# Wincham Client Portal — Forensic Investigation Report
— ACT 1 — BACKGROUND & PARTIES
1. PORTAL DASHBOARD — CASES FOUND
| Case Number | Name | Type |
|---|---|---|
| WI-13211 | Los Romeros Limited | Company Purchases Case |
| WI-25863 | (Philip Harrison) | Property Sales Case |
Portal Welcome Name: Philip and Beryl Terms & Conditions Accepted: 12/12/2019 (completion date) Direct Debit: Active on portal
2. CLOSING STATEMENT — LOS ROMEROS LIMITED: PROPERTY DISPOSAL 20 MARCH 2026
Prepared for: Philip Harrison & Beryl Harrison — Directors, Los Romeros Limited (UK Company No. 06993349)
Prepared by: Velyon Legal Command Centre — Forensic Audit Unit
Reference: Wincham Case WI-13211 (Purchase/Holding Case) / WI-25863 (Property Sales Case)
Source: Wincham Client Portal (tax.wincham.com) + Official Completion Statement + PDF Document Analysis + Companies House + FCA Register
Report version: v4.2 (14 April 2026)
⚑ PURPOSE OF THIS STATEMENT
This closing statement sets out, for the first time in formal written form, the complete financial position of Los Romeros Limited following the sale of the Lanzarote property on 20 March 2026. It identifies confirmed net proceeds, outstanding Spanish and UK tax obligations, material issues that were not disclosed to you at the time of purchase, and recommended immediate actions. You should not treat this as final tax or legal advice. Engage an independent Spanish gestor and a UK solicitor before the deadlines below.
2.1 — The Transaction: What Was Sold, to Whom, and at What Price
On 20 March 2026, Los Romeros Limited completed the sale of the Lanzarote property at 85 Shangrila Park, Playa Blanca, Lanzarote (Finca No. 14357). The Completion Statement was issued by Wincham House, Congleton (PDF metadata: created 11 April 2026).
The Completion Statement is headed "Los Romeros Limited — Property Sale" rather than a share sale — indicating the 2026 transaction was a direct property sale by the company, not a second share transfer. This has significant tax consequences (see sections 2.3 and 2.4 below).
| Detail | Confirmed Information |
|---|---|
| Property address | 85 Shangrila Park, Playa Blanca, Lanzarote, Spain |
| Land Registry reference | Finca No. 14357, Registro de la Propiedad de Yaiza |
| Holding structure | Property held inside Los Romeros Limited (UK Company No. 06993349) |
| Registered office (Wincham) | Wincham House, Greenfield Farm Trading Estate, Congleton, CW12 4TR |
| Directors at time of sale | Philip Harrison & Beryl Harrison |
| Sale date | 20 March 2026 |
| Notary — 2026 sale deed | Patricia del Rio Fernandez — Carrer la Santamaria 10, 03710 Calp (Calpe), Alicante |
| Confirmed sale price | €315,000.00 |
⚠ NOTE ON SALE PRICE
Earlier in the progression of this case, a marketing price of approximately €230,000 was referenced. The actual completed sale price was €315,000 — €85,000 (37%) above the early estimate. This is confirmed on the Official Completion Statement and is the definitive figure for all tax calculations. It also means Wincham's estate agent commission and the 3% CGT retention were both proportionally higher than originally projected.
2.2 — Official Wincham Completion Statement: Line-by-Line Breakdown
All figures below are taken directly from the Official Wincham Completion Statement — Los Romeros Limited, dated 20 March 2026 (Case WI-25863).
| Line Item (as on Official Completion Statement) | Amount | Currency | Notes |
|---|---|---|---|
| Sales Proceeds | +€315,000.00 | EUR | Confirmed final sale price |
| 3% CGT Retention — withheld by buyer for AEAT (Modelo 211) | −€9,450.00 | EUR | 3% x €315,000. Paid to AEAT by buyer's lawyers as advance against Spanish CGT. Recoverable if actual CGT liability is less than €9,450 (refund takes 6–18 months). Wincham's Letter of Engagement stated they would handle the refund claim — this must be confirmed. |
| Estate Agent fees — Lanzarote Investments Real Estate (Line 1) | −€192.60 | EUR | This is NOT an estate agent commission. Per Philip Harrison: this represents outstanding utility bills included in the Completion Statement under the estate agent line — a utility debt settlement, not a fee. |
| Estate Agent fees — Lanzarote Investments Real Estate (Line 2) | −€10,111.50 | EUR | Estate agent sales commission — approx. 3.21% of €315,000. Includes 7% Canary Islands IGIC tax (approx. 3% net commission + IGIC = €10,111.50). Note: the Wincham portal had referenced a potential 5% commission if Wincham introduced the buyer; the actual. A copy of the estate agent engagement letter must be obtained to verify this figure. |
| Plusvalia Municipal Tax | −€1,831.24 | EUR | Spanish municipal capital gains tax — assessed by Ayuntamiento de Yaiza (local authority for Playa Blanca/Yaiza). Seller's liability. Separate from Spanish national CGT (IRNR). |
| Balance of Sale Proceeds (per Official Completion Statement) | +€293,414.66 | EUR | Net euro balance shown on Wincham's Completion Statement. This is before conversion to GBP, before the Wincham sale legal fees (below), before Spanish notary fees, and before any future Spanish CGT balance payable. |
2.2A — What Is MISSING From the Completion Statement
The following costs have been confirmed as paid but do not appear on the Official Completion Statement. The statement accounts for only €21,585.34 of deductions from €315,000. A full reconciliation is required.
| Missing Item | Confirmed Amount | Why It Should Appear |
|---|---|---|
| Wincham Legal Fee — UK company documentation | £6,000 inc. VAT (£5,000 + 20% VAT) | Demanded by Mark Roach email 22 October 2025. Confirmed paid in full to Wincham International Ltd (Clearbank Tide Account 14689723, Sort Code 04-06-05). |
| Wincham Legal Fee — Spanish company documentation | £3,600 inc. VAT (£3,000 + 20% VAT) | Confirmed received per portal message 9 March 2026. Same UK bank account. |
| Wincham Apostille / Legalisation | £126 | Government apostille fee for UK documents. Confirmed on portal. |
| Notary fees — Patricia del Rio Fernandez, Calpe (two invoices) | €474.86 (A4/01025: €241.07 + A4/01026: €233.79) | Paid directly to the notary — separately from Wincham. Not reflected on Completion Statement. |
| Total Wincham sale fees (absent from CS) | £9,726 inc. VAT | Wincham's own documentation classifies these as "OFF-STATEMENT DISBURSEMENTS (UK JURISDICTION)" — acknowledging they are UK-jurisdiction charges. See section 2.5D — cross-border billing irregularity. |
2.3 — Your Spanish Tax Obligation: Modelo 210 (IRNR Capital Gains)
Los Romeros Limited, as a UK-registered company, is treated as a non-Spanish tax resident for AEAT (Agencia Tributaria) purposes. The company is required to file a Modelo 210 (Declaracion IRNR — ganancia patrimonial) following the property sale. The applicable rate is 19% — post-Brexit UK companies remain at the 19% CGT rate, not the 24% income rate.
🔴 CRITICAL DEADLINE: 20 JULY 2026
The Modelo 210 must be filed with the AEAT within 4 months of the sale date (20 March 2026). The deadline is 20 July 2026. Wincham International were your appointed fiscal representative at the time of sale. Their position on filing this return must be confirmed immediately. Do not assume they are handling it.
The 3% Retention
The buyer's lawyers withheld €9,450.00 (3% x €315,000) from the sale proceeds and paid it to the AEAT as an advance against your CGT liability via Modelo 211. A certified copy of the stamped Modelo 211 must be obtained — you cannot claim this credit when filing the Modelo 210 without it.
- If actual CGT liability is less than €9,450 → AEAT owes Los Romeros Limited a refund (takes 6–18 months)
- If actual CGT liability is more than €9,450 → the balance must be paid to AEAT with the Modelo 210
The Base Cost Problem — A Chain of Declared Values
Spanish CGT is calculated as: Net Transfer Value minus Acquisition Value. The key issue is determining the correct Acquisition Value (base cost). The property's ownership history shows a chain of declared values, each higher than the last:
| Date | Event | Value Declared | Issue |
|---|---|---|---|
| 8 March 2006 | Purvis family purchases property from Owen Richard Hollywood. Escritura Protocol 1612, Notary Carmen Martinez Socias, Arrecife | €175,000 | Confirmed actual purchase price — the real starting point |
| 21 June 2010 | Wincham Investment Calculation (INT-8979) — Wincham internal planning document | €200,000 "declared investment value" | △ €25,000 discrepancy vs. 2006 actual purchase price. Wincham's own document overstated the value before the notarial deed was executed. This is the earliest evidence of the valuation manipulation chain. |
| 24 June 2010 | Aumento de Capital (Deed of Investment, INT-9097) — property formally contributed into Los Romeros Limited. Notary: Jose Miguel de Lamo Iglesias, Benissa | €231,164.73 | △ 32% above the 2006 purchase price of €175,000 — uplift of €56,164 with no evidence of an independent formal valuation. Mark Roach of Wincham orchestrated this transaction. This is the figure most likely to be used as the Spanish CGT base cost for your 2026 disposal. |
| 12 December 2019 | Harrison share purchase from Stockwells (SPA INT-154371) | €185,000 share consideration | The company's internal asset value (€231,164.73) significantly exceeded what the Harrisons paid. The Stockwells sold below book value. The Harrisons also assumed a Director's Loan Account of £37,652. |
| 20 March 2026 | Los Romeros Limited sells property | €315,000 | Confirmed on Official Completion Statement — the definitive sale price |
⚠ WHY THE BASE COST MATTERS DIRECTLY TO YOUR TAX BILL
The 2010 Aumento de Capital value of €231,164.73 was inflated by €56,164 (32%) above the 2006 purchase price, with no evidenced independent formal valuation. If this figure is accepted by the AEAT as the Acquisition Value, your taxable gain on the €315,000 sale is smaller — which is in your favour. However, the AEAT may challenge it. The correct base cost figure must be confirmed by an independent Spanish tax adviser before the Modelo 210 is filed. The 2019 price you paid (€185,000) is not the relevant base cost for Spanish CGT — the company owned the property long before you bought the shares.
Late Filing Penalty Regime (Ley 58/2003 General Tributaria, Arts. 191–197)
| Scenario | Penalty / Surcharge | Applied to |
|---|---|---|
| Filed on time (by 20 July 2026) | None | n/a |
| Voluntary late filing — 1 to 12 months late | 1% per full month of delay | Balance of tax owed at filing date |
| Voluntary late filing — over 12 months late | 15% fixed surcharge + interest from month 13 | Balance of tax owed |
| After AEAT formal demand — minor infraction | 50% of unpaid tax | Full unpaid amount |
| After AEAT formal demand — serious infraction | 100% of unpaid tax | Full unpaid amount |
| Late payment interest (interes de demora) | ~4.06% per annum (2024–2026 rate) | Accrues from due date until paid |
ℹ ANNUAL IMPUTED INCOME — NOT APPLICABLE TO LOS ROMEROS LIMITED
Los Romeros Limited is a UK legal entity, not an individual. The annual imputed income tax (renta imputada — Modelo 210 annual return) does not apply to non-resident legal entities. It applies to non-resident natural persons only. If the property was not rented out during 2019–2026, there was no annual Spanish tax filing obligation for this company. This raises a significant question: what substantive annual Spanish tax work did Wincham actually perform for their £200–£300/year fiscal representation fee?
2.4 — Your UK Tax Obligation: Corporation Tax
Los Romeros Limited is a UK resident company taxable on its worldwide gains. The disposal of the Lanzarote property is a chargeable event for UK Corporation Tax purposes. Under Article 13 of the UK–Spain Double Taxation Agreement 1975 (as amended and remaining in force post-Brexit), Spain has primary taxing rights — but the UK taxes the same gain, giving a credit for Spanish CGT actually paid.
