group recognizes revenue at a point in time. In recognizing revenue at a point in time, the Group considers the point in time at which the customer obtains control of the asset. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 121 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT 2. Material accounting policies (continued) #### 2.22 Significant accounting judgements, estimates and Assumptions (continued) Critical judgements in applying accounting policies (continued) Measurement of progress when revenue is recognized over time The Group has elected to apply the input method to measure the progress of performance obligations where revenue is recognized over time. The Group considers that the use of the input method which requires revenue recognition on the basis of the Group’s efforts to the satisfaction of the performance obligation provides the best reference of revenue actually earned. In applying the input method, the Group estimates the cost to complete the projects in order to determine the amount of revenue to be recognized. Key sources of estimation uncertainty The key assumptions concerning the future, and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are discussed below. Significant financing component In jurisdictions where the Group recognizes revenue over time, unbilled revenue for customers with expected collections beyond one year is discounted at the prevailing market interest rate. The transaction price for these contracts is adjusted using the rate that would have been applied if a separate financing agreement had been made between the Group and the customer at the contract’s inception, usually matching the market rate at that time. The Group has used discount rates ranging from 6% to 8.5%. In jurisdictions where the Group acquires development properties on a deferred payment plan with expected payments beyond one year are discounted at the Group’s incremental borrowing rate. The transaction price for these acquisitions is adjusted using the borrowing rate, typically the rate that would have been applied if a separate financing agreement had been made between the Group and the seller at the contract’s inception. The Group has used discount rates ranging from 6% to 7.05%. Cost to complete the projects The Group estimates the cost to complete the projects in order to determine the cost attributable to revenue being recognized. These estimates include the cost of providing infrastructure, potential claims by contractors as evaluated by the project consultant and the cost of meeting other contractual obligations to the customers. The Group has conducted sensitivity analysis on the total budgeted cost for its ongoing projects eligible for revenue recognition. Based on sensitivity analysis, a 5% increase in total budgeted cost will lead to 7.92% (2024: 10%) decrease in gross revenue, whilst a decrease in total budgeted cost by 5% will lead to 8.75% (2024: 12%) increase in gross revenue. The Group has entered into arrangements to acquire land where there is a development profit share element to the acquisition price as contingent consideration. The Group estimates the contingent consideration payable to the seller. In order to determine the contingent consideration, the Group estimates the total sales price, the total cost of development properties including potential claims by contractors and the estimated cost of meeting other contractual obligations. The overall profitability of the projects can be affected due to change in total budgeted cost. These fluctuations in profit will, in turn, have an impact on the contingent consideration payable. Since the contingent consideration is tied to the profitability of the projects, any significant changes in the budgeted costs may directly influence the amount of contingent consideration owed. 3. New standards and amendments #### 3.1 New standards and amendments applicable for 2025 The following standards and amendments apply for the first time to the financial reporting periods commencing on or after 1 January 2025. • Lack of Exchangeability – Amendments to IAS 21 The management believes that the adoption of the above amendments effective for the current accounting period has not had any material impact on the recognition, measurement, presentation, and disclosure of items in the consolidated financial statements. ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 122 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 3. New standards and amendments (continued) | | | | --- | --- | | Description | Effective for annual periods | | | beginning on or after | | Classification and Measurement of Financial Instruments – Amendments to IFRS 9 and IFRS 7 | January 1, 2026 | | Annual Improvement to IFRS Accounting Standards – Volume 11 | January 1, 2026 | | IFRS 18 Presentation and Disclosure in Financial Statements\* | January 1, 2027 | | IFRS 19 Subsidiaries without Public Accountability: Disclosures | January 1, 2027 | | Sale or Contribution of Assets between an investor | Effective date | | and its Associate or Joint Venture – IFRS 10 and IAS 28 | deferred indefinitely | \* The IASB issued IFRS 18 Presentation and Disclosure in Financial Statements – in April 2024. IFRS 18 aims to improve how companies communicate in their financial statements, with a focus on information about financial performance in the statement of profit or loss. IFRS 18 is accompanied by limited amendments to the requirements in IAS 7 Statement of Cash Flows. IFRS 18 is effective from 1 January 2027. IFRS 18 replaces IAS 1 Presentation of Financial Statements and will affect the presentation and disclosure of financial performance in the Group’s consolidated financial statements when adopted. The adoption of these new standards will have no material impact on the financial statements in the period of initial application, except for IFRS 18 where management are assessing the impact. 4. Segment Information Management monitors the operating results of its business segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on operating profit or loss and is measured consistently with operating profit or loss in the consolidated financial statements. The only segment is real estate development, accordingly, the component parts of the revenue, profits or assets as disclosed in the notes to the consolidated financial statement pertain to this segment. Business segment The only business segment is Real estate development which represents 100% of the revenue and total assets. Geographic segments The following tables include revenue and other segment information for the years ended 31 December 2025 and 31 December 2024. Certain assets information for geographic segments is presented as at 31 December 2025 and 31 December 2024. The Group has divided its operations into two categories i.e. Domestic (UK) and International (all other countries where Group has its operations). | | | | | --- | --- | --- | | | Domestic | International | | | (USD) | (USD) | | For the year ended 31 December 2025: | | | | Revenue | 6,070,509 | 532,547,125 | | Cost of revenue | (5,080,910) | (343,834,604) | | Other income | 108,477 | 24,015,149 | | Selling and marketing expenses | (161,472) | (33,750,530) | | General and administrative expenses | (7,451,086) | (51,916,416) | | Finance income | 69,366 | 17,049,681 | | Finance costs | (1,452,543) | (23,457,809) | | Income tax (expense)/ credit | 421,161 | (12,391,035) | | Profit/(loss) for the year | (7,476,498) | 108,261,561 | | For the year ended December 31, 2024: | | | | Revenue | 5,133,207 | 235,197,186 | | Cost of revenue | (4,175,127) | (148,771,526) | | Other income | 36,518 | 2,291,754 | | Selling and marketing expenses | (426,071) | (26,919,903) | | General and administrative expenses | (6,803,688) | (30,887,831) | | Finance income | 563,002 | 11,127,271 | | Finance costs | (41,797) | (22,938,186) | | Income tax (expense)/ credit | 1,256,482 | (452,792) | | Profit/(loss) for the year | (3,732,794) | 18,645,971 | | As at 31 December 2025 | | | | Total assets | 31,801,257 | 2,030,815,130 | | Total liabilities | 309,054,673 | 1,169,182,943 | | As at 31 December 2024 | | | | Total assets | 29,179,639 | 1,412,240,315 | | Total liabilities | 235,150,383 | 727,816,082 | FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT #### 3.2 New standards and amendments issued but not effective for the current year The following standards and interpretations had been issued but not yet mandatory for annual periods beginning after 1 January 2025 ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 123 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 5. Cash and cash equivalents | | | | | | --- | --- | --- | --- | | | | As at | As at | | | | 31 December 2025 | 31 December 2024 | | Cash in hand | | 230,286 | 81,076 | | Cash at bank | | | | | • | Current accounts | 38,701,392 | 32,606,307 | | • | Escrow retention accounts (refer to (a) below) | 33,520,147 | 10,774,653 | | • | Escrow accounts (refer to (b) below) | 584,561,506 | 260,680,858 | | • | Demand deposit (refer to (c) below) | 44,552,985 | 120,257,164 | | | | 701,566,316 | 424,400,058 | | Less: Escrow retention accounts (refer to note 9) | | (33,520,147) | (10,774,653) | | | | 668,046,169 | 413,625,405 | a)The above represents Escrow retention accounts maintained with commercial banks in accordance with the local laws issued by the governing body in UAE and KSA. The retention balances shall be released after one year from the completion of the project and therefore do not meet cash and cash equivalents criteria and are therefore presented separately as escrow retentions. b)The above represents Escrow accounts maintained with a commercial bank in accordance with the local laws issued by the governing body of the respective countries. This escrow account can be used for making payments directly related to the projects subject to the regulations and therefore meets the cash and cash equivalents criteria. The significant increase in the balances during the period is mainly due to collections from customers as per the payment plan. c) The above represents a deposit held with one of its related parties (refer to note 17), a financial services company in KSA, for a period of one to three years at an interest rate of 7.80% per annum. This deposit is repayable on demand without any penalty on early maturity. Management has concluded that the Expected Credit Loss (ECL) for all bank balances is immaterial as these balances are held with banks/financial institutions that are assessed as having low credit risk by international rating agencies. