Forensic Financial Findings

Part 0 — Property Ownership Chain — Pre-2006 to Present

Complete Chain of Title — The Lanzarote Property

The Critical Inflation: €175,000 → €231,164.73 (+32.1% over 4 years)

Between the Purvis purchase in March 2006 and the Aumento de Capital contribution to Los Romeros Ltd in June 2010, the declared property value increased by €56,164.73. This is forensically significant for five reasons:

1. The UK book value of £179,782 was derived directly from the €231,164.73 escritura figure — not from any independent RICS or Spanish appraisal
2. Lanzarote property prices fell 15–25% between 2006 and 2010 (global financial crisis) — an honest 2010 valuation would have been below the 2006 purchase price of €175,000, not 32% above it
3. The higher the book value, the higher the Wincham fee base — management charges appear to have been calculated as a percentage of asset value, giving Wincham a direct financial incentive to inflate the escritura
4. The inflated £179,782 was then frozen for nine years with zero depreciation, maximising Wincham's fee income throughout the entire Stockwell era
5. The Harrisons were subsequently shown a balance sheet inflated by the 2010 escritura — not a market valuation — when deciding whether to acquire the shares in 2019

CONFIRMED PRIMARY EVIDENCE: Investment Calculation (INT-8979) — 17 April 2026

Part 0b — Owen Richard Hollywood — Companies House Status

Part 0c — The Real Wincham Co-Founder — Richard Hampton

From the Companies House officer register for Wincham Investments Limited (02948944):

The company's previous names confirm the partnership structure: Tilford Limited → Mitek Vehicle Options Ltd → Roach Camm & Associates Limited (1998–2003) → Wincham Investments Limited (2003–present). Hampton resigned before the company was renamed Wincham. There is no Hollywood in this chain.

Part 0d — Malcolm Roach & Mark Roach — Direct Directorships of Los Romeros Limited

Complete Officer History of Los Romeros Limited (06993349)

Why This Is Forensically Devastating

Malcolm Roach personally created Los Romeros Limited. He was its sole director for the first 10 months. He designed the share structure, appointed the nominee secretary (his own entity), and arranged the inflated €231,164.73 property contribution. He then stepped back into the shadows when the Purvis clients were installed.

Mark Roach was personally director during the entire Stockwell-to-Harrison ownership transition (21 January 2019 to 8 January 2020 — nearly a full year). This means:

1. Mark Roach owed the Harrisons fiduciary duties as a director of their company
2. He was legally required to act in the company's best interests during the acquisition
3. He had a direct personal conflict of interest — he was simultaneously director of the acquiree (Los Romeros Ltd) and representative of the management firm charging fees to it
4. He did not disclose the accumulated £37,652 DLA liability in any capacity as director that we can identify

Part 0e — The "Scrubbed" Stockwell Period (2011–2019)

Document Availability — Portal Contains Records From 2010

What Has Been Recovered — Portal Extraction 17 April 2026

What Still Needs Recovery

Part 0f — Malcolm Roach and the 2006 Hollywood → Purvis Transaction

Working Hypothesis (Pending Evidence)

The most probable scenario, consistent with all available evidence, is:

• Hollywood was a Wincham vendor client — his property was sold through Wincham's Spanish property network to Wincham buyer clients (the Purvises) in 2006
• Wincham then managed the Purvises' ownership from 2006 until 2010, at which point Malcolm Roach personally incorporated Los Romeros Limited and orchestrated the inflated Aumento de Capital contribution
• The Purvises' shares were transferred to the Stockwells (also Wincham clients) in 2011, and the cycle continued under Wincham management
• The Harrisons were the final buyers — acquiring a company whose entire history had been structured, managed, and controlled by Wincham, without any independent disclosure of that fact

Part 0g — The Wincham Corporate Empire — The Roach Family (1994–Present)

The Roach Family Structure

Wincham Entity Chronology — Core Companies

Part 1 — Complete Balance Sheet Timeline (All 16 Years)

* 2010 total creditors = £8,362 creditors + £953 accruals and deferred income (OCR confirmed). Data sources: 2010–2014 via Tesseract 5.4.0 OCR on scanned PDFs; 2015–2016 via PDF text extraction; 2017–2025 via iXBRL machine-readable data at Companies House.