HMRC official exchange rate — March 2026: €1 = £0.8718. All EUR/GBP conversions use this confirmed rate.
| Item | Amount | Notes |
|---|---|---|
| Gross disposal proceeds | €315,000.00 = £274,617.00 | €315,000 x 0.8718 |
| Less: Estate agent commission (Lanzarote Investments) | €10,111.50 = £8,815 | Allowable disposal cost for UK CT purposes |
| Less: Plusvalia Municipal | €1,831.24 = £1,597 | Allowable disposal cost for UK CT purposes |
| Less: Notary fees (sale) | €474.86 = £414 | Allowable disposal cost for UK CT purposes |
| Less: Wincham sale fees (£6,000 + £3,600 + £126) | £9,726 | Allowable as UK CT disposal costs — these were paid in sterling to a UK entity and must be claimed here. They are NOT deductible in Spain: the AEAT will not accept UK-jurisdiction costs paid in sterling to a UK entity as Spanish disposal costs. |
| Less: Acquisition cost base | TBC from original Escritura | The 2010 Aumento de Capital value of €231,164.73 must be converted to GBP at the December 2010 HMRC FX rate to establish the UK base cost. This requires confirmation from original documents and a UK accountant. |
| UK Corporation Tax rate | 19% (profits under £50,000) or 25% (profits over £250,000) | Marginal relief applies £50k–£250k. The exact rate depends on whether Los Romeros Limited has other taxable income in the same period. |
| Less: Double Tax Relief — Spanish CGT paid | €9,450 = £8,239.14 | Credit under UK–Spain DTA Article 22. The €9,450 Modelo 211 retention is applied pound-for-pound against the UK CT liability. Credit cannot exceed the UK CT that would otherwise be payable on the same gain. |
ℹ UK CT FILING DEADLINE
The CT600 for the accounting period including 20 March 2026 must be filed with HMRC within 12 months of the accounting period end. Payment is due 9 months and 1 day after the period end. A UK accountant must be instructed once the Modelo 210 has been filed and the Spanish CGT figure confirmed. The £9,726 Wincham sale fees should be included as allowable costs of disposal in the CT computation.
2.5 — Complete Record of All Wincham Fees Paid
A. Purchase Phase — December 2019
| Item | Amount (excl. VAT) | Amount (inc. VAT) | Source / Status |
|---|---|---|---|
| Wincham Initial Service Fee | £5,300 | — | Per View Illustration (pre-purchase fee quotation). No standalone copy of this document has been located in the case files. Wincham must produce it — it constitutes a pre-contractual representation on fees. |
| Additional Purchase Fee (into UK Company) | £750 | — | Per View Illustration — additional fee for purchasing via UK company structure. Total quoted: £6,050 (£5,300 + £750). |
| Wincham Invoice 262 — UK and Spain consultancy, share purchase of Los Romeros Limited (INT-154784, issued 20/12/2019) | £1,600 | £1,600 | ✅ Confirmed received and paid in full. This was the ONLY invoice issued at purchase. At £1,600, it is £4,450 below the View Illustration quote of £6,050. The three-stage reduction chain (View Illustration £6,050 → Darren Williams quote May 2019 £3,600 → Invoice 262 £1,600) is entirely unexplained. No written variation agreement has been produced. |
B. Annual Running Costs — Confirmed (December 2019 to March 2026)
| Service | Confirmed Rate | Total Inc. VAT (Confirmed) | Notes |
|---|---|---|---|
| Fiscal Representation — Spain | £200–£300/yr | £1,700 | 7 payments confirmed. 2026 full-year fee (£300) invoiced 19/01/2026, confirmed received by Helen Barnett (Case Director, Wincham) 30/01/2026. Pro-rata refund of ~£225 may be due: property sold 20 March 2026 — only 2.5 months of the 12-month invoiced period were used (9.5/12 x £300). |
| Registered Office and Company Secretarial | £200–£235/yr net | £1,572 | All 6 years confirmed from portal (INT-141541 through INT-210097). Previous estimate of £300/yr was incorrect. |
| Annual Accounts Preparation | £425–£475/yr net | £3,240 (6 years confirmed) | All 6 years confirmed from portal (INT-153484 through INT-214805). Previous estimate of £600/yr was incorrect. 2024 invoice TBC — may add ~£540 inc. VAT. |
| Certificate of Good Standing (INT-167263, 27/02/2020) | One-off | £60 | Reclassified from accounts table — confirmed as Certificate of Good Standing fee, not an annual accounts invoice. |
| Grand Total — Confirmed Annual Wincham Fees | £6,572 | Subject to 2024 accounts invoice confirmation (~+£540). Does not include purchase or sale phase fees. |
C. Property Sale Phase — 2026 (Case WI-25863)
| Item | Net (excl. VAT) | VAT @ 20% | Gross (inc. VAT) | Notes |
|---|---|---|---|---|
| Wincham Legal Fee — UK company documentation | £5,000 | £1,000 | £6,000 | Preparing all English-language company documents for the sale. Mark Roach email 22 October 2025: "Please arrange the bank transfer of £6,000 … Wincham International Limited (Tide Account), Official Bank Name: Clearbank LTD, Account: 14689723, Sort Code: 04:06:05." |
| Wincham Legal Fee — Spanish company documentation | £3,000 | £600 | £3,600 | Preparing all Spanish-language documents for the Spanish notarial transaction. Portal message 09/03/2026 — confirmed received. |
| Apostille / Legalisation | — | — | £126 | Government apostille fee for legalising UK company documents for use in Spain. |
| Subtotal — Wincham Sale Fees | £8,000 | £1,600 | £9,726 | ✅ Confirmed paid in full to Wincham International Ltd. Wincham's own Completion Statement classifies these as "OFF-STATEMENT DISBURSEMENTS (UK JURISDICTION)." Not shown in the Completion Statement euro figures. See section 2.5D — cross-border billing irregularity. |
D. Cross-Border Billing Irregularity — Forensic Finding
🔴 FORENSIC FINDING — CROSS-BORDER BILLING IRREGULARITY
The Letter of Engagement for the property sale was signed between Los Romeros Limited and Wincham Spanish Services SL (Spanish-registered entity, CIF B-54842695, Edificio Apolo VII, Av. de los Ejercitos Espanoles 10, Calpe, Alicante 03710). The contract explicitly stated that the £5,000 fee "relates solely to work carried out in Spain and under its jurisdiction."
Despite this, Mark Roach directed Philip Harrison to pay the full £9,600 (+ £126 Apostille = £9,726) to Wincham International Limited (a separate UK-registered entity) via Clearbank Ltd Tide Account 14689723, Sort Code 04-06-05.
Mark Roach's own words (22 October 2025): "Please note — £6,000 Bank Transfer can only be made from another UK Sterling Account. Wincham International Limited (Tide Account), Official Bank Name: Clearbank LTD, Account: 14689723, Sort Code: 04:06:05."
The Spanish contract also required that any UK-based work would be "covered by a separate Agreement if applicable." No such separate UK agreement was ever produced. The £3,600 documentation fee was bundled with the £6,000 and directed to the same UK account with no UK contractual basis.
Legal exposure (from source documents):
- Unjust enrichment — Wincham International Limited (UK) received £9,726 it was not contractually entitled to under the Spanish engagement letter
- Breach of contract — No separate UK agreement was produced as the Spanish contract required
- Fraudulent misrepresentation — Client was directed to pay a Spanish contract fee to a UK entity with no disclosed legal basis for doing so
- The Letter of Engagement Section 6.3 waiver does not extinguish claims for "fraudulent misrepresentation and/or fraudulent concealment prior to the execution of this Letter" — this avenue remains fully open
Independent market comparison (source: Los Romeros Limited — Wincham Sales Agreement — Fee Overcharge Report, 10 April 2026):
The same services sourced independently would cost £2,678.63 – £4,553.63 (including Spanish Notary fees of €474.86). Wincham charged £10,003.63 — a markup of 110–258% above fair market rate.
E. Grand Total — All Wincham Fees
| Category | Confirmed GBP | Estimated Full GBP |
|---|---|---|
| Purchase management fee (Invoice 262) | £1,600 | £1,600 |
| Fiscal representation — Spain (7 years) | £1,700 | £1,700 |
| Registered office and company secretarial | £1,572 | £1,572 |
| Annual accounts preparation (6 years confirmed) | £3,240 | ~£3,780 (if 2024 invoice ~£540) |
| Certificate of Good Standing | £60 | £60 |
| Sale fees (legal + documentation + apostille) | £9,726 | £9,726 |
| Total — All Wincham Fees | £17,898 confirmed | ~£18,438 estimated |
2.6 — Preliminary Schedule of Claims
| Head of Loss | Confirmed / Estimated Amount | Basis | Strength |
|---|---|---|---|
| Cross-border billing irregularity — £9,726 paid to UK entity under Spanish contract | £9,726 (confirmed paid) | Unjust enrichment + breach of contract. Not deductible in Spain; must be claimed in UK CT computation. | 🔴 STRONG |
| Wincham overcharge vs. fair market maximum | £5,450 – £7,325 | 110–258% markup above independent market rate. Source: Fee Overcharge Report 10 April 2026. | 🔴 STRONG |
| Purchase fee discrepancy (View Illustration vs Invoice 262) | ~£4,450 | Invoice 262 confirmed paid at £1,600 vs £6,050 quoted. No written variation agreement produced. Three-stage reduction chain unexplained. | 🟡 MODERATE — needs View Illustration disclosure |
| Annual running fees — confirmed total (Harrison tenure) | £6,572 | Fiscal Rep £1,700 + Co. Sec £1,572 + Accounts £3,240 + Good Standing £60 — all portal-confirmed. | 🟡 MODERATE — service value disputed (no annual IRNR return was due for a UK company; what did Wincham do for this fee?) |
| Pro-rata Fiscal Rep refund (2026 unused period) | ~£225 | 9.5/12 x £300 — full year fee paid January 2026; property sold 20 March 2026. Unjust enrichment / contractual refund. | 🟢 LOW |
| Conflict of interest — Mark Roach signing SPA in three simultaneous capacities | Damages TBD | Mark Roach simultaneously: (1) drafted the SPA; (2) acted as director of Los Romeros Limited / the selling company; (3) acted as Wincham's agent. No independent legal advice recommended to the buyer. | 🔴 STRONG — legal complaint |
| FCA false registration claim (s.24 FSMA 2000) | Regulatory / potential criminal — not direct civil damages | Mark Roach publicly claimed FCA registration FRN 615817 (online forum, 25 April 2014). FCA register search 14 April 2026: FRN 615817 does not exist. All Wincham entities on FCA register are "no longer authorised." | 🔴 STRONG — report to FCA |
| Spanish CGT and UK CT arising from negligent structure / advice | TBD — awaiting Modelo 210 and CT600 | Schedule A of SPA drafted by Wincham explicitly states company bears CGT in UK and Spain. Wincham was simultaneously the agent, the director of the selling company, and the fee recipient. Also: Wincham continued operating the share structure scheme after the Spanish Tax Authority formally characterised it as potential tax evasion (Tax Binding Consultation 07383-13, publicly available from 2013). No disclosure was made to the Harrisons. | 🔴 STRONG — professional negligence |
| Confirmed Preliminary Total (excl. CGT/CT liability) | ~£26,423 – £28,298+ | Confirmed figures only. Excluding future Spanish CGT (Modelo 210) balance and UK Corporation Tax arising from the sale. |
2.7 — Immediate Actions Required
| Priority | Action | Deadline | Who / Where |
|---|---|---|---|
| 1 — TODAY | Order a Nota Simple online via registradores.org (~€9.02 + IVA). Confirms current ownership status on Finca 14357, any remaining charges or annotations, and whether the 2026 sale has been registered. This takes minutes online. | Today | Philip Harrison — registradores.org |
| 2 — THIS WEEK | Engage an independent Spanish tax adviser (gestor / asesor fiscal) in Lanzarote or Las Palmas — entirely independent of Wincham. Provide them with: (a) the 2010 Aumento de Capital (INT-9097); (b) the sale Escritura; (c) the stamped Modelo 211. Company NIF: N8261069B. Instruct them to prepare and file the Modelo 210 for Los Romeros Limited. | Modelo 210 deadline: 20 July 2026 | Independent Lanzarote gestor |
| 3 — BEFORE STEP 7 | Download and preserve ALL Wincham portal documents (tax.wincham.com, login: phil.harrison1904@gmail.com). Do this before sending the formal request letter — portal access may be restricted once Wincham receive the letter. | Before the formal letter is sent | Philip Harrison — from Wincham portal |