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT a) The major geographical areas of total assets and revenue under “International” sub-segment are given below: | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Total Assets | | | | UAE | 1,208,064,049 | 959,149,463 | | Qatar | 164,289,736 | 99,514,428 | | Oman | 183,581,337 | 145,792,264 | | KSA | 347,913,903 | 117,930,811 | | Other countries | 126,966,105 | 89,853,349 | | | 2,030,815,130 | 1,412,240,315 | | Revenue | | | | UAE | 212,243,321 | 156,382,028 | | Qatar | 75,792,270 | 37,338,548 | | Oman | 86,258,076 | 39,876,610 | | KSA | 158,253,458 | 1,600,000 | | | 532,547,125 | 235,197,186 | ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 124 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 7. Advances, deposits and other receivables | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2025 | | Prepayments (refer to (a) below) | 105,947,870 | 57,360,824 | | Advances to suppliers and contractors | 45,484,529 | 47,211,940 | | Margin deposit (refer to (b) below) | 10,805,572 | 3,546,942 | | Other deposits (refer to (c) below) | 6,663,978 | 6,296,603 | | Other receivables | 2,720,028 | 2,710,003 | | VAT refundable | 13,773,677 | 2,648,275 | | | 185,395,654 | 119,774,587 | | Not more than 12 months | 174,590,082 | 116,227,645 | | More than 12 months | 10,805,572 | 3,546,942 | | | 185,395,654 | 119,774,587 | a) The above mainly includes incremental cost of obtaining a contract such as sales commission paid to brokers and employees for the sale of properties amounting to USD 101,090,040 (2024: USD 50,590,518) and will be amortized consistent with the pattern of revenue in the future. b) The above represents margin deposits held with a bank against project guarantee (refer to note 31). The credit risk on these deposits is limited because the counterparties are banks with high credit- ratings assigned by international credit-rating agencies. c) The above mainly includes a deposit of USD 5,043,187 (AED 18,521,104) with Dubai Land Department related to escrow retentions for one of the projects in UAE. The credit risk on this deposit is limited because the counterparty is a government body. 8. Development properties | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Balance at the beginning of the year | 586,415,420 | 216,931,211 | | Additions during the year | 501,941,617 | 444,612,109 | | Borrowing cost capitalised during the year | 30,538,053 | 9,737,993 | | Recognised as part of asset acquisition | - | 67,240,828 | | Reclass from property and equipment (refer to note 10) | - | 839,932 | | Cost of revenue | (335,783,432) | (152,946,653) | | Balance at the end of the year | 783,111,658 | 586,415,420 | FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Unbilled receivables (refer to (a) below) | 301,859,668 | 244,363,889 | | Trade receivables (refer to (b) below) | 49,891,426 | 32,974,917 | | | 351,751,094 | 277,338,806 | | Less: Provision for impairment on trade receivables | - | - | | Net receivables | 351,751,094 | 277,338,806 | | Not more than 12 months | 204,000,287 | 174,545,102 | | More than 12 months | 147,750,807 | 102,793,704 | | | 351,751,094 | 277,338,806 | | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Current (Not past due) | 301,859,668 | 244,363,889 | | Not more than 90 days | 19,475,815 | 21,034,872 | | Between 91 to 180 days | 7,073,276 | 4,450,299 | | Between 181 to 360 days | 14,416,637 | 2,695,093 | | More than 360 days | 8,925,698 | 4,794,653 | | Total | 351,751,094 | 277,338,806 | 6. Trade and unbilled receivables a) Unbilled receivables are contract assets which relate to the Group’s right to receive consideration for work completed but not billed as at the reporting date. These are transferred to trade receivables when invoiced as per milestones agreed in contracts with the customers. b) At reporting date, the ageing analysis of net trade and unbilled receivables is as follows: Refer note 29(d) on credit risks of trade and unbilled receivables, which explains how the Group manages and measures credit quality of trade and unbilled receivables. ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 125 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) Properties acquired, constructed or in the course of construction for sale in the ordinary course of business are classified as development properties and include the costs of: • Freehold and leasehold rights for land; • Amounts paid to contractors for construction including the cost of construction of infrastructure; and • Planning and design costs, costs of site preparation, professional fees for legal services, property transfer taxes, borrowing costs, employee costs, cost of acquiring development rights, construction overheads and other related costs. Common overhead cost (directly attributable to the projects) is allocated to various projects and forms part of the estimated cost to complete a project in order to determine the cost attributable to revenue being recognised. The Group assesses the net realizable value of development properties for impairment on each reporting date and the management believes that the net realizable value of above development properties is higher than its carrying value as on the reporting date. Development properties in the UAE, Qatar, Oman and KSA include land acquired with minimal upfront cash contributions and variable consideration. On initial recognition these properties have been recognized at the fair value of the consideration payable computed based on a deferred payment plan as defined in the sale and purchase agreement (“SPA”) (note 15). Under this arrangement, the variable contribution from the development profits is as follows: 62.5% for land in KSA, 50% for lands in the UAE, 30% for land in Qatar, and 20% for land in Oman. Development properties with mortgage value of USD 113,785,025 (December 2024: USD 113,785,025) is registered as primary mortgage in the favour of commercial banks against the borrowings (note 16). The development properties are located in UAE, United Kingdom, Spain, Bosnia, Oman, Qatar and KSA. 9. Escrow retentions | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | More than 12 months (note 5) | 33,520,147 | 10,774,653 | FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT 10. Property and equipment | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | | | | | | Computers | Capital | | | | Land | Leasehold | Furniture | and office | work | | | | | improvements | and fixtures | equipment | in-progress | Total | | Cost | | | | | | | | As at January 1, 2024 | - | 1,645,946 | 1,432,920 | 2,547,863 | 908,615 | 6,535,344 | | Additions | 16,294,400 | 95,347 | 47,701 | 1,711,642 | - | 18,149,090 | | Recognised as part of asset acquisition | - | 1,364,725 | 5,240 | 87,489 | - | 1,457,454 | | Transfer from Capital | - | - | - | 68,683 | (68,683) | - | | work-in-progress | | | | | | | | Reclass from development | - | - | - | - | (839,932) | (839,932) | | properties | | | | | | | | Disposal | - | - | (192,166) | (279,125) | - | (471,291) | | Translation adjustments | (303,821) | (6,676) | (23,676) | (8,262) | - | (342,435) | | As at December 31, 2024 | 15,990,579 | 3,099,342 | 1,270,019 | 4,128,290 | - | 24,488,230 | | As at 1 January 2025 | 15,990,579 | 3,099,342 | 1,270,019 | 4,128,290 | - | 24,488,230 | | Additions | 2,114,528 | 946,684 | 94,392 | 2,485,318 | 145,157 | 5,786,079 | | Disposal | - | - | - | (1,219) | - | (1,219) | | Translation adjustments | 303,821 | 25,355 | 78,916 | 36,043 | - | 444,135 | | As at 31 December 2025 | 18,408,928 | 4,071,381 | 1,443,327 | 6,648,432 | 145,157 | 30,717,225 | | Accumulated depreciation | | | | | | | | As at 1 January 2024 | - | 192,693 | 273,881 | 532,721 | - | 999,295 | | Charge for the year | - | 715,587 | 358,293 | 948,308 | - | 2,022,188 | | Disposal | - | - | (190,004) | (220,905) | - | (410,909) | | Translation adjustments | - | (4,880) | (7,145) | (7,982) | - | (20,007) | | As at 31 December 2024 | - | 903,400 | 435,025 | 1,252,142 | – | 2,590,567 | | As at 1 January 2025 | - | 903,400 | 435,025 | 1,252,142 | - | 2,590,567 | | Charge for the year | - | 1,210,845 | 269,596 | 1,540,257 | - | 3,020,698 | | Disposal | - | - | - | - | - | - | | Translation adjustments | - | 22,538 | 26,557 | 19,322 | - | 68,417 | | As at 31 December 2025 | - | 2,136,783 | 731,178 | 2,811,721 | - | 5,679,682 | | Carrying value | | | | | | | | As at 31 December 2025 | 18,408,928 | 1,934,598 | 712,149 | 3,836,711 | 145,157 | 25,037,543 | | As at 31 December 2024 | 15,990,579 | 2,195,942 | 834,994 | 2,876,148 | - | 21,897,663 | The addition in land during the current year pertains to the acquisition of land in the Maldives, along with associated costs. The Group’s intention is to develop and operate a hotel on this newly acquired land. ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 126 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT 11. Right-of-use assets and lease liabilities The Group primarily leased office spaces, with lease term typically spanning 3 to 7 years. The carrying amounts of the Group’s right-of-use assets and lease liabilities and the movements during the year: | | | | | --- | --- | --- | | Right-of-use assets | As at | As at | | | 31 December 2025 | 31 December 2024 | | Balance at the beginning of the year | 4,133,177 | 5,538,638 | | Additions during the year | 2,424,500 | - | | Recognised as part of asset acquisition | - | 1,175,633 | | Depreciation charge for the year | (2,777,394) | (2,508,060) | | Translation adjustments | 66,602 | (73,034) | | Balance at the end of the year | 3,846,885 | 4,133,177 | | Lease liabilities | As at | As at | | | 31 December 2025 | 31 December 2024 | | Balance at the beginning of the year | 4,114,862 | 5,944,562 | | Additions during the year | 2,424,500 | - | | Recognised as part of asset acquisition | - | 1,217,570 | | Interest expense for the year | 324,226 | 314,936 | | Payments for the year | (3,291,926) | (3,246,799) | | Translation adjustments | 62,829 | | | | | (115,407) | | Balance at the end of the year | 3,634,491 | 4,114,862 | | Not more than 12 months | 1,343,403 | 2,797,673 | | More than 12 months | 2,291,088 | 1,317,189 | | | 3,634,491 | 4,114,862 | • One of the Group’s existing leases relating to premises in the UAE was renewed for an additional three- year term subsequent to the reporting date. (i) This mainly includes tax payable and accruals for project related expenses and sales commission. • The above represent contractual liabilities arising from the SPA with the customers including advance consideration received from them. • The aggregate amount of the sale price allocated to the performance obligations of the Group that are fully or partially unsatisfied as at 31 December 2025 is USD 554,154,872 (31 December 2024: USD 219,557,394). The Group expects to recognise these unsatisfied performance obligations as revenue over a period of 1 to 5 years. 