Part 2 — Annual Management Charge Accumulation

Each year the P&L Reserve worsens, representing management charges silently debited against the company. No abbreviated account in any year describes what these charges are, who received them, or what the contractual basis was.

Key Totals

• Total charges during Harrison ownership (Aug 2019 to Aug 2025): £25,689
• Total DLA balance in company at 31 Aug 2025: £25,069 (labelled "Directors' loan account" in Note 6)
• £37,652 DLA extracted by Stockwells on completion (2019): separate and additional to the above
• Post-acquisition management debt burden accumulated since 2019: £25,689

Part 3 — The Property Book Value — £179,782 Confirmed as First Entry (OCR)

The 2010 accounts (OCR) contain the following property note:

2 Tangible fixed assets
Cost
  At [blank]
  Additions: 179,782
  At 31 August 2010: 179,782

Depreciation
  Charge for year: 0
  At 31 August 2010: 0

Net Book Value: 179,782
Land and Buildings: 0.00% Reducing Balance

This is the first appearance of the property in any account. The property was then frozen at exactly £179,782 for nine consecutive years with zero depreciation until the Harrisons re-stated it in 2019.

Part 4 — Share Capital Structure

Called Up Share Capital
Allotted, called up and fully paid:
                                   2012      2011
                                   £         £
2 Ordinary shares of £1 each       2         2
171,732 Redeemable Preference
        shares of £1 each          171,732   171,732
                                   -------   -------
Total                              171,734   171,734

The 2014 accounts add: "The Redeemable Preference Shares are redeemable at the option of the company. They are redeemable at £1 per share and carry full voting rights."

Key forensic inferences:

1. 2 ordinary shares = control class; almost certainly held by a Wincham nominee
2. 171,732 redeemable preference shares = the client investment class, structured to facilitate share transfers and manage stamp duty exposure
3. The share capital figure (£171,734) never changed throughout the entire 16-year period
4. The Harrisons' consideration (£159,636) was recorded as a SEPARATE share capital line in their first accounts

Part 5 — The "Going Concern" Disclaimer — Applied Before It Was Warranted

Every set of accounts from 2010 onwards carries this note verbatim:

"The accounts have been prepared on a going concern basis. The company has net liabilities, however the directors, having made appropriate enquiries, and with the continued support of the shareholders the directors believe the company has the ability to meet its liabilities as they fall due."

This is factually incorrect in the early years:

• Aug 2010: Net assets +£170,467 — not net liabilities
• Aug 2011: Net assets +£167,262 — not net liabilities
• Aug 2012: Net assets +£164,406 — not net liabilities

The going concern note was applied as Wincham standard boilerplate before the company was ever technically in a net liability position. This pre-emptively normalised financial deterioration in the reader's mind — consistent with a fee structure designed to systematically erode equity over time.

Part 6 — Creditor Classification Switch (2011 to 2012)

Before (2010–2011): All creditors classified as due within one year

• Aug 2010: £9,315 current
• Aug 2011: £12,520 current

After (from 2012): Majority reclassified as due after more than one year

• Aug 2012: £3,875 current + £11,501 long-term = £15,376 total
• Aug 2013: £4,078 current + £14,896 long-term = £18,974 total
• Aug 2014: £3,680 current + £18,494 long-term = £22,174 total

Part 7 — Wincham Accountants Limited Named — Conflict of Interest Confirmed

From the 2013 accounts (OCR extraction), the accountants' report is signed:

Wincham Accountants Limited
24 March 2014

The firm's disclaimer states:

"We have not been instructed to carry out an audit or a review of the accounts of Los Romeros Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory accounts."

Wincham Accountants Limited simultaneously:

1. Created the company structure and initial share capital
2. Provided the registered address (Wincham House, Congleton)
3. Managed day-to-day administration and correspondence
4. Charged annual management fees — the accumulating DLA liability
5. Prepared the accounts that ostensibly disclosed those fees — at a level of detail insufficient to alert any shareholder reading them

This is a textbook self-interest and familiarity conflict under the ICAEW Code of Ethics. The disclaimer allowed Wincham to both generate and conceal their own charges within the same document.