| 4 — THIS WEEK | Send the formal document request letter (already fully drafted) to Wincham by recorded delivery AND email to mark@wincham.com and info@wincham.com. The 14-day disclosure clock, GDPR SAR (1-month deadline), and Pre-Action Protocol preservation notice all start from date of receipt by Wincham. None of these deadlines have started running yet — no letters have been sent. | This week | Philip Harrison. Letter file: 06 - Legal Correspondence / Wincham_Formal_Document_Request_Letter.md |
| 5 — THIS WEEK | Send Spanish registry and notary letters (already drafted) to: (1) Registro de la Propiedad de Yaiza; (2) Notaria Carmen Martinez Socias, Arrecife — certified copy of 2006 Escritura Protocol 1612; (3) Notaria de Jose Miguel de Lamo Iglesias, Benissa — certified copy of 2010 Aumento de Capital. | This week | Letter file: 06 - Legal Correspondence / Spanish_Registry_Document_Requests.md |
| 6 — THIS WEEK | Instruct a UK solicitor specialising in professional negligence and commercial litigation. Brief them with this complete forensic report and the five secured evidence PDFs. Key limitation risk: some claims date to December 2019. The 6-year limitation period under s.5 Limitation Act 1980 applies. Do not delay. | This week | Philip Harrison — independent UK solicitor |
| 7 — WITHIN 7 DAYS | Philip Harrison to make a formal witness statement (CPR Part 32, Practice Direction 32) exhibiting all five portal PDFs as exhibits PH-1 through PH-5. This upgrades them from Tier 2 screenshots to admissible civil evidence. | Within 7 days | Philip Harrison + UK solicitor |
| 8 — THIS WEEK | Report Wincham's false FCA registration claim to the FCA Consumer Helpline / Unauthorised Business team (0800 111 6768 or fca.org.uk). FRN 615817 does not exist on the FCA register. All Wincham entities are "no longer authorised." This creates a formal regulatory record at no cost. | This week | Philip Harrison — fca.org.uk |
| 9 | Instruct a UK accountant to prepare the Corporation Tax computation and CT600 for the accounting period including 20 March 2026. Include the £9,726 Wincham sale fees as allowable costs of disposal. File within 12 months of accounting period end. | 12 months after accounting period end | Philip Harrison — independent UK accountant |
3. PROPERTY OWNERSHIP HISTORY
| Period | Owner | Acquisition | Value Declared | Notes |
|---|---|---|---|---|
| Pre-2006 | Owen Richard Hollywood | Inherited / previous purchase | Unknown | Original vendor |
| 8 March 2006 | Frederick & Margaret Purvis | Purchased from Hollywood | €175,000 | Escritura Protocol 1612, Notary Carmen Martínez Socias, Arrecife |
| 24 June 2010 | Los Romeros Limited (UK company) | Aumento de Capital — contributed by Purvis family | €231,164.73 | Deed INT-9097, Notary José Miguel de Lamo Iglesias, Benissa |
| 5 June 2011 | Bryan Frederick Stockwell & Mary Ann Stockwell | Share acquisition from Purvis family — consideration not disclosed | Unknown | Confirmed via Companies House (16 Apr 2026): Bryan Frederick Stockwell appointed Director on 5 June 2011, replacing the Purvis family. Registered address: Wincham House, Greenfield Farm Trading Estate, Congleton — the same address as Wincham International. Bryan and Mary Ann Stockwell formally registered as PSCs on 5 April 2016. Bryan ceased as PSC on 3 January 2019; Mary ceased on 22 December 2019 (completion day). Purchase price from the Purvis family has never been disclosed. |
| 21 January 2019 | Mary Ann Stockwell (sole remaining PSC); Mark Damion Roach (appointed Director) | Internal restructure — Bryan Stockwell ceases; Mark Roach appointed Director | N/A | ⚠ CRITICAL CONFLICT: On 21 January 2019, Bryan Stockwell resigned as Director and Mark Damion Roach (a Wincham director) was appointed Director of Los Romeros Limited. Roach held this post until 8 January 2020 — encompassing the entire SPA negotiation and completion period. He simultaneously acted as Wincham’s agent in the December 2019 SPA. This constitutes an undisclosed conflict of interest: Wincham’s own representative controlled the target company while acting as agent in its sale. Source: Companies House AP01 filed 21 January 2019. |
| 6–7 October 2019 | Kevin John Stockwell (Director); Mary Ann Stockwell (PSC) | Kevin Stockwell appointed Director — 64 days before SPA signed | N/A | Kevin Stockwell appointed Director (AP01 filed 7 October 2019), also registered at Wincham House. Resigned on completion, 22 December 2019 — a directorship of just 77 days. This brief appointment immediately preceding a share sale is a recognised structuring mechanism. Mark Roach simultaneously held a second directorship for the transition period (6 Oct 2019 – 8 Jan 2020). Source: Companies House TM01 + AP01, October 2019. |
| 12 December 2019 | Philip & Beryl Harrison (via Los Romeros Ltd) | Share purchase from Stockwells | €185,000 | SPA INT-154371 — share acquisition, not direct property transfer |
| 20 March 2026 | Unknown buyer | Direct property purchase from Los Romeros Ltd | €315,000 | Completion Statement WI-25863 |
Key Observation — The 2010 Uplift
When the Purvis family contributed the property to Los Romeros Limited in 2010, the notarially declared value was **€231,164.73** — some **€56,164 (32%) above** the 2006 purchase price of €175,000 with no evidence of a formal independent valuation having been conducted.- The inflated 2010 book value created an artificially high "cost base" inside the company
- Stockwell chain of title confirmed via Companies House (16 April 2026): Bryan Frederick Stockwell acquired Los Romeros Limited from the Purvis family circa 5 June 2011 (director appointment date). Both Stockwells were registered at Wincham House, Greenfield Farm Trading Estate, Congleton — the same address as Wincham International. They were Wincham-connected insiders, not independent arm’s-length sellers. Bryan ceased as PSC on 3 January 2019; Kevin Stockwell (also registered at Wincham House) was then briefly appointed Director for 77 days before completion. The consideration paid by the Stockwells to the Purvis family in 2011 has never been disclosed and is required to complete the chain of title.
- Mark Roach (Wincham Director) held the Directorship of Los Romeros Limited from 21 January 2019 to 8 January 2020 — the entire sale preparation and completion period — while simultaneously acting as Wincham’s own agent in the SPA transaction. This is an undisclosed conflict of interest of the highest forensic significance. Wincham’s representative was the legal director of the asset being sold to the Harrisons, who were Wincham’s clients. Source: Companies House AP01/TM01 filings, confirmed 16 April 2026.
- When the Stockwells sold the company to the Harrisons in 2019 at €185,000 — this was €46,164 below the 2010 notarially declared value
- The 2026 sale at €315,000 generates a Spanish CGT gain calculated from this inflated 2010 base cost
4. THE SELLERS — MARY AND KEVIN STOCKWELL
Philip and Beryl Harrison purchased Los Romeros Limited from Mary Stockwell and Kevin Stockwell in December 2019 for a total consideration of €185,000. Understanding who the Stockwells were, how they came to own the company, and what they declared in the Sale & Purchase Agreement is central to establishing the full picture of what the Harrisons were buying — and what they were told.
ℹ NOTE
⚠ UPDATED — 16 April 2026 (Companies House confirmed): The Stockwells were NOT independent private individuals. Bryan Frederick Stockwell (Director 2011–2019) and Kevin John Stockwell (Director Oct–Dec 2019) were both registered at Wincham House, Greenfield Farm Trading Estate, Congleton — Wincham’s own registered address. Mary Ann Stockwell’s address on Companies House was 85 Shangrila Park, Playa Blanca, Lanzarote — the property itself. The Stockwells were Wincham-connected insiders. Furthermore, Mark Damion Roach (Wincham director) served as Director of Los Romeros Limited from January to December 2019 whilst simultaneously acting as Wincham’s SPA agent — an undisclosed conflict of interest now confirmed by Companies House records.
Who Were the Stockwells?
| Person | Role | Key Dates | Notes |
|---|---|---|---|
| Mary Stockwell | Seller — shareholder of Los Romeros Limited | Seller at completion 23 Dec 2019 | Held shares in Los Romeros Limited prior to the 2019 sale. Details of acquisition from the Purvis family TBC. |
| Kevin Stockwell | Seller — shareholder AND Director of Los Romeros Limited | Appointed Director: 07/10/2019 Resigned: 10/12/2019 (not effective until completion) | Appointed Director only 2 months before the sale was signed. Resigned on the same day the SPA was executed. |
The €185,000 Sale Price — Context
The Stockwells agreed to sell 100% of Los Romeros Limited for €185,000. This is notable because:
- The property had been contributed into Los Romeros Limited in 2010 at a notarially declared value of €231,164.73 (per the Aumento de Capital deed — INT-9097).
- The 2019 sale price of €185,000 was therefore €46,164 (20%) below the 2010 declared book value.
- The Stockwells sold at a nominal loss on the company’s declared asset value — raising the question of whether the declared 2010 value was genuine, or inflated at the time of company formation.
- In 2026, the property sold for €315,000 — a gain of €130,000 above what the Harrisons paid in 2019.
What the Sellers Declared in the SPA (INT-154371)
The Sale & Purchase Agreement, signed on 10 December 2019, was executed by the Stockwells as sellers. Key points regarding the seller’s position:
- The SPA was signed in three simultaneous capacities by Mark Roach (as Wincham agent, as director of a Wincham entity, and on behalf of the selling arrangement) — creating a significant conflict of interest.
- The property description used in the SPA listed the property as having no pool and no garage (per the unsigned Property Description document, dated 13/11/2019).
- The Director’s Loan Account of £37,652 was inherited by the Harrisons as buyers — this should have been clearly disclosed and valued.
- What warranties did the sellers give? The SPA warranties are analysed in full in the SPA Full Analysis section. Key gaps include: no warranty as to accuracy of the 2010 Aumento de Capital valuation; no warranty as to the ITP treatment; and no warranty as to the completeness of the Wincham portal documents.
Kevin Stockwell — Director Appointment Red Flag
🔴 CAUTION
Kevin Stockwell was appointed as Director of Los Romeros Limited on 07 October 2019 — just 64 days before the Sale & Purchase Agreement was signed on 10 December 2019. He resigned on the same day the SPA was signed, effective at completion. This pattern — a brief directorship immediately preceding a share sale — is a recognised structuring mechanism. It raises the question: was Kevin Stockwell a genuine director, or was the appointment made to satisfy a procedural requirement of the Wincham transaction process? This requires further investigation via Companies House filing history.
What We Do Not Yet Know
- How and when did the Stockwells originally acquire Los Romeros Limited from the Purvis family (or did Wincham facilitate that transfer too)?
- Were the Stockwells existing Wincham clients prior to selling, and did they rely on the same portal documentation?
- Did the Stockwells have independent legal advice at the time of the 2019 sale?
- What did the Stockwells receive net of all Wincham fees on their side of the transaction?
⚠ WARNING
The Stockwells may themselves be witnesses or even co-complainants. If they were also misled by Wincham’s valuation of the company in 2019, they sold at a price influenced by the same inflated 2010 book value (€231,164.73) that now forms the base cost for the Harrisons’ Spanish CGT calculation. Contacting the Stockwells — with legal advice — should be considered as part of the evidence gathering strategy.