12. Trade and other payables | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Trade payables | 15,084,502 | 8,902,807 | | Accruals (refer to (i) below) | 110,524,320 | 76,112,307 | | | 125,608,822 | 85,015,114 | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Not more than 12 months | 125,608,822 | 85,015,114 | | More than 12 months | - | - | | | 125,608,822 | 85,015,114 | 13. Advances from customers | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Balance at the beginning of the year | 180,027,547 | 57,523,290 | | Additions during the year | 729,282,801 | 266,877,110 | | Revenue recognized during the year | (449,200,142) | (180,098,407) | | Recognised as part of asset acquisition | - | 37,642,242 | | Income from termination of units (refer to note 22) | (623,308) | (1,916,688) | | Balance at the end of the year | 459,486,898 | 180,027,547 | 14. Retention payable | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Retention payable for construction works – not more than 12 months | 1,226,085 | 4,811,952 | | Retention payable for construction works – more than 12 months | 18,100,290 | 4,818,095 | | | 19,326,375 | 9,630,047 | 15. Development property liabilities | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Balance at the beginning of the year | 254,747,426 | 78,631,324 | | Additions during the year | 170,255,433 | 172,348,724 | | Remeasurement of variable profit-linked component (note (i) | 25,409,198 | - | | below) | | | | Interest cost on unwinding of discount | 19,760,803 | 10,822,408 | | Impact of modification of terms (note (ii) below) | (14,388,497) | - | | Payments for the year | (43,642,608) | (7,055,030) | | | 412,141,755 | 254,747,426 | | Not more than 12 months | 134,736,665 | 135,545,451 | | More than 12 months | 277,405,090 | 119,201,975 | | | 412,141,755 | 254,747,426 | ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 127 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 16. Bank borrowings | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Balance at the beginning of the year | 208,809,790 | 128,019,785 | | Add: Drawdown during the year | 5,602,989 | 147,882,072 | | Less: Repayments during the year | (44,040,113) | (67,092,067) | | Translation adjustment | 752,375 | - | | Total borrowings | 171,125,041 | 208,809,790 | | Less:- Unamortised cost | (2,055,072) | (3,316,765) | | | 169,069,969 | 205,493,025 | | | | | | --- | --- | --- | | | As at | As at | | Bank borrowings maturity profile: | 31 December 2025 | 31 December 2024 | | Not more than 12 months | 65,954,252 | 16,337,646 | | More than 12 months | 103,115,717 | 189,155,379 | | | 169,069,969 | 205,493,025 | (i) This relates to an increase in the liability arising from remeasurement of the variable component based on revised expected cash flows. (ii) During the year, the terms of one of the financial liabilities were renegotiated. As the modification resulted in different terms, the original financial liability was derecognised and a new financial liability was recognised at fair value, with the resulting liability forgiveness of USD 10,987,066 recognised in other income (refer to note 22). In addition, an extension of a deferred payment plan resulted in a gain of USD 3,401,431, which was recognised as finance income (refer to note 25). The above represents amount payable for the land acquired, including USD 13,752,541 payable to one of the related parties. These liabilities are secured against development properties (note 8). The properties have been purchased on a deferred payment plan with the final instalment due on the completion of the projects. The above liabilities have been discounted at a rate of 6% to 7.05%. The Group has following secured interest-bearing borrowings: (i) During the year, the Group obtained financing facility of USD 44,213,600 (OMR 17,000,000) from a commercial bank in Oman. This facility carries interest at 6.60% per annum for the period of first anniversary from the utilization date. Thereafter, the interest rate will be revised to the Central Bank of Oman’s base rate plus a margin of 2.3% per annum. This facility is repayable by December 2028. During the year, the Group drew down USD 455,455 (OMR 175,121). The amount of undrawn facility as at 31 December 2025 is USD 43,758,145 (OMR 16,824,879). (ii) On 28 May 2025, the Group obtained financing facility of USD 18,585,540 (EUR 15,800,000) from a commercial bank in Spain. This facility carries interest at 12 months EURIBOR rate plus 2.65% per annum and is repayable by May 2030. During the year, the Group drew down USD 1,176 (EUR 1,000). The amount of undrawn facility as at 31 December 2025 is USD 18,584,364 (EUR 15,799,000). (iii) On 17 May 2024, the Group obtained financing facility of USD 19,625,358 (GBP 14,547,000) from a commercial bank in London. This facility carries interest at SONIA rate plus 2.25% per annum and is repayable by May 2026. During the year, the Group has not drawn down on its available facility. The amount of undrawn facility as at 31 December 2025 is USD 8,663,920 (GBP 6,422,000). (iv) On 26 May 2023, the Group obtained financing facility of USD 204,220,558 (AED 750,000,000) from a commercial bank in UAE. The facility is repayable in half-yearly instalments, with the final payment due at maturity in May 2027. The facility carries an interest rate of 3 months EIBOR plus 2.30% per annum. During the year, the Group has not drawn down anything from this facility. (v) During the year 2022, the Group entered into a financing facility with a commercial bank in UAE for an amount of USD 87,134,105 (AED 320,000,000). This facility carries interest at 3 months EIBOR plus 2.55% per annum and is repayable by November 2027. During the year, the Group has drawn USD 5,146,358 (AED 18,900,000). The Group has provided the following security arrangements in relation to above-mentioned borrowings: - Loans (i), (ii), and (iii) are secured against project receivables and development properties located in their respective jurisdictions. - Loan (iv) is secured by receivables from certain UAE-based projects, along with a corporate guarantee provided by the Ultimate parent company of the Major shareholder. - Loan (v) is secured by development property in the UAE, along with a corporate guarantee provided by the Ultimate parent company of the Major shareholder. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 128 17. Related party transactions | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Entity under common control | | | | Compass Project For Contracting LLC, UAE | 924,297 | 1,600,000 | | Quara Holding, UAE | 5,147,201 | 15 | | Al Tilal Housing Company, KSA | 405,275 | - | | | 6,476,773 | 1,600,015 | | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Major shareholder | | | | Dar Al Arkan Global Investment LLC, UAE | 2,691,809 | 2,804,659 | | Ultimate parent company of major shareholder | | | | Dar Al Arkan Real Estate Development Company, KSA | - | 56,361 | | | 2,691,809 | 2,861,020 | | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Short term benefits | 3,229,201 | 2,590,752 | | Employees’ end-of-service benefits | 409,855 | 288,204 | | Board of directors’ fees | 959,828 | 927,373 | | | 4,598,884 | 3,806,329 | | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Loan (repaid)/received | | | | Major shareholder | 69,369,659 | 226,576,921 | | Major shareholder | (152,359) | - | | Loan repayment/(provided) | | | | Joint venture | - | 2,150,987 | | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Major shareholder | | | | Dar Al Arkan Global Investment LLC, UAE | 284,401,240 | 219,706,697 | | Movement for the year: | 226,576,921 | - | | Opening | | | | Add: Drawdown during the year | 69,369,659 | 226,576,921 | | Less: Repayments during the year | (152,359) | - | | Total Borrowings | 295,794,221 | 226,576,921 | | Less:- Unamortised cost | (11,392,981) | (6,870,224) | | | 284,401,240 | 219,706,697 | On 1 September 2024, the Group secured a financing facility of USD 325,000,000 from its Major shareholder. During the year, certain terms of the loan were modified which includes increasing the facility amount from USD 325,000,000 to USD 490,000,000; decrease in interest rate from EIBOR/SOFR plus 2.95% to 2.5%; and extending repayment period from January 2028 to January 2029. Management assessed that the terms of loan are not considered to have been substantially modified. During the year, the Group has drawn USD 69,369,659 (2024: USD 226,576,921). During the year, the Group repaid an amount of USD 152,359. The amount of undrawn facility as at 31 December 2025 stands at USD 194,053,420. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) The Group enters into transactions with other entities that fall within the definition of a related party as contained in IAS 24, Related party disclosures. Related parties comprise entities under common ownership and/or common management and control; their partners and key management personnel. These balances are unsecured, interest free and repayable on demand. b) Loan from a related party These balances are unsecured, interest free and are repayable on demand. e) Other related party transactions c) Due to related parties d) Transactions with key management personnel a) Due from related parties ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 129 17. Related party transactions (continued) e) Other related party transactions (continued) | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Selling and marketing expenses | | | | Entity under common control of Ultimate parent company of Major shareholder | (523,416) | - | | Net finance (costs)/income | | | | Entity under common control | 5,232,342 | - | | Major shareholder | (1,417,396) | - | During the year 2023, the Group entered into revolving credit agreement of USD 200 million with the Ultimate parent company of the Major shareholder to finance the general corporate purposes of the Group. The amount is fully undrawn as at 31 December 2025 and the terms and conditions of any drawdown will be agreed when they occur. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Deposit (withdrawn) / addition | | | | Entity under common control | (48,453,064) | 25,663,170 | | Capitalization of borrowing cost | | | | Major shareholder | 16,589,497 | 2,578,875 | | Unamortised cost related to loan | | | | Major shareholder | (6,689,845) | (7,798,634) | | Acquisition of assets | | | | Ultimate parent company of the major shareholder | - | 201,923 | | Share of profit | | | | Joint venture | - | 704,640 | | Gain on disposal | | | | Joint venture | - | 20,038 | | Interest income | | | | Joint Venture | - | 431,267 | | Revenue | | | | Entity under common control of Ultimate parent company of Major shareholder | 9,600,000 | 1,600,000 | | Other income | | | | Entity under common control of Ultimate parent company of Major shareholder | 7,284,970 | 1,450,321 | | Major shareholder | - | 1,000,000 | | Development properties | | | | Entity under common control of Ultimate parent company of Major shareholder | (56,295,676) | - | | Deferred sales commission | | | | Entity under common control of Ultimate parent company of Major | (1,024,640) | - | | shareholder | | | | General and administrative expenses | | | | Entity under common control of Ultimate parent company of Major | (64,794) | - | | shareholder | | | 18. Income taxes Tax expense represents the sum of current income tax and deferred tax. Current income tax is measured at the amount expected to be paid to the taxation authorities. The Group recognizes deferred tax assets only to the extent that it is probable that future taxable profit will be available against which the carried forward tax losses and the deductible temporary differences can be utilised. Some tax losses remain unrecognized due to uncertainty in recoverability. Deferred tax assets and liabilities are measured on an undiscounted basis at the tax rates that are expected to apply when the asset is realised or the liability is settled, based on tax rates and tax laws enacted or substantively enacted at the balance sheet date. The total tax expense for the year are as follows: | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Current tax expense | 11,315,323 | 2,861,638 | | Deferred tax expense/ (credit) | 654,551 | (3,665,328) | | Total expense for the year | 11,969,874 | (803,690) | Deferred tax The movements of deferred tax assets and liabilities are as follows. | | | | | --- | --- | --- | | 31 December 2025 | Deferred tax asset | Deferred tax liability | | Tax losses carried forward | 781,369 | - | | Other temporary differences | - | (126,818) | | Total | 781,369 | (126,818) | ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 130 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT 19. Share capital | | | | | | | --- | --- | --- | --- | --- | | | As at | | As at | | | | 31 December 2025 | | 31 December 2024 | | | Ordinary shares | Number | Amount | Number | Amount | | Called up and fully paid-up | | | | | | share capital | | | | | | Balance as on | 180,021,612 | 1,800,216 | 180,021,612 | 1,800,216 | | | 18 0,021,612 | 1,800,216 | 180,021,612 | 1,800,216 | | | | | | --- | --- | --- | | Reconciliation of effective tax | As at | As at | | | 31 December 2025 | 31 December 2024 | | Profit before tax | 112,754,937 | 14,109,487 | | Tax at UK statutory rate (25%) | 28,188,734 | 3,527,372 | | Effect of different tax rates in overseas jurisdictions | (13,879,169) | (3,774,270) | | Recognition of previously unrecognised tax losses | (1,117,725) | (1,721,315) | | Withholding taxes | 895,340 | 942,007 | | Non-deductible expenses | 207,118 | 135,065 | | Current year losses for which no deferred tax asset is recognised\* | 467,834 | 142,190 | | Tax impact on transfer of group losses | - | 90,601 | | Tax impact in respect of transitional provisions\* | (2,758,274) | - | | Other reconciling items | (33,984) | (145,340) | | Total tax expense | 11,969,874 | (803,690) | | Effective tax rate (ETR) | 10.62% | -5.70% | 18. Income taxes (continued) | | | | | --- | --- | --- | | 31 December 2024 | Deferred tax asset | Deferred tax liability | | Tax losses carried forward | (3,879,487) | - | | Other temporary differences | - | 214,159 | | Total | (3,879,487) | 214,159 | The Company’s effective tax rate for the year is 10.62%, compared to -5.70% in the 2024. The increase in the effective tax rate is primarily driven by the generation of taxable profits across the Group’s operating jurisdictions, including Oman, the United Arab Emirates, Qatar, and the Kingdom of Saudi Arabia. \*During the year, the Group revised its estimate of income tax provision relating to the prior year, following clarifications issued by the UAE Federal Tax Authority regarding the application of the valuation method under the transitional rules prescribed in Ministerial Decision No. 120 of 2023 on the disposal of qualifying immovable property by real estate developers. The clarification resulted in a reduction in the income tax expense previously recognised for the prior year. Global Minimum Top-up Tax The OECD’s Pillar II global minimum tax, based on the Global Anti-Base Erosion (GloBE) Model Rules, is not expected to have an impact on the Group, as the Group’s total revenue is less than Euro 750 million. 20. Share premium | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Share premium | 88,781,078 | 88,781,078 | | | 88,781,078 | 88,781,078 | ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 131 (a) This represents income related to sales, general and advisory support services provided to the related parties (refer to note 17). (b) This represents instalments collected from customers that have been forfeited due to termination of contracts on account of cancellation of units booked. (c) During the year, the terms of one of the financial liabilities were renegotiated. As the modification resulted in different terms, the original financial liability was derecognised and a new financial liability was recognised at fair value, with the resulting partial liability forgiveness of USD 10,987,066 recognised in other income (refer to note 15). 23. Selling and marketing expenses | | | | | --- | --- | --- | | | 31 December 2025 | 31 December 2024 | | Sales commission | 26,611,255 | 17,302,442 | | Marketing expenses | 7,300,747 | 10,043,532 | | | 33,912,002 | 27,345,974 | FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 24. General and administrative expenses | | | | | --- | --- | --- | | | 31 December 2025 | 31 December 2024 | | Salaries and related benefits | 37,083,973 | 22,665,169 | | Legal and professional expenses | 7,026,480 | 3,637,197 | | Depreciation on property and equipment (refer to note 10) | 3,020,698 | 2,022,188 | | Depreciation on right-of-use assets (refer to note 11) | 2,777,394 | 2,508,060 | | IT related expenses | 2,503,984 | 1,594,043 | | Bank charges | 1,555,549 | 584,975 | | Board of Directors fees | 959,828 | 927,373 | | Utilities | 890,151 | 758,051 | | Travelling expenses | 808,721 | 665,190 | | Value added tax expense | 284,747 | 128,451 | | Rent | 235,034 | 61,827 | | Other expenses | 2,220,943 | 2,138,995 | | | 59,367,502 | 37,691,519 | | | | | | --- | --- | --- | | | 31 December 2025 | 31 December 2024 | | Support services (note (a) below) | 7,602,646 | 2,450,321 | | Income from termination of units (note (b) below) | 623,308 | 1,916,688 | | Foreign exchange gain / (loss) | 4,910,606 | (2,045,484) | | Others (note (c) below) | 10,987,066 | 6,747 | | | 24,123,626 | 2,328,272 | 21. Revenue | | | | | --- | --- | --- | | | 31 December 2025 | 31 December 2024 | | Revenue is recognised over time as provided below: | | | | Sale of residential units | 506,436,445 | 233,597,186 | | Project management service | 9,600,000 | 1,600,000 | | Revenue is recognised point in time as provided below: | | | | Sale of residential units | 22,581,189 | 5,133,207 | | | 538,617,634 | 240,330,393 | | Cost of revenue | | | | Cost of residential units | (348,915,514) | (152,946,653) | Revenue from sale of residential units is net of discount against transaction prices for certain units sold with a significant financing component amounting to USD 7,724,211 (2024: USD 4,652,862). Change in estimate: During the current year, management has refined the cost to complete of certain projects resulting in an increase in the total budget developments costs as a result of specification enhancements. The Group uses the input cost method to measure recognition of revenue over time, the effect of this change in estimate of costs to complete results in lower gross revenue being recognised in the current year amounting to USD 23.4 million (2024: USD 12.5 million). Total revenue over the life of the projects remains unchanged, as the changes relate solely to revised estimates of costs to complete. 22. Other income ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 132 25. Net finance costs/(income) | | | | | --- | --- | --- | | | 31 December 2025 | 31 December 2024 | | Finance costs | | | | Interest expense on bank borrowings | 13,603,592 | 15,817,177 | | Interest expense on unwinding of discount on long term liability | 9,565,138 | 6,847,870 | | Interest expense on intercompany loan | 1,417,396 | - | | Interest on lease liability (refer to note 11) | 324,226 | 314,936 | | | 24,910,352 | 22,979,983 | | Finance income | | | | Interest income | (13,717,616) | (11,259,006) | | Income on extension of long-term liability (refer to note 15) | (3,401,431) | - | | Income from investment in bonds of joint venture | - | (431,267) | | | (17,119,047) | (11,690,273) | | Net finance cost | 7,791,305 | 11,289,710 | | | | | | --- | --- | --- | | | 31 December 2025 | 31 December 2024 | | Financial assets | | | | Cash and cash equivalents | 668,046,169 | 413,625,405 | | Trade and unbilled receivables | 351,751,094 | 277,338,806 | | Advances, deposits and other receivables\* | 20,189,578 | 12,553,548 | | Escrow retentions | 33,520,147 | 10,774,653 | | Due from related parties | 6,476,773 | 1,600,015 | | | 1,079,983,761 | 715,892,427 | | Financial liabilities | | | | Trade and other payables | 125,608,822 | 85,015,114 | | Retention payable | 19,326,375 | 9,630,047 | | Development property liabilities | 412,141,755 | 254,747,426 | | Bank borrowings | 169,069,969 | 205,493,025 | | Due to related party | 287,093,049 | 222,567,717 | | Lease liabilities | 3,634,491 | 4,114,862 | | | 1,016,874,461 | 781,568,191 | 26. Earning Per Share Basic earnings per share amounts are calculated by dividing net profit or loss for the year attributable to the owners of the Company by the weighted average number of ordinary shares outstanding during the year. Diluted earnings per share amounts are calculated by dividing the net profit or loss attributable to the owners of the Company by the weighted average number of ordinary shares outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential ordinary shares into ordinary shares. The company has no dilutive instruments in issue. The information necessary to calculate basic and diluted earnings per share is as follows: | | | | | --- | --- | --- | | | 31 December 2025 | 31 December 2024 | | Earnings: | | | | Profit attributable to the owners of the Company | 100,786,467 | 14,913,177 | | for basic/ diluted earnings | | | | Number of shares | | | | Weighted-average number of ordinary shares | 180,021,612 | 180,021,612 | | for basic/diluted earnings per share | | | | Earnings per share | | | | – basic and diluted earnings per share (USD) | 0.56 | 0.08 | \* This is excluding prepayments, advance to suppliers and contractors and VAT refundable. 