Part 8 — Key Forensic Findings Summary

Part 9 — Evidence Gaps and Next Steps

RESOLVED — 2011 Stockwell Acquisition Consideration

Confirmed at £137,084 from portal Stock Transfer Forms INT-16483, INT-16481, INT-16482, INT-16480 (17 April 2026). No further action needed on this gap.

PARTIALLY RESOLVED — Annual Invoice Schedule

Confirmed from portal invoices: annual charges of approximately £820/year covering accounts preparation, registered office renewal, and Spanish fiscal representation. The specific invoice amounts for 2012, 2013, 2017, 2018 still need to be opened and recorded.

OUTSTANDING GAP 1: Letter of Engagement / Buyers' Agreement

No letter of engagement, terms of business, or fee agreement was found in the entire portal document history (83+ documents reviewed 17 April 2026). The Buyers' Agreement dated 30 October 2019 (referenced at SPA Clause 2.1) has not been produced in the portal. This is the primary document appointing Wincham as the Harrisons' agent — its absence is itself suspicious.

Action: DSAR to Wincham / Adrem demanding the Buyers' Agreement and all engagement letters.

OUTSTANDING GAP 2: 2017, 2018, 2019 Full Accounts

The 2016 full accounts revealed a DLA of £53,388 — higher than the abbreviated accounts suggested. The 2017–2019 full accounts may contain further discrepancies.

Action: Open and review in portal or obtain via DSAR.

OUTSTANDING GAP 3: Independent Property Valuation

The property sat at £179,782 for 9 consecutive years. No independent valuation or appraisal is confirmed in the portal.

Action: DSAR + Spanish gestor confirmation.

OUTSTANDING GAP 4: Completion Statement DLA Reconciliation — CONFIRMED MISSING (17 April 2026)

The Wincham completion statement (ref WI-25863, dated 20 March 2026) has been forensically reviewed. It contains six lines only:

OUTSTANDING GAP 5: Invoice Identity

Were annual management fee invoices addressed to Phil Harrison personally or to Los Romeros Limited?

• If addressed to Phil personally: Wincham had no contractual basis to collect from Phil
• If addressed to Los Romeros Limited: Phil was paying someone else's invoice and was owed that money back by the company
• If no invoices exist: Wincham collected cash with no written basis at all

Action: Phil to search email and correspondence for Wincham/Adrem invoices 2019–2025.

Part 10 — DSAR and Disclosure Strategy

Priority 1: Wincham DSAR under UK GDPR Article 15

Priority 2: Spanish Land Registry (Registro de la Propiedad de Arrecife)

The Registro holds all escrituras — including the 2006 Hollywood → Purvis transfer and the 2010 Aumento de Capital. A Spanish gestor can obtain certified copies. These would:

• Confirm the €175,000 consideration declared in 2006
• Confirm the €231,164.73 declared in 2010
• Identify any Wincham entity or representative as involved in either transaction

Priority 3: HMRC Stamp Duty Reserve Tax Records

If the 2011 Stockwell share acquisition exceeded £1,000, HMRC would have collected 0.5% SDRT. HMRC may hold the J30 form or a CREST record confirming the consideration paid.

Part 11 — Sale and Purchase Agreement — Full Forensic Analysis (17 April 2026)

Key Clauses

Execution Page — Mark Roach's Dual Signature

Mark Damion Roach signed the SPA:

1. As authorised director of Wincham International Group — the fee-receiving entity
2. As signatory alongside Philip Harrison and Beryl Harrison — in his capacity as Agent supposedly acting for the Harrisons

This dual appearance on the same execution page is the clearest possible proof of the conflict of interest. The same individual, representing the entity that created and benefited from the £37,652 DLA, signed as the Harrisons' appointed agent at the moment the DLA was being extracted.

Philip Harrison Witness Evidence — 17 April 2026

This evidence, when combined with the SPA itself, establishes all four elements of the fraudulent concealment claim:

1. The material fact was known to Wincham — they created it and booked it into the accounts themselves
2. The fact was concealed — buried in a legal document without verbal explanation
3. Wincham knew the Harrisons did not know — they were the sole source of information for the Harrisons
4. The Harrisons relied on the non-disclosure — they signed and completed the acquisition