5. NAMED PARTIES AND THIRD PARTIES
Wincham-affiliated persons and entities are marked [WINCHAM] — indicating they directly work for, are employed by, or are legally associated with the Wincham group of companies.
| Party | Role | Wincham Affiliation |
|---|---|---|
| Philip Harrison | Buyer / Director / Shareholder — Los Romeros Limited | None — Client |
| Beryl Harrison | Joint buyer / Joint Director — Los Romeros Limited | None — Client |
| Mary Stockwell | Seller of shares (December 2019) | None |
| Kevin Stockwell | Seller of shares / Outgoing Director (resigned 10/12/2019) | None |
| Owen Richard Hollywood | Original property vendor (sold to Purvis family, 2006) — SEPARATE PERSON from Richard Alan Hollywood (Wincham co-founder). Name coincidence noted. | None — Independent vendor |
| Frederick Purvis | Original shareholder/director of Los Romeros Limited (2006–2010) | None |
| Margaret Ellen Purvis | Original shareholder/director of Los Romeros Limited (2006–2010) | None |
| Richard Alan Hollywood | WINCHAM CO-FOUNDER — Original Director of Wincham Investments Limited from 1994. Resigned February 2004. The Wincham group was originally a Hollywood/Roach partnership before the Roaches took sole control. Confirmed from Companies House. | Former Wincham Co-Founder — resigned 2004 |
| Malcolm David Roach | WINCHAM PATRIARCH & LONG-TERM SECRETARY — Company Secretary of Wincham Investments Limited from 1994 to September 2023 (29 years). Confirmed from Companies House. Malcolm was the administrative backbone of the Wincham operation — running the group's secretarial function for nearly three decades while directors rotated within the Roach family. Previously omitted from this report. | [WINCHAM] — resigned September 2023 |
| Frederick Roach | Director of Wincham entities 1994–2013 — likely Malcolm David Roach's father or close relative. Resigned. Preceded the current generation of Roach directors. | Former [WINCHAM] Director |
| Mark Roach (referred to as "Mark Roach" or "mark@wincham.com" throughout this report) | CURRENT ACTIVE MANAGING DIRECTOR of Wincham International Limited, Wincham Consultants Limited, and Wincham Investments Limited — appointed 2005/2013. Full legal name per Companies House: Mark Roach. This is the person signing portal communications and issuing fee demands in the case files. | [WINCHAM] — CURRENTLY ACTIVE |
| Margaret Evelyn Roach | CURRENT ACTIVE DIRECTOR — Director of Wincham entities alongside Mark Roach since 2005/2007. Confirmed from Companies House. | [WINCHAM] — CURRENTLY ACTIVE |
| Mark Roach | DIRECTOR OF LOS ROMEROS LIMITED SPECIFICALLY — Appointed to Los Romeros Limited's board 2011, resigned 2020. This is the individual who signed the 2019 Sale & Purchase Agreement in three simultaneous capacities (as selling agent, as director of the selling company, and on behalf of Wincham). Exact relationship to Mark Roach / Malcolm David Roach to be confirmed from Companies House (likely son/nephew of Malcolm). | [WINCHAM] — resigned from Los Romeros Limited 2020 |
| Helen Barnett | Case Director, Wincham — primary contact for Philip Harrison (WI-13211 and WI-25863). Sent fiscal rep invoices and confirmed receipt of payments. | [WINCHAM] — Case Director / Employee |
| Carmen Martínez Socias | Notaria de Arrecife, Lanzarote — executed the original 2006 Escritura de Compraventa (Protocol No. 1612) for the Purvis family's purchase of the property | Independent Spanish Notary |
| José Miguel de Lamo Iglesias | Notario de Benissa, Alicante Province — executed the 2010 Aumento de Capital (Deed of Investment, INT-9097) transferring the property into Los Romeros Limited | Independent Spanish Notary — ⚠️ Alicante Province connection (same region as Wincham Spanish operations) |
| Patricia del Rio Fernandez | Notaria de Calpe (Calp), Alicante Province — executed the 2026 property sale deed | Independent Spanish Notary — ⚠️ Conflict of interest to be investigated: Calpe is in Alicante Province, the same region as Wincham's Spanish base. A Lanzarote (Canary Islands) property sale before an Alicante mainland notary — when Lanzarote has its own notaries — is irregular. Any professional referral relationship between this notary and Wincham Spanish Services SL must be investigated and disclosed |
| Wincham International Limited | [WINCHAM] — UK-registered entity (Reg No. 05579766). Received all GBP fee payments from Phil Harrison including the £9,726 2026 sale fees. Clearbank Tide Account 14689723, Sort Code 04-06-05 | [WINCHAM] — UK entity — received £9,600 |
| Wincham Consultants Limited | [WINCHAM] — UK entity (Reg No. 05143003). Acts as Spanish fiscal representative and accountants for UK companies holding Spanish property | [WINCHAM] — UK-registered accountancy entity |
| Wincham Investments Limited | [WINCHAM] — Group company (Reg No. 02948944) | [WINCHAM] — Group entity |
| Wincham Accountants Limited | [WINCHAM] — Group company (Reg No. 05607266) | [WINCHAM] — Group entity |
| Wincham Spanish Services SL | [WINCHAM] — Spanish-registered entity (CIF B-54842695). The contractual party on the 2026 Letter of Engagement — yet fees were directed away from this entity to Wincham International Limited (UK) | [WINCHAM] — Spanish entity — contracting party on Spanish LoE |
| Adrem Accounting Limited | [WINCHAM-CONNECTED] — UK entity (Co. No. 05984803), formerly Wincham Accountancy Limited. Registered at 1-2 Albert Chambers, Canal Street, Congleton, CW12 4AA — the address to which Los Romeros Limited's registered office was transferred on 25 September 2025. Replaced Wincham Accountancy Ltd as Company Secretary of Los Romeros Limited on 10 February 2026 (same day Beryl Harrison resigned as Director). Formerly wholly-owned by Wincham Investments Limited (PSC ceased 18 Feb 2021). Director: Leonard Edward Jones. ⚠️ CRITICAL: Los Romeros Limited's registered address is physically inside Adrem Accounting's office — a Wincham-rebranded subsidiary. | [WINCHAM-CONNECTED] — Current Company Secretary of Los Romeros Ltd — Wincham successor entity |
| Sabadell Bank | Spanish bank holding Los Romeros Limited's Spanish bank account | Third party — bank |
| HMRC | UK Corporation Tax authority | Regulatory body |
| Hacienda (AEAT) | Spanish tax authority — receives fiscal rep returns and 3% CGT retention | Regulatory body |
| AmListados | Spanish water utility (Lanzarote) | Third party |
| Lanzarote Investments Real Estate | Estate agent involved in the 2026 sale — appeared on Completion Statement for two line items (€10,111.50 commission + €192.60 utility bills) | Third party — estate agent |
6. WINCHAM CONTACT DETAILS (from portal footer)
| Office | Address | Contact |
|---|---|---|
| UK | Wincham House, Greenfield Farm Trading Estate, Congleton, Cheshire, CW12 4TR | +44 (0)1260 292 631 / 299 700 |
| Spain | Calpe, 03710, Alicante, Spain | 0034 965 830 991 |
| Marbella | Avda Ricardo Soriano 72, Portal B, Planta 1a, Marbella, 29601 | 0034 965 830 991 |
| info@wincham.com | iht.admin@wincham.com |
— ACT 2 — THE TRANSACTION
— ACT 2 — THE TRANSACTION
7. THE PROPERTY AND COMPANY
| Detail | Information |
|---|---|
| Property Address | 85 Shangrila Park, Playa Blanca, Lanzarote, Spain |
| Land Registry Reference | Finca No. 14357 |
| Holding Structure | Property held inside Los Romeros Limited (UK company) |
| UK Company Number | 06993349 |
| Company Type | UK Private Limited Company (used as Spanish property vehicle) |
| Registered Office (at sale, 20 March 2026) | 1-2 Albert Chambers, Canal Street, Congleton, CW12 4AA — changed from Wincham House (CW12 4TR) on 25 September 2025 (AD01 filed at Companies House). This is the address of Adrem Accounting Limited — a Wincham-connected entity. See Red Flag 15. |
8. THE SHARE PURCHASE — HOW IT WORKED
Philip & Beryl Harrison purchased 100% of the shares in Los Romeros Limited from Mary & Kevin Stockwell in December 2019. The company held the Lanzarote property, so buying the company was equivalent to buying the property — but avoiding Spanish transfer tax on the property itself.
Share Structure Purchased:
- 2 x Ordinary Shares (£1.00 nominal each) — transferred to Harrison
- 171,732 x Redeemable Preference Shares (£1.00 nominal each) — redeemed
Sellers: Mary Stockwell and Kevin Stockwell
Key People Post-Completion:
- Philip Harrison — appointed Director
- Beryl Harrison — appointed Director
- Kevin Stockwell — resigned as Director (not effective until completion)
9. SALE & PURCHASE AGREEMENT — FULL ANALYSIS (INT-154371)
Document: Sale and Purchase Agreement — Los Romeros Limited Dated: 9 December 2019 Completion: On or before 23 December 2019 Governing Law: England and Wales
15.1 Parties
| Party | Role | Identity |
|---|---|---|
| (1) The Seller | Shares seller | Mary Ann Stockwell, 85 Shangrila Park, Playa Blanca, Lanzarote |
| (2) The Buyer | Purchaser | Philip Anthony Harrison & Beryl Harrison, 3 Broom Grove, South Anston, Sheffield S25 5GP |
| (3) The Company | Subject company | Los Romeros Limited, Co. No. 06993349, c/o Wincham House |
| (4) The Agent | Transaction agent | Wincham International Group Companies — both drafting the SPA AND acting as agent |
15.2 Transaction Structure
- Consideration: €185,000 ("Interest Value")
- Deposit: €5,000 non-refundable — paid to Wincham International Limited Natwest Euro Client Account (IBAN: GB14 NWBK 6072 1031 509622)
- Balance: €180,000 — same account, same IBAN
- DLA: Seller draws down £37,652 Directors' Loan Account in full
- Shares transferred: 2 Ordinary Shares (1 each to Philip and Beryl Harrison)
- Shares redeemed: 171,732 Redeemable Preference Shares at €185,000 total
- New shares issued: 159,634 new Redeemable Preference Shares (79,817 each to Philip and Beryl)
- Exchange rate used: HMRC November 2019 rate of 1.1589 EUR/GBP
15.3 Schedule A — Company Costs (borne by Los Romeros Limited)
The following costs are stated as the **Company's** liability:- Legal fees of Wincham International Limited and its subsidiaries (inc. VAT/IVA)
- Courier fees
- Plusvalía Tax
- CGT Payable in the UK and Spain
- Certificate of Good Standing costs
- 1–1.5% Transfer Tax if requested
- "Additional disbursements may be payable by the Company which will be notified when the Agents receive confirmation"
15.4 Schedule B — Buyer Costs (borne by Harrison)
- Legal fees of Wincham International Limited and its subsidiaries (inc. VAT/IVA)
- Any outstanding utility bills
15.5 Wincham Group Companies Named
| Company | UK Reg No. |
|---|---|
| Wincham International Limited | 05579766 |
| Wincham Investments Limited | 02948944 |
| Wincham Consultants Limited | 05143003 |
| Wincham Accountants Limited | 05607266 |
| Wincham Executor & Trustee Company Limited | 07065202 |
| Wincham Spanish Services SL (Spanish entity) | CIF B-54842695 |
15.6 Key Legal Clauses
| Clause | Content | Legal Significance |
|---|---|---|
| 2.2 | Agent not liable for tax implications/investigations regarding property value | Wincham excluded liability for tax advice |
| 2.3 | Survey recommended but declined by buyer | Structural defect liability waiver |
| 2.8 | Company bears costs in Sch A; Buyer bears costs in Sch B | Wincham sets its own fee allocation |
| 3.1.4 | No warranties or representations beyond the written agreement | Entire agreement clause — excludes verbal representations |
| 3.1.6 | Fraudulent misrepresentation/concealment is NOT excluded | Fraud carve-out preserved — key for legal claims |
| 3.2 | Governed by English & Welsh law | English courts have jurisdiction |
| 3.4 | Agent not liable for disputes between parties | Wincham excluded from buyer-seller disputes |
15.7 Conflicts of Interest — Execution
**Mark Roach** signed the agreement in THREE capacities:- On behalf of Wincham International Group Companies (as their authorised director)
- On behalf of Los Romeros Limited (as its director, on behalf of the Seller)
- The agreement appointed Wincham as Agent — drafted by Wincham, for Wincham's benefit
🔴 CAUTION
This is a structural conflict of interest. Wincham simultaneously: drafted the agreement, represented the selling company as its director, acted as the transaction agent, and allocated costs to the company in a schedule that included their own fees — with no independent legal advice recommended or obtained for the buyer.