27. Financial instruments (a) Material accounting policies Details of the material accounting policies and methods adopted, including the criteria for recognition, the basis of measurement and the basis on which income and expenses are recognized, in respect of each class of financial asset and financial liability are disclosed in note 2 to the financial statements. (b) Categories of financial instruments The Group considers that the carrying amount of financial assets and liabilities are reasonable approximation of fair values. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 133 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 28. Non-controlling interests The following table summarises the financial information relating to the Group’s subsidiary that has a material NCI, before any intra-group eliminations. | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | NCI percentage | 58% | - | | Revenue | - | - | | (Loss)/profit | (3,066) | - | | Loss attributable to NCI\* | (1,404) | - | | Other comprehensive income | - | - | | Total comprehensive (loss)/income | (3,066) | | | Total comprehensive (loss)/income attributable to NCI\* (A) | (1,404) | | | | | - | | Assets | 80,000 | - | | Liabilities | (3,066) | - | | Net assets | 76,934 | - | | Share of NCI on other equity components\* (B) | 46,400 | - | | Net assets attributable to NCI [(A) + (B)] | 44,996 | - | \*The NCI is eligible for 45.8% on profit/(loss) and 58% on other equity components. This entity became part of the Group on 24 September 2025. The Group owns 42% of the shareholding in Dar Global Real Estate Development – KSA. Although the ownership interest is 42%, it has been treated as a subsidiary as the Group has control over this entity, and is exposed to, or has rights to, variable returns from its involvement with this entity and has the ability to affect those returns through its power over this entity under the agreement entered by the shareholders. Accordingly, the information relating to subsidiary is only for the period from 24 September to 31 December 2025. 29. Financial risk management objectives The Board of Director’s set out the Group’s overall business strategies and its risk management philosophy. The Group’s overall financial risk management program seeks to minimize potential adverse effects on the financial performance of the Group. The Group policies include financial risk management policies covering specific areas, such as market risk (including foreign exchange risk, interest rate risk), liquidity risk and credit risk. Periodic reviews are undertaken to ensure that the Group’s policy guidelines are complied with. There has been no change to the Group’s exposure to these financial risks or the manner in which it manages and measures the risk. The Group is exposed to the following risks related to financial instruments. The Group has not framed formal risk management policies, however, the risks are monitored by management on a continuous basis. The Group does not enter into or trade in financial instruments, investment in securities, including derivative financial instruments, for speculative or risk management purposes. a) Foreign currency risk management The Group undertakes certain transactions denominated in foreign currencies. Hence, exposures to exchange rate fluctuations arise. The summarized quantitative data about the Group’s exposure to currency risk as reported to the management of the Group is as follow: FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT | | | | | | | --- | --- | --- | --- | --- | | | EUR | GBP | BAM | CNY | | 31 December 2025 | | | | | | Cash and cash equivalents | 19,472,683 | 688,450 | 84,111 | - | | Other financial assets | 175,599 | 268,809 | - | 210,044 | | Financial liabilities | (1,351,423) | (11,756,599) | (16,982) | - | | | 18,296,859 | (10,799,340) | 67,129 | 210,044 | | 31 December 2024 | | | | | | Cash and cash equivalents | 6,855,578 | 1,862,411\* | 96,265 | 345,116 | | Other financial assets | 13,577 | 1,006,073\* | - | 10,939 | | Financial liabilities | (617,325) | (10,908,757)\* | (81,242) | (46,259) | | | 6,251,830 | (8,040,273)\* | 15,023 | 309,796 | | | | | | --- | --- | --- | | | 31 December 2025 | 31 December 2024 | | EUR | 1,829,686 | 625,183 | | GBP | (1,079,934) | 804,027\* | | BAM | 6,713 | 1,502 | | CNY | 21,004 | 30,980 | The table below illustrates the impact of a 1000 basis point change in USD against relevant foreign currencies on the Group’s profit or loss Dar Global Real Estate Development ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 134 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) a) Foreign currency risk management (continued) The Group’s significant monetary assets and liabilities denominated in foreign currencies are in AED which is pegged to USD. As the AED is currently pegged to the USD, balances are not considered to represent significant currency risk. \* Certain other financial assets and financial liabilities were incorrectly identified as being GBP in the annual financial statements for the year ended 31 December 2024 as at that date. These amounts have therefore been restated in these consolidated financial statements by reducing GBP other financial assets and financial liabilities by USD 1,461,145 and USD 223,859,876 respectively and reducing the sensitivity of a 1000 basis points increase or decrease in USD against GBP by 22,239,873. These adjustments relate exclusively to this disclosure and do not impact any financial statement captions. b) Interest rate sensitivity analysis The sensitivity analysis below has been determined based on the exposure to interest rates for non-derivative financial instruments as at 31 December 2025. The analysis is prepared assuming the amount of liabilities outstanding at the reporting date was outstanding for the whole year. The interest rate profile of the Group’s interest-bearing financial instruments as reported to the management of the Group is as follows: FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT 29. Financial risk management objectives (continued) | | | | | --- | --- | --- | | | 31 December 2025 | 31 December 2024 | | Fixed rate instruments | | | | Financial assets | 44,552,985 | 120,257,164 | | Financial liabilities | (529,344) | - | | | 44,023,641 | 120,257,164 | | Variable rate instruments | | | | Financial assets | 667,588,617 | 307,608,760 | | Financial liabilities | (452,941,864) | (425,199,721) | | | 214,646,753 | (117,590,961) | A 50-basis point increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in interest rates. If interest rates had been 50 basis points higher/lower and all other variables were held constant, the change in Group’s profit for the year ended 31 December 2025 would be USD 1,073,234 (2024: USD 587,955). This is mainly attributable to the Group’s exposure to variable rate financial instruments. c) Liquidity risk management Ultimate responsibility for liquidity risk management rests with the management which has built an appropriate liquidity risk management framework for the management of the Group’s short, medium and long-term funding and liquidity management requirements. The Group manages liquidity risk by maintaining adequate reserves, continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities. The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of bank overdrafts, bank loans and equity from shareholders. The table below summarizes the maturity profile of the Group’s financial liabilities. The contractual maturities of the financial liabilities have been determined on the basis of the remaining period at reporting date to the contractual maturity date. The maturity profile of these liabilities at the reporting date based on contractual repayment arrangements are shown in the table below: | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | | | Carrying | | Less than | 1-2 | 2-5 | More than 5 | | | amount | Total | 1 year | years | years | years | | 31 December 2025 | | | | | | | | Financial liabilities | | | | | | | | Trade and other payables | 125,608,822 | (125,608,822) | (125,608,822) | - | - | - | | Retention payable | 19,326,375 | (19,326,375) | (1,226,085) | (11,906,687) | (6,193,604) | - | | Bank borrowings | 169,069,969 | (183,927,366) | (74,825,964) | (108,711,352) | (390,051) | - | | Development | 412,141,755 | (468,979,703) | (136,518,912) | (62,679,293) | (269,781,498) | (565,886) | | property liabilities | | | | | | | | Lease liabilities | 3,634,491 | (4,395,239) | (1,624,596) | (715,163) | (1,489,594) | - | | Due to related party | 287,093,049 | (338,256,649) | (42,315,955) | (73,369,099) | (222,571,595) | - | | | 1,016,874,461 | (1,140,494,156) | (382,120,334) | (257,381,594) | (500,426,342) | (565,886) | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | | | Carrying | | Less than | 1-2 | 2-5 | More than 5 | | | amount | Total | 1 year | years | years | years | | 31 December 2024 | | | | | | | | Financial liabilities | | | | | | | | Trade and other payables | 85,015,114 | (85,015,114) | (85,015,114) | - | - | - | | Retention payable | 9,630,047 | (9,630,047) | (4,811,952) | (2,073,458) | (2,744,637) | - | | Bank borrowings | 205,493,025 | (238,992,448) | (29,928,407) | (100,970,564) | (108,093,477) | - | | Development | 254,747,426 | (286,879,647) | (153,611,264) | (49,534,163) | (83,734,220) | | | property liabilites | | | | | | | | Lease liabilities | 4,114,862 | (4,551,866) | (3,094,790) | (1,015,448) | (441,628) | - | | Due to related party | 222,567,717 | (268,318,639) | (17,694,776) | (43,936,842) | (206,687,021) | - | | | 781,568,191 | (893,387,761) | (294,156,303) | (197,530,475) | (401,700,983) | - | Contractual Cashflows Contractual Cashflows ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 135 | | | | | --- | --- | --- | | | 31 December 2025 | 31 December 2024 | | Letters of guarantee (refer to note (a) below) | 54,905,504 | 12,337,530 | #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 30. Capital risk management The capital structure of the Group consists of cash and cash equivalents, debt, which includes bank borrowings as disclosed in note 16 and equity as disclosed in the consolidated financial statements. The Group manages its capital to ensure that it will be able to continue as a going concern while maximizing the return to stakeholders through the optimization of the equity balance. The Group’s overall strategy remains unchanged from prior year. The Group is not subject to any externally imposed capital requirements. The Group monitors capital using ‘debt’ to ‘equity’. Debt is calculated as bank borrowings (as shown in the statement of financial position). Equity comprises all components of equity as disclosed in note 19. The Group’s policy is to keep the ratio below 1.2. The Group’s net debt to equity ratio at 31 December was as follows. 