10. PURCHASE PRICE AND PAYMENT STRUCTURE
| Component | Amount | Currency | Notes |
|---|---|---|---|
| Total Consideration (Purchase Price) | 185,000.00 | € EUR | 100% share purchase |
| Non-refundable Reservation Deposit | 5,000.00 | € EUR | Paid 10/12/2019 |
| Balance on Completion | 180,000.00 | € EUR | Paid 23/12/2019 |
| Director's Loan Account inherited | 37,652.00 | £ GBP | Buyers assumed the DLA |
Confirmed Payment Receipts (Wincham held funds and disbursed):
| Receipt | Amount | Currency |
|---|---|---|
| Purchase funds | 136,000.00 | € EUR |
| Additional Euro funds | 4,991.51 | € EUR |
| Bulk Sterling payment | 20,000.00 | £ GBP |
| Purchase funds & balance of fees | 19,368.24 | £ GBP |
| TOTAL Euro receipts held by Wincham | €140,991.51 | € EUR |
| TOTAL Sterling receipts held by Wincham | £39,368.24 | £ GBP |
📌 NOTE
The property was originally contributed into the company in 2010 at a notarially assessed value of €231,164.73 (per the Aumento de Capital deed). The 2019 sale at €185,000 was therefore below the original Spanish notarial valuation — a difference of €46,164.
11. KEY DATES TIMELINE
| Date | Event |
|---|---|
| 8 March 2006 | Original Escritura de Compraventa — Property purchased by Frederick & Margaret Purvis for €175,000 from Owen Richard Hollywood. Notary: Carmen Martínez Socias, Arrecife. Protocol No. 1612 |
| 2006 | Finca 14357 registered at Registro de la Propiedad de Yaiza |
| 13/04/2010 | Original Escritura (Title Deed) captured in Wincham portal — INT-7446 / INT-7447 |
| 13/04/2010 | Invoice/Factura Euro (INT-7454) — Ref 1809 |
| 21/06/2010 | Investment Calculation prepared (INT-8979) |
| 24/06/2010 | Deed of Investment / Aumento de Capital executed — property contributed into Los Romeros Limited at €231,164.73 (INT-9097). Notary: José Miguel de Lamo Iglesias, Benissa |
| 27/07/2010 | Director appointments and allotments of shares |
| 05/08/2010 | Stock Transfer Forms stamped — Frederick & Margaret |
| 07/10/2019 | Kevin Stockwell appointed as Director |
| 13/11/2019 | Property Description document prepared (UNSIGNED — NO POOL, NO GARAGE) |
| 10/12/2019 | Non-refundable deposit of €5,000 paid |
| 10/12/2019 | Sale & Purchase Agreement signed (INT-154371) |
| 10/12/2019 | Consent to Act — Phil and Beryl Harrison (INT-154369) |
| 10/12/2019 | Resignation — Kevin Stockwell (INT-154340) |
| 10/12/2019 | EGM Minutes (INT-154339) |
| 12/12/2019 | Legal Completion — T&Cs accepted, portal activated |
| 20/12/2019 | Wincham International Invoice 262 issued (INT-154784) |
| 23/12/2019 | Balance of €180,000 paid on completion |
| 19/01/2026 | Fiscal Rep Spain invoice issued for 2026 — £300 inc VAT (covers 1 Jan 2026 – 31 Dec 2026) |
| 30/01/2026 | Confirmation: £300 for Fiscal Rep in Spain received |
| 20/03/2026 | Property sale completed — €315,000 (Case WI-25863) — ⚠️ Pro-rata refund may be due on Fiscal Rep fee — see Section 6B note below |
| 11/04/2026 | Completion Statement created (per PDF metadata) |
| 13/04/2026 | Forensic portal screenshots captured — all five 2010 documents photographed page-by-page |
| 13/04/2026 | Five PDFs compiled from portal screenshots and saved to evidence bundle |
| 13/04/2026 | Formal document request letter drafted — sent to Wincham (14-day deadline) |
| 13/04/2026 | Spanish registry request letters drafted — Registro de la Propiedad de Yaiza, Notaría Arrecife, Notaría Benissa |
12. COMPLETION STATEMENT — FULL ANALYSIS
Document: Completion Statement — Los Romeros Limited — Property Sale WI-25863 Dated: 20 March 2026 (filename: 3.20.26) Created: 11 April 2026 11:43:19 (per PDF metadata) Issued by: Wincham House, Greenfield Farm Trading Estate, Congleton, Cheshire CW12 4TR
16.1 Complete Line-by-Line Breakdown
| Line Item | Amount (€) | Notes |
|---|---|---|
| Sales Proceeds | +315,000.00 | CONFIRMED FINAL SALE PRICE |
| 3% Retention | -9,450.00 | Spanish Non-Resident Tax retention (withheld for AEAT) |
| Estate Agent fees — Lanzarote Investments Real Estate | -192.60 | Fee 1 — purpose unclear |
| Estate Agent fees — Lanzarote Investments Real Estate | -10,111.50 | Fee 2 — approx. 3.21% of sale price |
| Plusvalía tax | -1,831.24 | Municipal capital gains tax (Lanzarote Ayuntamiento) |
| Balance of Sale Proceeds | +293,414.66 | Net paid to Los Romeros Limited (or Harrisons) |
16.2 What is MISSING from the Completion Statement
| Item | Expected Amount | Why It Should Be Here |
|---|---|---|
| Wincham Legal Fees (UK documents) | £6,000 inc. VAT | Quoted and confirmed in portal messages |
| Wincham Legal Fees (Spanish documents) | £3,600 inc. VAT | Quoted and confirmed in portal messages |
| Wincham Apostille/Legalisation | £126 | Confirmed in portal |
| Spanish Notary fees | €474.86 | Confirmed from Completion Statement analysis |
| IRPF/CGT retention (if direct property sale) | Variable | If company is selling the property not shares |
| UK legal/accounting fees | Unknown | For CT600 and Corporation Tax filing on gain |
⚠️ WARNING
Wincham's own fees (quoted at £9,726 inc. VAT) are completely absent from this completion statement. The statement accounts for only €21,585.34 of deductions from €315,000. The Harrisons need to see the full reconciliation of where the remaining proceeds went.
16.3 Property Sale vs Share Sale Question
The completion statement is headed *"Los Romeros Limited — Property Sale"* not *"share sale."* This may indicate the 2026 transaction was a **direct property sale by the company** — which has entirely different tax consequences. The 3% retention of €9,450 on €315,000 is consistent with a **direct property transfer** by a non-resident company.— ACT 3 — FINANCIALS
— ACT 3 — FINANCIALS
13. ALL WINCHAM FEES — COMPLETE ITEMISED LIST
6A. Purchase Phase Fees — December 2019
| Item | Amount (excl. VAT) | Amount (inc. VAT) | Notes |
|---|---|---|---|
| Wincham Initial Service Fee | £5,300 | — | For property value up to €200k (from View Illustration — see note ⚠️) |
| Additional Purchase Fee (into UK Co.) | £750 | — | Additional fee for purchasing via UK company structure |
| Wincham Invoice 262 (UK & Spain consultancy, share purchase) | £1,600 | £1,600 | Issued 20/12/2019 (INT-154784) — ✅ Invoice received and paid in full |
🔴 CAUTION
View Illustration: The £5,300 + £750 figures are taken from Wincham's pre-purchase 'View Illustration' document — a fee quotation prepared for Philip Harrison before he committed to buying. No standalone copy of this document has been located in the current case files. It is referenced in the portal but may not have been preserved as a separate file. Wincham must be required to produce the original View Illustration as part of the formal document request — it constitutes the pre-contractual representation on fees.
Invoice 262 (INT-154784) — CONFIRMED PAID IN FULL: This is Wincham International's invoice dated 20 December 2019 (issued 8 days after completion). The full description per the portal is: UK & Spain consultancy, share purchase of Los Romeros Limited — covering Wincham's professional fees for: (a) UK company secretarial work for the share transfer; (b) Spanish consultancy services connected with the transaction; and (c) liaising with the Spanish notary and registrar. The invoice has been confirmed as received and paid in full at £1,600. At £1,600, this invoice is nonetheless £4,450 less than the £6,050 quoted in the View Illustration (£5,300 + £750). The invoice being paid does not reconcile the gap — the question remains why the fee was reduced from the quoted £6,050 to £1,600 with no written variation agreement. Wincham must produce the View Illustration and any written justification for the reduction.
Action: Wincham must produce the original View Illustration and any written communication authorising the reduction from £6,050 to £1,600 — see Section 20 (Formal Evidence Gathering Actions).
6B. Annual Running Costs — Year-by-Year Itemisation
Los Romeros Limited was owned by Philip and Beryl Harrison from December 2019 until March 2026 — a period of approximately 6 years and 3 months.
Fiscal Representation in Spain — CONFIRMED INVOICE HISTORY
| Year | Invoice Ref | Period | Amount | Status |
|---|---|---|---|---|
| 2019/2020 | INT-153836 / reinvoiced INT-166932 | Fiscal Rep Spain 2020 (issued 02/12/2019, revised Feb 2020) | £300 | Active — ⚠️ Credit note INT-166931 also issued (see note) |
| 2020/2021 | INT-176533 | Fiscal Rep Spain 2021 (issued 27/11/2020) | £200 | Active |
| 2021/2022 | INT-189295 | Fiscal Rep Spain 2022 (issued 20/12/2021) | £200 | Active |
| 2022/2023 | INT-200758 | Fiscal Rep Spain 2023 (issued 09/02/2023) | £200 | Active |
| 2023/2024 | INT-209586 | Fiscal Rep Spain 2024 (issued 14/02/2024) | £200 | Active |
| 2024/2025 | INT-215864 | Fiscal Rep Spain 2025 (issued 04/04/2025) | £300 | Active — Fee increased from £200 to £300 (Wincham cited rising supplier costs) |
| 2025/2026 | INT-237191 | Fiscal Rep Spain 2026 (invoiced 19/01/2026, paid 30/01/2026) | £300 | PAID — Helen Barnett confirmed receipt |
| TOTAL CONFIRMED | £1,700 | (2020: £300 + 2021-24: £200×4 = £800 + 2025: £300 + 2026: £300) |
⚠️ WARNING
Pro-rata refund may be due on the 2026 Fiscal Rep fee. Wincham invoiced £300 for the full calendar year 1 January – 31 December 2026. The property was sold and the company vacated its Spanish obligations on 20 March 2026 — meaning only approximately 2.5 months of a 12-month period were used. The unused balance of approximately £225 (9.5/12 × £300) may be recoverable as unjust enrichment or a refund claim. Wincham must be asked to credit this amount.
⚠️ Credit Note anomaly (2020): INT-166932 (Fiscal Rep Spain 2020) was issued in February 2020 when a credit note (INT-166931) was also issued — yet INT-153836 had already been invoiced for the same 2020 period in December 2019. This suggests either a double-billing and correction, or an amendment to the 2020 invoice. The credit note and re-invoice must be reconciled.
Registered Office & Company Secretarial — CONFIRMED INVOICE HISTORY (All Years)
ℹ️ IMPORTANT
Previous estimate of £300/yr was INCORRECT. All six years have now been verified directly from the Wincham portal. Actual amounts ranged from £200–£235/yr (net), not £300/yr. Total confirmed at £1,572 inc. VAT for the Harrison period.
| Year | Invoice Ref | Invoice No. | Date | Net | VAT | Total Inc. VAT | Status |
|---|---|---|---|---|---|---|---|
| 2019/2020 | INT-141541 | Invoice 11994 | 01/03/2019 | £200.00 | £40.00 | £240.00 | Confirmed |
| 2020/2021 | INT-167506 | Invoice 13237 | 02/03/2020 | £200.00 | £40.00 | £240.00 | Confirmed |
| 2021/2022 | INT-179615 | Invoice 483 | 01/03/2021 | £215.00 | £43.00 | £258.00 | Confirmed |
| 2022/2023 | INT-191453 | Invoice 1603 | 01/03/2022 | £225.00 | £45.00 | £270.00 | Confirmed |
| 2023/2024 | INT-201402 | Invoice 2737 | 01/03/2023 | £235.00 | £47.00 | £282.00 | Confirmed |
| 2024/2025 | INT-210097 | Invoice 3876 | 01/03/2024 | £235.00 | £47.00 | £282.00 | Confirmed |
| CONFIRMED TOTAL | £1,310.00 | £262.00 | £1,572.00 | 6 years confirmed |
Annual Accounts Preparation — CONFIRMED INVOICE HISTORY (All Years)
ℹ️ IMPORTANT
Previous £600/yr estimate was INCORRECT. All confirmed amounts are significantly lower (~£450–£475/yr inc. VAT). INT-167263 has been reclassified — it is NOT an accounts invoice. See note below.
| Year End | Invoice Ref | Invoice No. | Date | Net | VAT | Total Inc. VAT | Status |
|---|---|---|---|---|---|---|---|
| 31/08/2018 | INT-143358 | Invoice 12151 | 12/04/2019 | £450.00 | £90.00 | £540.00 | Confirmed — pre-Harrison (Purvis/Stockwell era) |
| 31/08/2019 | INT-153484 | Invoice 12939 | 29/11/2019 | £450.00 | £90.00 | £540.00 | Confirmed — transition period (Harrison purchase Dec 2019) |
| 31/08/2020 | INT-181479 | Invoice 661 | 30/04/2021 | £425.00 | £85.00 | £510.00 | Confirmed — slight reduction (possible goodwill adjustment) |
| 31/08/2021 | INT-192906 | Invoice 1753 | 29/04/2022 | £450.00 | £90.00 | £540.00 | Confirmed |
| 31/08/2022 | INT-202690 | Invoice 2871 | 20/04/2023 | £475.00 | £95.00 | £570.00 | Confirmed |
| 31/08/2023 | INT-207628 | Invoice 3533 | 17/11/2023 | £450.00 | £90.00 | £540.00 | Confirmed |
| 31/08/2024 | INT-214805 | (part of accounts package) | 19/12/2024 | TBC | TBC | TBC | Invoice amount to confirm |
| CONFIRMED TOTAL (6 years) | £2,700.00 | £540.00 | £3,240.00 | Subject to 2024 invoice confirmation |
🔴 CAUTION
INT-167263 RECLASSIFICATION: INT-167263 (Wincham Accountants Invoice 13186, 27/02/2020) was previously listed in this table as a 31/08/2021 accounts invoice. This is incorrect. Portal verification confirms this is a Certificate of Good Standing invoice — £50.00 + VAT = £60.00, dated 27/02/2020. It is not an annual accounts preparation fee. It has been moved to Section 7A (Third-Party Costs) accordingly.
Combined Annual Costs Summary — CONFIRMED (Harrison Ownership Period: Dec 2019 – Mar 2026)
| Service | Confirmed Annual Range | Years | Total Inc. VAT — CONFIRMED |
|---|---|---|---|
| Fiscal Rep Spain | £200–£300/yr | 7 payments | £1,700 |
| Registered Office & Company Sec | £200–£235/yr (net) | 6 years | £1,572 |
| Annual Accounts Preparation | £425–£475/yr (net) | 6 years confirmed | £3,240 |
| Certificate of Good Standing (INT-167263) | One-off | — | £60 |
| GRAND TOTAL — Annual Running Costs | £6,572 inc. VAT |
📌 NOTE
Previous estimates of ~£7,400 were based on unverified £300/yr Co. Sec and £600/yr accounts rates. The confirmed total is £6,572 inc. VAT (£5,472 net). The 2024 accounts invoice is still to be confirmed — total may increase by ~£540 inc. VAT once verified.
6C. Property Sale Fees — 2026 (Case WI-25863)
| Item | Net (excl. VAT) | VAT @ 20% | Gross (inc. VAT) | Notes |
|---|---|---|---|---|
| Wincham Legal Fee — UK company documentation | £5,000 | £1,000 | £6,000 | Preparing all English-language company documents for the sale transaction |
| Wincham Legal Fee — Spanish company documentation | £3,000 | £600 | £3,600 | Preparing all Spanish-language documents required for the Spanish notarial transaction |
| Legalisation Fee (Apostille) | — | — | £126 | Government apostille fee for legalising UK company documents for use in Spain |
| SUBTOTAL — Wincham Legal Fees | £8,000 | £1,600 | £9,726 |
⚠️ WARNING
To be clear: the £5,000 + 20% VAT = £6,000 and £3,000 + 20% VAT = £3,600 — making a combined legal fee total of £9,600 + £126 Apostille = £9,726 total (inc. VAT). These fees are completely absent from the Completion Statement and must be reconciled against Wincham's client bank account records.
🔴 CAUTION
⚠️ CROSS-BORDER BILLING IRREGULARITY — FORENSIC FLAGS:
Why were these fees paid in pounds to a UK entity? The Letter of Engagement for the property sale was signed between Los Romeros Limited and Wincham Spanish Services SL — the Spanish-registered entity within the Wincham group (CIF B-54842695). The contract explicitly stated that the £5,000 fee "relates solely to work carried out in Spain and under its jurisdiction."
Despite this, Mark Roach, Managing Director of Wincham (mark@wincham.com), directed Philip Harrison to pay the full £9,600 to Wincham International Limited — the UK entity — via their Clearbank Ltd Tide Account:
- Account: 14689723
- Sort Code: 04-06-05
Mark Roach's own words: "Please note — £6,000 Bank Transfer can only be made from another UK Sterling Account. Wincham International Limited (Tide Account), Official Bank Name: Clearbank LTD, Account: 14689723, Sort Code: 04:06:05."
The £3,600 document preparation component was required by Wincham for UK company documents prepared in English and Spanish for the Spanish Notary. The Spanish contract explicitly stated that any UK-based work "will be covered by a separate Agreement if applicable." No such separate UK agreement was ever produced. The £3,600 was simply bundled with the £6,000 Spanish fee and directed to the same UK account — with no UK contractual basis.
The Completion Statement itself classifies both payments as "OFF-STATEMENT DISBURSEMENTS (UK JURISDICTION)" — meaning even Wincham's own documentation acknowledges these were UK-jurisdiction charges, billed under a Spanish contract, received by a UK entity.
Legal exposure identified from source documents:
- Unjust enrichment — Wincham International Limited (UK) received £9,600 it was not contractually entitled to under the Spanish engagement
- Fraudulent misrepresentation — the client was directed to pay a Spanish contract to a UK entity with no disclosed legal basis
- Breach of contract — no separate UK agreement was produced for the UK portion of work, as the Spanish contract required
- The Letter of Engagement's Section 6.3 waiver does not extinguish claims for "fraudulent misrepresentation and/or fraudulent concealment prior to the execution of this Letter" — this avenue remains fully open
Independent market comparison: The same services sourced independently would have cost £2,678.63 – £4,553.63 (including Spanish Notary fees of €474.86). Wincham charged £10,003.63 for the equivalent services — a markup of 110–258% above fair market rate. Source: Los Romeros Limited — Wincham Sales Agreement — Fee Overcharge Report (10 April 2026).
Estate Agent Fees — Clarification
🔴 CAUTION
The Completion Statement shows two separate line items under 'Lanzarote Investments Real Estate'. These require careful explanation:
Line 1 — €10,111.50: This represents Wincham's estate agent commission on the sale. Based on the Completion Statement, this equates to approximately 3% of the €315,000 sale price + Spanish IVA (IGIC in the Canary Islands at 7%) — i.e., approximately €9,450 net + €661.50 tax = €10,111.50. This is Wincham's sales commission charged to Los Romeros Limited for finding/facilitating the buyer.
Line 2 — €192.60: This is not a second estate agent commission. Per information from Philip Harrison, this sum was included in the Completion Statement by Wincham and related to utility bills owed (likely electricity or water charges) — it appears to have been routed through the Lanzarote Investments Real Estate line item on the statement but was in substance a utility debt settlement.
Distinction from the 'Sales Commission' portal quote: The Wincham portal had referred to a potential 5% sales commission if Wincham introduced the buyer. The actual charge of ~3% (€10,111.50) suggests either: (a) a different commission rate applied in practice; (b) a third-party agent (Lanzarote Investments Real Estate) was the actual introducer and charged 3%; or (c) a negotiated rate was applied. A copy of the estate agent engagement letter and the commission agreement must be obtained to verify this figure.
| Completion Statement Item | Amount | Actual Nature |
|---|---|---|
| Lanzarote Investments Real Estate — Fee 1 | €10,111.50 | Estate agent sales commission (~3% of €315,000 + Canary Islands tax) |
| Lanzarote Investments Real Estate — Fee 2 | €192.60 | Utility bills owed — not an agent commission |
| Total deducted under this heading | €10,304.10 |
14. THIRD-PARTY COSTS
7A. Original Company Formation and Property Contribution (2010)
In 2010, the Purvis family (original shareholders of Los Romeros Limited) arranged for the Lanzarote property to be formally contributed into the company. This required a series of legal steps in both the UK and Spain, coordinated by Wincham. The following costs were incurred:
📌 NOTE
What does "contribute" mean? In this context it does NOT mean the Purvises gave the property away for free. The formal Spanish legal mechanism is an "Escritura de Aumento de Capital Mediante Aportación de Bienes Inmuebles" — a Deed of Capital Increase by Contribution of Real Estate. In plain English: Los Romeros Limited was set up as an empty shell company with no assets. The Purvises then transferred their personally-owned Spanish property into the company, in exchange for newly-issued shares (see INT-9873 — Allotment of Shares, 27 July 2010) and/or a credit to their Director's Loan Account. The company "paid" for the property not in cash, but by issuing equity. The critical point is the declared value: the property was valued at €231,164.73 for this transaction — a 32% uplift over the €175,000 paid in 2006 — with no evidence of an independent formal valuation. This inflated declared value: (a) set the company's asset book value; (b) inflated the Director's Loan Account; and (c) may affect the Spanish CGT base cost calculation for the 2026 sale. Wincham (specifically Mark Roach, who was appointed Director of Los Romeros Limited in 2011) orchestrated and executed this structure.