31. Contingent liabilities 32. Commitments | | | | | --- | --- | --- | | | 31 December 2025 | 31 December 2024 | | Debt | 169,069,969 | 205,493,025 | | Total equity | 584,378,771 | 478,453,489 | | Debt to equity ratio | 0.29 | 0.43 | FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT (a) This primarily involves letters of guarantee provided to the Dubai Land Department for the Group’s projects in Dubai, UAE. The Group holds margin deposits with the bank issuing these letters of guarantee, which are re fundable upon project completion (refer to note 7). Except for the above and ongoing business obligations which are under normal course of business, there has been no other known contingent liability on Group’s consolidated financial statements as of reporting date. (a) A significant portion of the Group’s commitment is towards land plots acquired, amounting to USD 189,202,874. All other commitments mentioned above are related to ongoing construction projects and business obligations, which are part of the normal course of business. There are no other known commitments reflected in the Group’s consolidated financial statements as of the reporting date. These commitments will be funded through the Group’s existing funds or undrawn loan and borrowing facilities. (b) On 31 October 2025, Dar Global Holdings 2 Ltd (“DG Holdings 2”), a wholly- owned subsidiary of the Group, entered into a share purchase agreement (“SPA”) with Alkhair Group Holding Ltd (“AGHL”) for the acquisition of 100% of the issued share capital of Alkhair Capital Dubai Limited (“ACDL”), a company incorporated in the Dubai International Financial Centre. The purchase price is to be determined at completion based on the book value of ACDL, currently estimated at USD 10,000,000. Payment of the purchase price is due within 10 working days of the closing date, being no later than 12 months from the effective date of the transaction. Completion of the transaction is conditional upon AGHL obtaining all necessary regulatory approvals and/ or no-objection clearances required under DIFC law for the transfer of the shares, which were expected to be obtained by Q1, 2026. As at the reporting date, regulatory approvals remain pending and the transaction had not yet completed. | | | | | --- | --- | --- | | | 31 December 2025 | 31 December 2024 | | Contracted commitments for development properties | 810,430,861 | 433,882,782 | | (refer to note 8) (note (a) below) | | | | Others (note (b) below) | 10,000,000 | - | | | 820,430,861 | 433,882,782 | d) Credit risk management Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group has adopted a policy of only dealing with creditworthy counterparties. The Group’s exposures are continuously monitored and their credit exposure is reviewed by the management regularly. The credit risk on liquid funds is limited because the counterparties are banks with high credit-ratings assigned by international credit-rating agencies. The carrying amounts of the financial assets recorded in the consolidated financial statements, which is net of impairment losses, represents the Group’s maximum exposure to credit risks. The Group considers that the risk of loss related to unbilled receivables and trade receivables is remote due to collateral held against such amounts due, being residential property developed by the Group. 29. Financial risk management objectives (continued) ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 136 #### NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS continued (IN UNITED STATES DOLLAR) 33. Staff number and costs 34. Auditors Remuneration 35. Events after the reporting date | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | The average number of employees employed by the Group | 375 | 258 | | The payroll cost for these employees is as follows: | 37,083,973 | 22,665,169 | | - Wages and salaries | | | | | | | | --- | --- | --- | | | As at | As at | | | 31 December 2025 | 31 December 2024 | | Audit of these consolidated financial statements | 404,730 | 326,690 | | Review of condensed consolidated interim financial statements | 134,910 | 113,823 | | Audit of financial statements of subsidiaries of the company | 146,782 | 149,724 | | Non – audit service for transition to Equity Shares | | | | (Commercial Companies) category listing | 127,490 | - | | | 813,912 | 590,237 | | | | | | --- | --- | --- | | | January 1, 2025 | January 1, 2024 to | | | to December 31, 2025 | December 31, 2024 | | Revenue | 538,617,634 | 240,330,393 | | Gross Profit | 189,702,120 | 87,383,740 | | Gross Profit % | 35% | 36% | | Profit before tax | 112,754,937 | 14,109,487 | | Profit before tax % of revenue | 21% | 6% | | Profit for the year | 100,785,063 | 14,913,177 | | Profit for the year % of revenue | 19% | 6% | | Net finance costs | 7,791,305 | 11,289,710 | | Depreciation on property and equipment and right-of-use assets | 5,798,092 | 4,530,248 | | Tax expenses/(credit) | 12,254,621 | (675,239) | | Adjusted earnings before interest, tax, depreciation and amortisation (adjusted EBITDA) | 126,629,081 | 30,057,896 | | Adjusted EBITDA for the year % of revenue | 24% | 13% | FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT Subsequent to the year end, on 28 February 2026, there has been an increase in tensions in the GCC region as a result of the regional military escalations, which has triggered a heightened risk environment which may impact the geopolitical and macroeconomic environment. The Group does not consider this to be an adjusting event and as such any impacts are not reflected within this Annual Report. The Group is closely monitoring these events and its potential impacts on its business. The extent to which this impacts the Group’s business will depend on future developments, which are uncertain and cannot be predicted at this time. The Group assessed the changes in the current environment on its liquidity positions and is comfortable that it can keep a solid financial standing. Management will continue to monitor the developments and update its strategy and course of actions as necessary in the circumstances. Alternative performance measures (unaudited) The Group uses a number of alternative performance measures (APM) which are not defined within IFRS. The Directors use the APMs, along with IFRS measures to assess the operational performance of the Group. Definitions and reconciliations of the financial APMs used compared to IFRS measures, are included below: Adjusted performance metrics Adjusted performance metrics reconciled to statutory reported measures are shown below. The Directors consider these performance metrics provide additional information regarding the Group’s core operations and business performance. (In US$) ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 137 #### COMPANY STATEMENT OF FINANCIAL POSITION #### For the year ended 31 December 2025 (IN UNITED STATES DOLLAR) FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT As at 31 December 2024 As at 31 December 2025 Note 3 4 5 6 6 7 Assets Cash and cash equivalents Advances, deposits and other receivables Investment in subsidiaries Due from related parties Loan to subsidiaries Deferred tax assets 1,234,178 165,174 1,522,430 3,050,868 379,464,441 379,464,441 8,502,807 34,741,728 219,798,142 273,704,993 812,889 1,053,038 611,334,887 692,180,242 Total assets Liabilities and equity 8 6 6 Liabilities Accruals and other payables Loan from major shareholder Due to related parties 524,306 1,494,115 221,010,774 295,791,087 5,799,258 12,273,742 227,334,338 309,558,944Total liabilities Equity 1,800,216 1,800,216 9 Share capital 88,781,078 88,781,078 10 Share premium 293,419,255 292,040,004 Retained earnings 384,000,549 382,621,298Total equity 611,334,887 692,180,242 Total liabilities and equity The accompanying notes from 1 to 11 form an integral part of these financial statements. These financial statements were approved by the Board of Directors on 10 March 2026 and signed on its behalf by: David Weinreb Ziad El Chaar Chairman Chief Executive Officer ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 138 FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT Total equity Share premium Retained earnings Share capital 385,554,33788,781,078294,973,0431,800,216 At 1 January 2024 (1,553,788)-(1,553,788)- Loss for the year ---- Other comprehensive income/(loss) (1,553,788)-(1,553,788)- Total comprehensive loss for the year 384,000,54988,781,078293,419,2551,800,216 Balance as at 31 December 2024 384,000,54988,781,078293,419,2551,800,216At 1 January 2025 (1,379,251) - (1,379,251) - Loss for the year - - - - Other comprehensive income/(loss) (1,379,251) - (1,379,251) - Total comprehensive loss for the year 382,621,29888,781,078292,040,0041,800,216Balance as at 31 December 2025 The accompanying notes from 1 to 11 form an integral part of these financial statements. #### COMPANY STATEMENT OF CHANGES IN EQUITY #### For the year ended 31 December 2025 (IN UNITED STATES DOLLAR) ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 139 1. Corporate information 1.1 Dar Global PLC- (“The Company”) was incorporated on 30 September 2022 as a private limited company by shares, under a company Number 14388348 issued by the registrar of the companies for England and Wales. The majority of shares of the Company are held by Dar Al Arkan Global Investment LLC (“Major shareholder”) in United Arab Emirates (“UAE”) and the ultimate parent company of Major shareholder is Dar Al Arkan Real Estate Development Company, Kingdom of Saudi Arabia (“KSA”). 