| Item | Amount | Currency | Notes |
|---|---|---|---|
| UK Company Formation fee (est.) | £250 + VAT | £ GBP | Wincham formed Los Romeros Limited as a UK private limited company to hold the Spanish property — a structure marketed by Wincham to avoid Spanish property transfer tax (ITP). |
| Certificate of Good Standing | £15 + VAT | £ GBP | Required for the Spanish notarial process — the UK company needed to prove its legal standing to Spanish authorities before the property could be transferred into it |
| Aumento de Capital (Deed of Investment) | — | — | Full formal title: Escritura de Aumento de Capital Mediante Aportación de Bienes Inmuebles — executed by Notary José Miguel de Lamo Iglesias, Benissa, 24 June 2010 (INT-9097). The property was contributed into Los Romeros Limited at an officially notarised value of €231,164.73. Documents: Spanish-language deed (captured in Wincham portal, 20 pages). |
| Invoice/Factura 1809 (INT-7454) | Amount to be confirmed from PDF | € EUR | Wincham's invoice for the 2010 property contribution and company document work. Captured in portal as a Euro-denomination invoice. |
| Investment Calculation (INT-8979) | €200,000.00 declared | — | Wincham's internal financial analysis prepared 21/06/2010. ⚠️ CRITICAL DISCREPANCY: The document declares the 'INVESTMENT VALUE TO DECLARE' as €200,000.00 — but the 2006 Escritura (Protocol 1612) records the actual purchase price as €175,000. This is a €25,000 discrepancy on Wincham's own calculation sheet, prepared before the 2010 Aumento de Capital was executed. It suggests deliberate inflation of the declared value at the planning stage, prior to the notarial uplift to €231,164.73. This is now the earliest evidence of the valuation manipulation chain (2006: €175k actual → 2010 Wincham calc: €200k declared → 2010 Notary deed: €231,164.73). |
| Notarised & Translated Company Documents (INT-7451) | — | — | Package of UK company documents (translated into Spanish) required for the Spanish notary to accept the company as the legal property owner |
| CIF Number (INT-7453) | — | — | Spanish tax identification number (Código de Identificación Fiscal) obtained for Los Romeros Limited — required for the company to be registered as a property owner in Spain and to comply with Spanish tax obligations |
📌 NOTE
The total cost of the 2010 company formation and property contribution has not been fully confirmed from the documentary record. The amounts above for company formation and Certificate of Good Standing are as noted in the Wincham portal. The Factura 1809 (INT-7454) contains the Euro costs — this PDF has been secured and should be read in full to extract the confirmed amount.
7B. SHARE PURCHASE — Harrison Acquisition (December 2019) — Third-Party Costs
This is the FIRST and ONLY purchase phase involving Philip and Beryl Harrison. They did not buy the property directly — they bought 100% of the shares in Los Romeros Limited from Mary and Kevin Stockwell on 10 December 2019, completing 23 December 2019. Because this was a share purchase (not a direct Spanish property purchase), it is critical to understand exactly what taxes applied and which did not.
⚠️ NO SPANISH TRANSFER TAX (ITP) WAS PAYABLE
A Spanish Impuesto de Transmisiones Patrimoniales (ITP) — property transfer tax of typically 6.5–10% — is charged on the direct purchase of Spanish real estate. However, because the Harrisons purchased the shares in a UK limited company (Los Romeros Limited), not the Spanish property itself, no ITP was charged. This was a specific and deliberate structural advantage of the Wincham company structure: the Spanish tax authority AEAT does not impose ITP on the transfer of shares in a foreign (non-Spanish) company, even where that company holds Spanish property.
ℹ️ IMPORTANT
This is one of the primary reasons Wincham marketed the UK company structure to property buyers — the share purchase route avoided ITP entirely, saving the Harrisons approximately €9,250–€18,500 (6.5–10% of €185,000) compared to a direct property purchase. However, it created its own complexities around Spanish CGT and the 3% retention rules which continued to apply.
Confirmed Third-Party Costs — 2019 Share Purchase
| Cost | Amount | Currency | Source / Evidence |
|---|---|---|---|
| Spanish Transfer Tax (ITP) | NIL — NOT APPLICABLE | — | Share purchase, not direct property purchase — no ITP applicable |
| 3% CGT Retention (on 2019 sale) | NIL — NOT APPLICABLE to Harrisons | — | The 3% retention is withheld from a non-resident seller on a direct property sale. As this was a share sale between private parties, no Spanish 3% retention was withheld in 2019 |
| Spanish Notary / Land Registry (2019) | NIL | — | No Spanish notarial act was required for the 2019 share transfer — it was a UK company share transaction handled entirely under UK law |
| Director's Loan Account assumed by Harrisons | £37,652.00 | £ GBP | Confirmed in SPA (INT-154371) — the Harrisons took on the existing DLA as part of the purchase consideration, on top of the €185,000 share price |
📌 NOTE
View Illustration: The Wincham 'View Illustration' was a pre-purchase fee quotation document prepared by Wincham for Philip Harrison before he committed to buying the company. It set out the proposed fee structure (£5,300 + £750) and included projected third-party costs. No standalone copy of the View Illustration has been located in the case files or evidence bundle. It is referenced in portal data but does not appear to have been preserved as a separate document. Under the formal request letter sent to Wincham, production of the original View Illustration has been demanded — it constitutes a pre-contractual representation as to fees and projected costs.
7C. Property Sale — Third-Party Costs (March 2026)
This section records all confirmed third-party costs incurred on the sale of the Lanzarote property (85 Shangrila Park, Playa Blanca) by Los Romeros Limited in March 2026, as shown on the Official Wincham Completion Statement issued to Philip Harrison on completion of the sale of the Lanzarote property owned by Los Romeros Limited.
Confirmed Notary Fees — Patricia del Río Fernández (Notaría de Calp)
Patricia del Río Fernández is the Spanish notary who executed the 2026 sale deed. Her office details have been independently confirmed:
| Party | Name | Confirmed Address | Phone |
|---|---|---|---|
| Notaria | Patricia del Río Fernández | Carrer la Santamaría, 10, 03710 Calp (Calpe), Alicante, Spain | 965 830 950 |
| Wincham Spanish Services SL | Wincham Spanish Services SL (CIF B-54842695) | Calpe, 03710, Alicante, Costa Blanca, Spain (no street number published) | 0034 965 830 991 |
| Los Romeros Ltd (Spanish fiscal address) | Registered via Wincham | Avda Masnou 6, 03710 Calpe/Calp, Alicante — identical postcode | — |
🔴 CAUTION
CONFIRMED CONFLICT OF INTEREST — SAME POSTCODE, SAME TELEPHONE EXCHANGE:
Both the Notaría and Wincham Spanish Services SL share postcode 03710 Calpe/Calp, Alicante. The Notaria's telephone is 965 830 950 and Wincham Spain's is 965 830 991 — the same telephone exchange prefix, suggesting offices within the same small town district. Furthermore, Los Romeros Limited's own registered Spanish fiscal address is also 03710 Calpe — placed there by Wincham. The repeated use of Alicante-province notaries (both the 2010 Aumento de Capital notary and the 2026 sale notary are Alicante-province based) for a Lanzarote (Canary Islands) property transaction — when Lanzarote has its own notarial offices — is procedurally irregular and strongly suggests a pre-existing referral or professional arrangement between Wincham and local Calpe notaries. This must be formally investigated and disclosed.
| Item | Amount | Currency | Source |
|---|---|---|---|
| Notary Invoice A4/01025 — Beneficial Owner Declaration (Act 10/2010) | €241.07 | € EUR | Confirmed from Notary invoices |
| Notary Invoice A4/01026 — Deed of Ratification or Acceptance | €233.79 | € EUR | Confirmed from Notary invoices |
| Total Notary Fees | €474.86 | € EUR | Paid directly to Notary — separately from Wincham |
| Plusvalía Municipal (seller's liability) | €1,831.24 | € EUR | Confirmed on Official Wincham Completion Statement |
| 3% CGT Retention (withheld from sale proceeds) | €9,450.00 | € EUR | 3% × €315,000 — withheld by buyer's lawyer and paid to AEAT. Recoverable if Los Romeros Ltd's actual CGT liability is lower |
📌 NOTE
What is the 3% Retention? Under Spanish non-resident tax law (IRNR), when a non-Spanish tax resident sells Spanish property, the buyer is legally required to withhold 3% of the sale price and pay it directly to the AEAT on the seller's behalf. This acts as an advance payment against the seller's Spanish Capital Gains Tax liability. Los Romeros Limited, as a UK-registered company, is treated as a non-Spanish tax resident for this purpose. The €9,450 withheld (3% × €315,000) sits with the AEAT. If the actual Spanish CGT liability is less than €9,450, the balance is refundable — and Wincham's Letter of Engagement stated they would handle this reclaim. Whether they have done so must be confirmed.
7D. Ongoing Running Costs — Utilities and Compliance (with Confirmed Amounts)
| Item | Document Ref | Date | Amount | Currency |
|---|---|---|---|---|
| Electricity Bill (paid by Philip Harrison directly) | INT-167672 | 04/03/2020 | Amount to confirm from document | € EUR |
| Water Bill — AmListados | INT-174394 | 30/09/2020 | Amount to confirm from document | € EUR |
| ICO Data Protection Fee | INT-167155 | 27/02/2020 | Amount to confirm from document | £ GBP |
| Sabadell Bank correspondence | INT-167223 | 27/02/2020 | Bank account maintenance charges — amount to confim | € EUR |
📌 NOTE
The exact GBP/EUR amounts for each of these utility and compliance items need to be confirmed by reading the source documents (INT-167672, INT-174394, INT-167155). These documents are in the portal and should be viewed and the amounts extracted.
15. COMPLETE FINANCIAL SUMMARY
10A. PURCHASE — December 2019
Purchaser: Philip Harrison and Beryl Harrison (jointly) Purchased from: Mary Stockwell and Kevin Stockwell What was purchased: 100% of the issued share capital of Los Romeros Limited (UK Company No. 06993349) — a UK private limited company whose sole asset was the Lanzarote property at 85 Shangrila Park, Playa Blanca, Lanzarote, Spain (Finca No. 14357) Date of purchase: Agreed 10 December 2019; completion 23 December 2019
| Item | Amount (€ EUR) | Amount (£ GBP) | Notes |
|---|---|---|---|
| Total Share Purchase Price | €185,000.00 | — | 100% share consideration — equivalent to the effective property price |
| — Non-refundable reservation deposit | €5,000.00 | — | Paid 10/12/2019 |
| — Balance on completion | €180,000.00 | — | Paid 23/12/2019 |
| Director's Loan Account assumed | — | £37,652.00 | Pre-existing DLA owed to the company, assumed by Harrisons as part of deal |
| Wincham Initial Service Fee | — | £5,300.00 | Per View Illustration (pre-purchase quotation) |
| Wincham Additional Purchase Fee (UK Co. structure) | — | £750.00 | Per View Illustration — additional for purchasing via UK company |
| Wincham Invoice 262 (INT-154784) | — | £1,600.00 | ✅ Invoice received and paid in full — UK & Spain consultancy, share purchase — issued 20/12/2019 |
| Spanish Transfer Tax (ITP) | NIL | NIL | ⚠️ NOT APPLICABLE — share purchase via UK company; ITP only applies to direct Spanish property transfers |
| Spanish Notary fees (2019) | NIL | NIL | No Spanish notarial act required — UK share transfer only |
| 3% CGT Retention (seller-side, 2019) | NIL | NIL | Not applicable to Harrisons as buyers; sellers (Stockwells) were not Spanish non-residents for this transaction |
📌 NOTE
£4,450 View Illustration gap — Invoice confirmed paid: Invoice 262 (£1,600) has been confirmed as received and paid in full. However, this does not reconcile the discrepancy between the View Illustration quotation of £6,050 (£5,300 + £750) and the invoiced amount of £1,600. The £4,450 reduction was applied with no written variation agreement identified. Wincham must be required to produce: (a) the original View Illustration; and (b) any written communication authorising the fee reduction. The three-stage reduction chain (View Illustration £6,050 → Darren Williams quote May 2019 £3,600 → Invoice 262 £1,600) remains unexplained.