1.2 The registered address of the Company is located at 19th floor, 51 Lime Street, London, EC3M 7DQ, United Kingdom (“UK”). 1.3 The principal activity is property development holding company. 2. Material accounting policies #### 2.1 Basis of preparation These financial statements were prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (“FRS 101”). In preparing these financial statements, the Company applies the recognition, measurement and disclosure requirements of international accounting standards in conformity with the requirements of the Companies Act 2006 (“Adopted IFRSs”) but makes amendments where necessary in order to comply with Companies Act 2006 and has set out below where advantage of the FRS 101 disclosure exemptions has been taken. In these financial statements, the Company has applied the exemptions available under FRS 101 in respect of the following disclosures: • Cash Flow Statement and related notes; • Certain disclosures regarding revenue; • Disclosures in respect of transactions with wholly owned subsidiaries; • Disclosures in respect of capital management; • The effects of new but not yet effective IFRSs; As the consolidated financial statements include the equivalent disclosures, the Company has also taken the exemptions under FRS 101 available in respect of the following disclosures: • Certain disclosures required by IFRS 3 Business Combinations in respect of business combinations undertaken by the Company in the current and prior periods; and • Certain disclosures required by IFRS 13 Fair Value Measurement and the disclosures required by IFRS 7 Financial Instrument Disclosures. • Certain disclosures required by IAS 36 Impairment of Assets Under section 408 of the Companies Act 2006 the Company is exempt from the requirement to present its own profit and loss account. These financial statements are presented in US Dollars (USD), which is the functional and presentation currency of the Company. All values are rounded to the nearest unit in USD except where otherwise indicated. #### 2.2 Going concern The Company’s forecasts and projections based on the current trends in sales and development and after taking account of the funds currently held, show that the Company and the Group will be able to operate within the level of cash reserves. The directors have, at the time of approving the Company financial statements, made a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the financial statements. #### 2.3 Financial instruments Financial assets and financial liabilities are recognized when the Company becomes a party to the contractual provisions of the instrument. Foreign exchange gains and losses The carrying amount of financial assets that are denominated in a foreign currency is determined in that foreign currency and translated at the spot rate at the end of each reporting period. Financial assets measured at amortized cost, exchange differences are recognized in the statement of profit or loss. #### 2.4 Financial assets Classification The Company classifies its financial assets at amortized cost. Measurement At initial recognition, the company measures a financial asset at its fair value plus transaction costs that are directly attributable to the acquisition of the financial asset. Financial assets comprise of cash and cash equivalents, advances deposits and other receivables, loan to subsidiary and due from related parties. Cash and cash equivalents Cash and cash equivalents consist of bank balances. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT #### NOTES TO THE COMPANY STATEMENT OF FINANCIAL STATEMENTS #### For the year ended 31 December 2025 (IN UNITED STATES DOLLAR) ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 140 2. Material accounting policies (continued) #### 2.4 Financial Assets (continued) Other receivables (including due from related parties and loan to subsidiaries) Receivable balances that are held to collect are subsequently measured at the lower of amortized cost or the present value of estimated future cash flows. The present value of estimated future cash flows is determined through the use of value adjustments for uncollectible amounts. The Company assesses on a forward-looking basis the expected credit losses associated with its receivables and adjusts the value to the expected collectible amounts. Receivables are written off when they are deemed uncollectible because of bankruptcy or other forms of receivership of the debtors. The assessment of expected credit losses on receivables takes into account credit-risk concentration, collective debt risk based on average historical losses, specific circumstances such as serious adverse economic conditions in a specific country or region and other forward-looking information. Impairment of financial assets The loss allowances for financial assets are based on assumptions about risk of default and expected loss rates. The Company uses judgement in making these assumptions and selecting the inputs to the impairment calculation, based on the Company’s past history, existing market conditions as well as forward looking estimates at the end of each reporting period. Derecognition of financial assets The Company derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire; or it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the Company neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Company recognizes its retained interest in the asset and an associated liability for the amounts, it may have to pay. If the Company retains substantially all the risks and rewards of ownership of a transferred financial asset, the Company continues to recognize the financial asset. #### 2.5 Financial liabilities Financial liabilities are classified according to the substance of the contractual arrangements entered into and the definitions of a financial liability. All financial liabilities are recognized initially at fair value and, in the case of loans, borrowings and payables, net of directly attributable transaction costs. Financial liabilities are subsequently measured at amortised cost. The Company’s financial liabilities include accounts payable and provisions, loan from Major shareholder and amounts due to related parties. Accounts and other payables Accounts payable are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. These are due for payment within one year or less (or in the normal operating cycle of the business if longer). Accounts and other payables are recognized initially at fair value and subsequently are measured at amortised cost using effective interest method. Derecognition of financial liabilities The Company derecognises financial liabilities when, and only when, the Company’s obligations are discharged, cancelled or they expire. When an existing financial liability is replaced by another, from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the statement of profit or loss. #### 2.6 Taxation Current tax assets and liabilities arising in current and past periods are measured at the amount expected to be recovered from or paid to the tax authorities. The tax rates and tax laws used to compute the tax balances are those that are enacted or substantively enacted by the reporting date. Deferred tax is provided on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying values for financial reporting purposes. Deferred tax is determined using the tax rate and laws that have been enacted or substantially enacted by the reporting date and are expected to apply when the related tax asset is realised or the tax liability is settled. Deferred tax is not recognised for temporary differences related to investments in subsidiaries to the extent that the Company is able to control the timing of the reversal of the temporary differences and it is probable that they will not reverse in the foreseeable future. Deferred tax assets are recognised only when it is probable that future taxable profits will be available against which these temporary differences can be utilised. The carrying value of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT #### NOTES TO THE COMPANY STATEMENT OF FINANCIAL STATEMENTS #### For the year ended 31 December 2025 (IN UNITED STATES DOLLAR) ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 141 2. Material accounting policies (continued) #### 2.7 Equity and reserves Equity includes share capital, share premium and retained earnings. An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Incremental costs that are directly attributable to the issue of an equity instrument are deducted from the initial measurement of the equity instruments. Share premium represents the excess consideration received over the par value of shares issued, and it is not distributable. Retained earnings represent distributable reserves. #### 2.8 Investment in subsidiaries Classification The Company accounts for investment in subsidiaries at cost less impairment. #### 2.9 Significant accounting judgements, estimates and assumptions In applying the Company’s accounting policies, which are described in policy notes, management are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. As at 31 December 2024 Cash at bank - Current accounts 1,234,178 1,234,178 4. Advances, deposits and other receivables As at 31 December 2024 Margin deposit Prepayments Other receivables VAT receivable 1,418,655 - 80,163 23,612 1,522,430 5. Investment in subsidiaries As at 31 December 2024 Dar Global Property Development SPC, Oman (Formerly Dar Al Arkan Property Development SPC) Dar Global Spain SL, Spain (Formerly Dar Al Arkan Spain SL) Dar Global UK Holdings LTD, UK Dar Global Holdings Limited (ADGM), UAE 647,478 30,199,813 8,266,790 340,350,360 379,464,441 379,464,441 All investments are owned 100% and related to property development activity. The management believes that the carrying value of the investments is supported by the underlying net assets of the subsidiaries and the review of the budget forecasts for the respective subsidiaries’ projects. 3. Cash and cash equivalents As at 31 December 2025 165,174 165,174 As at 31 December 2025 1,516,957 17,609 1,218,630 297,672 3,050,868 As at 31 December 2025 647,478 30,199,813 8,266,790 340,350,360 FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT 6. Related party transactions Related parties transactions comprise of transactions with entities under common ownership and/or common management and control; their partners and key management personnel. Management decides on the terms and conditions of the transactions and services received/rendered from/to related parties as well as other charges, if applicable. As at 31 December 2023 Dar Global Holdings Limited (ADGM), UAE (refer to (i) below) Dar Global Holdings Real Estate, KSA (refer to (ii) below) 219,798,142 - 219,798,142 As at 31 December 2024 239,207,136 34,497,857 273,704,993 a) Loan to subsidiaries #### NOTES TO THE COMPANY STATEMENT OF FINANCIAL STATEMENTS #### For the year ended 31 December 2025 (IN UNITED STATES DOLLAR) ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 142 (i) On 1 June 2024, the Company has given an unsecured financing facility of USD 325,000,000, bearing interest at EIBOR plus 5.18% per annum and repayable by May 2029. During the year, the facility limit was increased to USD 490,000,000. The amended facility remains unsecured, bears interest at EIBOR plus 3.70% per annum, and is repayable by May 2029. During the year, the Company has advanced USD 19,408,994 (2024: USD 219,798,142). The amount of undrawn facility as at 31 December 2025 stands at USD 250,792,864. (ii) During the year, the Company has given an unsecured financing facility of USD 150,00,000 bearing interest at EIBOR plus 3.70% per annum and repayable by December 2029. During the year, the Company has advanced USD 34,497,857. The amount of undrawn facility as at 31 December 2025 stands at USD 115,502,143. As at 31 December 2025, management has assessed the subsidiaries’ ability to repay and concluded that the loan is recoverable, considering its financial position and expected cash flows. As at 31 December 2025 Subsidiaries Dar Global Holdings Limited (ADGM), UAE Dar Global USA L.L.C., USA Dar Global Property Development S.P.C., Oman (Formerly Dar Al Arkan Property Development SPC) Dar Global Holdings Real Estate, KSA Dar Global Real Estate Development L.L.C. OPC, UAE Dar Global Properties L.L.C., UAE Dar DG Global Properties L.L.C, UAE Dar Global Luxury Property Development L.L.C. SOC, UAE Dar Global UK Holdings LTD, UK Dar DG Global Property Development L.L.C., UAE Dar Global For Real Estate Development W.L.L., Qatar (Formerly Dar Al Arkan For Real Estate Development W.L.L.) Dar Global Spain S.L., Spain (Formerly Dar Al Arkan Spain SL) Dar Behanavis I, S.L., Spain Dar Global UK No. 1 Ltd, UK Dar Global UK No. 2 Ltd, UK Dar Global Services Limited, UK b) Due from related parties As at 31 December 2024 (i) The above balances are unsecured, interest free and repayable on demand. As at 31 December 2024 Major shareholder Dar Al Arkan Global Investment L.L.C., UAE (refer to (i) below) Subsidiary Dar Global Holdings Limited (ADGM), UAE (refer to (ii) below) Movement for the year: Opening Add: Drawdown during the year Less: Repayments during the year Total Borrowings Less: Unamortised cost - As at 31 December 2025 284,401,239 219,706,697 1,304,077 221,010,774 11,389,848 295,791,087 227,880,998 79,455,429 227,880,998 (152,359) 307,184,068 295,791,087 (11,392,981) 227,880,998 221,010,774 (6,870,224) c) Loan from related party (i) On 1 September 2024, the Company obtained an unsecured financing facility of USD 325,000,000, bearing interest at EIBOR/SOFR plus 2.95% per annum and repayable by January 2028. During the year, the facility limit was increased to USD 490,000,000. The amended facility remains unsecured, bears interest at EIBOR/SOFR plus 2.50% per annum, and is repayable by January 2029. During the year, the Company has drawn USD 69,369,659 (2024: USD 226,576,921). During the year, the Company repaid an amount of USD 152,359. The amount of undrawn facility as at 31 December 2025 stands at USD 194,053,420. (ii) On 1 June 2024, the Company obtained an unsecured financing facility of USD 100,000,000 from Dar Global Holdings Limited (ADGM). The facility is unsecured, bears interest at SONIA plus 3.30% per annum, and is repayable by June 2029. During the year, the Company has drawn USD 10,085,771 (2024: USD 1,304,077). The amount of undrawn facility as at 31 December 2025 stands at USD 88,610,152. As at 31 December 2024 Major shareholder Dar Al Arkan Global Investment LLC, UAE Subsidiary Dar Global Services Limited Dar Global UK Holdings LTD, UK As at 31 December 2025 12,265,574 3,628,873 6,444 - 1,724 2,170,385 12,273,742 5,799,258 d) Due to related parties (i) The above balances are unsecured, interest free and repayable on demand. As at 31 December 2024 Board of directors’ fees 927,373 As at 31 December 2025 959,828 e) Transactions with key management personnel FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT 6. Related party transactions (continued) 22,395,843 2,955,392 2,516,144 657,093 2,055,303 1,369,177 1,756,799 - 1,504,046 1,173,497 1,462,616 1,055,437 933,409 - 582,869 - 434,493 251,641 429,942 318,392 367,860 27,282 162,054 161,316 140,350 138,651 - 245,312 - 149,516 - 34,741,728 8,502,807 101 #### NOTES TO THE COMPANY STATEMENT OF FINANCIAL STATEMENTS #### For the year ended 31 December 2025 (IN UNITED STATES DOLLAR) - ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 143 As at 31 December 2024 Income - Management service to subsidiaries Dar Global Properties L.L.C., UAE Dar DG Global Property Development L.L.C., UAE Dar Global Property Development SPC, Oman (Formerly Dar Al Arkan Property Development SPC) Dar Global UK Holdings LTD, UK Dar Global Spain S.L., Spain (Formerly Dar Al Arkan Spain S.L.) Dar Global Real Estate Development L.L.C. OPC, UAE Dar Behanavis I, S.L., Spain Dar Global Luxury Property Development L.L.C. SOC, UAE Dar Global UK No. 2 Ltd, UK Dar DG Global Properties L.L.C., UAE Dar Global For Real Estate Development W.L.L., Qatar (Formerly Dar Al Arkan For Real Estate Development W.L.L.) Dar Global Holdings Limited (ADGM), UAE As at 31 December 2025f) Other related party transactions 407,179 606,059 111,550 308,969 872,312 1,375,496 224,095 219,262 738 222,600 330,550 1,173,497 1,699 138,652 582,869 - - 61,790 933,409 - 342,761 27,282 674,732 251,640 18,999,361 2,736,152 1,756,799 - (409,721) (391,400) (233,642) (32,400) (18,006,893) (2,578,875) - 8,917,379 69,369,659 226,576,921 10,085,771 1,304,077 (19,408,994) (219,798,142) (34,497,857) - (152,359) - 6,689,845 (7,798,634) 1,859,051 657,093 Expense - Management service from a subsidiary Dar Global UK Holdings LTD, UK Income - Interest on loan to subsidiaries Dar Global Holdings Limited (ADGM), UAE Dar Global Holdings Real Estate, KSA Expense - Interest on loan from subsidiary Dar Global Holdings Limited (ADGM), UAE Expense – Interest on loan from Major shareholder Major shareholder Investment in subsidiary Capital contribution in subsidiary Loan (granted)/received Major shareholder Dar Global Holdings Limited (ADGM), UAE Dar Global Holdings Limited (ADGM), UAE Dar Global Holdings Real Estate, KSA Repayment of loan received Major shareholder Unamortised cost related to loan Major shareholder Other transactions Payment to suppliers on behalf of Dar Global USA L.L.C., USA FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT 7. Income taxes Tax expense represents the sum of current income tax and deferred tax. Current income tax is measured at the amount expected to be paid to the taxation authorities. The Company recognizes deferred tax assets only to the extent that it is probable that future taxable profit will be available against which the carried forward tax losses and the deductible temporary differences can be utilised. Deferred tax assets and liabilities are measured on an undiscounted basis at the tax rates that are expected to apply when the asset is realised or the liability is settled, based on tax rates and tax laws enacted or substantively enacted at the balance sheet date. The total tax expense for the year are as follows: As at 31 December 2024 Deferred tax liability Current tax expense Deferred tax expense/ (credit) Total expense for the year Tax losses carried forward Other temporary differences Total - (812,889) - - (812,889) - As at 31 December 2025 Deferred tax asset 188,369 (240,149) (240,149) - (51,780) (240,149) 8. Accruals and other payables As at 31 December 2024 Accruals Other payables 524,306 As at 31 December 2025 781,957 712,158 1,494,115 397,780 126,526 The Company recognises deferred tax assets and liabilities for future tax impacts. Deferred tax The Company intends to surrender losses to its group entities in exchange for a charge equivalent to the tax savings realized in the future. Furthermore, the Company anticipates generating sufficient taxable income in future periods to fully offset the carried-forward losses against future profits. 6. Related party transactions (continued) #### NOTES TO THE COMPANY STATEMENT OF FINANCIAL STATEMENTS #### For the year ended 31 December 2025 (IN UNITED STATES DOLLAR) ![]() DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 144 9. Share capital As at 31 December 2024 Called up and fully paid-up share capital Balance as 1,800,216180,021,612 As at 31 December 2025 1,800,216180,021,612 Number Amount 1,800,216180,021,612 1,800,216180,021,612 Number AmountOrdinary shares 10. Share premium As at 31 December 2024 Share premium 88,781,078 88,781,078 88,781,078 88,781,078 As at 31 December 2025 11. Events after the reporting date Subsequent to the year end, on 28 February 2026, there has been an increase in tensions in the GCC region as a result of the regional military escalations, which has triggered a heightened risk environment which may impact the geopolitical and macroeconomic environment. The Company does not consider this to be an adjusting event and as such any impacts are not reflected within this standalone financial statement. The Company is closely monitoring these events and its potential impacts on its business. The extent to which this impacts the Company’s business will depend on future developments, which are uncertain and cannot be predicted at this time. The Company assessed the changes in the current environment on its liquidity positions and is comfortable that it can keep a solid financial standing. Management will continue to monitor the developments and update its strategy and course of actions as necessary in the circumstances. FINANCIAL STATEMENTS GOVERNANCE REPORT STRATEGIC REPORT #### NOTES TO THE COMPANY STATEMENT OF FINANCIAL STATEMENTS #### For the year ended 31 December 2025 (IN UNITED STATES DOLLAR) ![]() STRATEGIC REPORT GOVERNANCE REPORT FINANCIAL STATEMENTS DAR GLOBAL PLC ANNUAL REPORT & ACCOUNTS 2025 145