10B. ANNUAL RUNNING COSTS — CONFIRMED (Dec 2019 – Mar 2026)
| Service | Confirmed Rate | Total Inc. VAT | Notes |
|---|---|---|---|
| Wincham — Fiscal Rep Spain | £200–£300/yr | £1,700 (confirmed) | All 7 years confirmed — see Section 6B |
| Wincham — Registered Office & Co. Sec | £200–£235/yr net | £1,572 (confirmed) | All 6 years confirmed — previous £300/yr estimate was incorrect |
| Wincham — Annual Accounts Preparation | £425–£475/yr net | £3,240 (confirmed, 6 yrs) | All 6 years confirmed — previous £600/yr estimate was incorrect. 2024 TBC (+~£540) |
| Certificate of Good Standing (INT-167263) | One-off | £60 (confirmed) | Reclassified from accounts table |
| IBI (Lanzarote local rates), utilities | Variable | Variable | Paid separately — not via Wincham |
| GRAND TOTAL ANNUAL WINCHAM FEES | £6,572 (confirmed) | Subject to 2024 accounts invoice confirmation (~+£540) |
10C. SALE — March 2026 — OFFICIAL WINCHAM COMPLETION STATEMENT FIGURES
All figures below are taken from the Official Wincham Completion Statement issued to Philip Harrison on completion of the sale of the Lanzarote property owned by Los Romeros Limited. The sale of 85 Shangrila Park, Playa Blanca, Lanzarote completed on 20 March 2026 at a price of €315,000.
ℹ️ IMPORTANT
Why is the sale price €315,000 and not €230,000?
Earlier in the progression of this case, a marketing price of approximately €230,000 was referenced in some preliminary documents or initial estimates. The actual completed sale price was €315,000 — a difference of €85,000 (37% above the early estimate). This discrepancy matters because: (a) it significantly affects the capital gains calculation for Spanish CGT (IRNR) and UK Corporation Tax purposes; (b) Wincham's estate agent commission, calculated as a percentage, would have been higher than initially projected; and (c) the 3% CGT retention is also proportionally higher. The €315,000 figure is confirmed on the Official Completion Statement and must be used as the definitive sale price in all tax calculations.
| Item | Net Amount | Inc. Tax/VAT | Currency | Notes |
|---|---|---|---|---|
| Gross Sale Proceeds | — | €315,000.00 | € EUR | Confirmed sale price |
| 3% CGT Retention withheld by buyer's lawyers | — | €9,450.00 | € EUR | 3% × €315,000 — paid to AEAT; recoverable if actual CGT < €9,450 |
| Estate Agent Commission — Lanzarote Investments Real Estate | ~€9,450.00 | €10,111.50 | € EUR | Approx. 3% of €315,000 + 7% Canary Islands IGIC tax — this is Wincham's estate agent commission |
| Utility Bills — routed via Lanzarote Investments Real Estate | — | €192.60 | € EUR | ⚠️ NOT an estate agent fee — per Philip Harrison, this was an outstanding utility bill included in the completion statement under the estate agent line |
| Plusvalía Municipal Tax | — | €1,831.24 | € EUR | Seller's Spanish municipal capital gains tax — confirmed on Completion Statement |
| Notary Fees (Patricia del Rio Fernandez) | — | €474.86 | € EUR | Two invoices: A4/01025 (€241.07) + A4/01026 (€233.79) — paid directly to Notary |
| Wincham Legal Fee — UK company docs | £5,000.00 | £6,000.00 | £ GBP | Paid to Wincham International Ltd (Clearbank Tide Account) |
| Wincham Legal Fee — Spanish company docs | £3,000.00 | £3,600.00 | £ GBP | Paid to same UK account — no separate UK agreement ever produced |
| Wincham Apostille/Legalisation | — | £126.00 | £ GBP | |
| Total Wincham sale fees | £8,000.00 | £9,726.00 | £ GBP | Classified as "OFF-STATEMENT DISBURSEMENTS (UK JURISDICTION)" on the Completion Statement |
| Balance of Sale Proceeds | — | €293,414.66 | € EUR | Per Official Wincham Completion Statement |
🔴 CAUTION
CROSS-BORDER BILLING IRREGULARITY — FEES CONFIRMED PAID IN FULL TO UK ENTITY:
The £9,726 in sale closing fees (£6,000 + £3,600 + £126 inc. VAT) were charged under a contract with Wincham Spanish Services SL (a Spanish-registered entity, CIF B-54842695) but were invoiced and paid in full in sterling to Wincham International Limited (a UK-registered entity) via Clearbank Tide Account 14689723, Sort Code 04-06-05. Philip Harrison has confirmed these invoices were received and paid in full.
The legal irregularity is not non-payment — it is misdirection. The contractual counterparty was the Spanish entity; the money went to the UK entity. No separate UK contract was produced as required. This raises the following unresolved questions:
- Was Wincham International Limited legally entitled to collect fees due to Wincham Spanish Services SL?
- Why were Spanish closing costs collected by a UK entity in sterling rather than euros by the Spanish entity?
- What happened to the funds once received by Wincham International? Were they remitted to Wincham Spanish Services SL?
⚠️ CRITICAL TAX CONSEQUENCE: Because the £9,726 was paid in sterling to a UK company — and not to any Spanish entity — the Spanish tax authority (AEAT) will not allow these costs to be deducted from the Spanish capital gains tax on the sale (Modelo 210 / IRNR). Spain received no money. Only costs paid in Spain through Spanish entities are deductible against the Spanish gain. These costs must instead be claimed as allowable deductions in the UK Corporation Tax computation for Los Romeros Limited — reducing the UK chargeable gain on the disposal of the company's Spanish property asset.
16. PAYMENT HISTORY — ORIGINAL PLAN vs ACTUAL
This section compares what Phil Harrison was originally told he would pay (as illustrated in Wincham's pre-sale documents and quotations) against what he actually paid, confirmed by invoice records extracted from the Wincham portal. The gaps between these figures are the forensic heart of the billing dispute.
⚠ WARNING
All figures marked "CONFIRMED" are verified against portal invoices. Figures marked "Illustrated" or "Quoted" are from Wincham's own pre-contract documents (View Illustration, Letter of Engagement). Where there is a material gap between quoted and actual, this is documented as a Billing Variance requiring explanation.
Phase 1 — Purchase (December 2019)
| Item | Originally Quoted / Illustrated | Actually Invoiced & Paid | Variance | Status |
|---|---|---|---|---|
| Wincham purchase fee (UK legal / documentation) | £5,300 (View Illustration, pre-May 2019) | £1,600 (Invoice 262, 20 Dec 2019) | −£3,700 | Unexplained reduction. No written variation agreement produced. |
| Wincham administration fee | £750 (View Illustration) | Included in £1,600 invoice (not separately itemised) | −£750 or absorbed | Unclear whether this was waived or bundled |
| Spanish ITP (Transfer Tax — illustrated saving) | ~£9,910 illustrated cost IF property bought directly | £0 — not paid (share structure avoids ITP) | £9,910 saving | This was the headline justification for the share structure. Now under scrutiny in context of 2026 CGT. |
| Director's Loan Account | £37,652 disclosed in SPA | £37,652 assumed by Harrison | Nil | Confirmed — assumed on completion |
| PURCHASE PHASE TOTAL (Wincham fees only) | £6,050 quoted | £1,600 paid | −£4,450 | Significant. Unexplained in writing. |
ℹ NOTE — The £4,450 Gap
The View Illustration quoted £6,050. Invoice 262 billed £1,600. The fact that the invoice was paid at £1,600 does not resolve the legal position. The prior View Illustration constitutes a pre-contractual representation as to likely fee levels. Wincham must disclose: (a) what justified the reduction; (b) whether any written variation was produced; and (c) whether any further invoices for the same services were raised. No written explanation has been provided to date.
Phase 2 — Annual Running Costs (Dec 2019 – Mar 2026)
| Service | Approximate Annual Rate (Inc. VAT) | Number of Payments | Confirmed Total (Inc. VAT) | Notes |
|---|---|---|---|---|
| Fiscal Rep Spain | £200–£282/yr | 7 payments | £1,700 | All years 2019/20 – 2024/25 confirmed via portal |
| Registered Office & Company Secretary | £200–£235/yr (net) | 6 years | £1,572 | Confirmed via portal invoices |
| Annual Accounts Preparation | £425–£475/yr (net) | 6 years confirmed | £3,240 | 2024 accounts invoice TBC — may add ~£540 |
| Certificate of Good Standing (INT-167263) | One-off | 1 | £60 | Reclassified from accounts fee — one-off Feb 2020 |
| ANNUAL RUNNING TOTAL (Confirmed) | £6,572 | Previous estimate of ~£7,400 was incorrect — confirmed lower |
ℹ NOTE
The £6,572 confirmed annual running costs figure is lower than the ~£7,400 previously estimated in earlier versions of this report. The correction arises from portal verification: confirmed annual accounts fees are £425–£475/yr (not £600/yr as previously assumed), and company secretary fees are £200–£235/yr (not £300/yr). The 2024 annual accounts invoice remains to be confirmed and may add approximately £540 to the total.
Phase 3 — Property Sale (March 2026)
| Item | As Per Letter of Engagement | Actually Charged / Paid | Variance | Status |
|---|---|---|---|---|
| Spanish-side legal fee (Wincham Spanish Services SL) | £5,000 + VAT = £6,000 (work carried out in Spain) | £6,000 paid to WINCHAM INTERNATIONAL LTD (UK entity, Clearbank/Tide account) | Entity mismatch: Spanish contract, UK recipient | CROSS-BORDER BILLING IRREGULARITY |
| UK documentation fee | "Covered by separate UK Agreement if applicable" — no UK agreement produced | £3,000 + VAT = £3,600 bundled into same UK payment | No contractual basis | NO UK CONTRACT PRODUCED |
| Apostille (legalisation fee) | Separately billed | £126 | Nil | Confirmed |
| Estate agent commission (Lanzarote Investments) | ~5% of sale price quoted | £10,111.50 (approx 3% of €315,000 + IGIC) | Rate lower than quoted — actual basis not confirmed | Estate agent engagement letter required |
| Utility bills (routed via agent line in Completion Statement) | Not mentioned pre-sale | £192.60 | Undisclosed pre-completion | Appeared in statement as estate agent line — incorrect categorisation |
| 3% Spanish CGT retention (Modelo 211) | 3% of sale price withheld by buyer | €9,450 withheld by buyer Bernadette Mary Thompson | Nil — correct in principle | Modelo 210 (CGT return) must be filed by 20 July 2026 |
| Spanish notary fee | Not separately quoted by Wincham | €474.86 (Izquierdo y de la Cueva SCProf) | n/a | Third-party cost |
| SALE PHASE — WINCHAM FEES TOTAL | £5,000 + VAT under Spanish contract | £9,726 paid to UK entity | £4,726 over contractual basis | Primary dispute amount |
Grand Total — Phil Harrison's Full Financial Exposure to Wincham
| Phase | What Phil Was Told | What Phil Actually Paid (Wincham) | Unreconciled Amount |
|---|---|---|---|
| Purchase (Dec 2019) — Wincham fees | £6,050 (View Illustration) | £1,600 (Invoice 262) | £4,450 unexplained reduction |
| Annual Running Costs (6 years) | Not formally quoted upfront | £6,572 (confirmed) | £968 above previous estimate — or nil if re-estimated pro-rata |
| Sale Phase — Wincham fees (2026) | £5,000 + VAT (Spanish contract) | £9,726 (paid to UK entity) | £4,726 above contractual basis; £3,600 without UK contract |
| TOTAL PAID TO WINCHAM (all phases) | ~£12,050 (based on original quotations) | £17,898 (confirmed) | £5,848 unreconciled |
| Note: The above Wincham fees exclude third-party costs (estate agent, Spanish notary, apostille, utility settlements) which are separately documented in Section 13 (Third-Party Costs). | |||
17. COMPLETE FORENSIC COST SCHEDULE — TOTAL OUTGOINGS
📌 NOTE
Complete itemised record of every confirmed and estimated cost. Exchange rates: HMRC official March 2026 rate €1 = £0.8718 for 2026 items; approximate prevailing rates for earlier years.
24A — Wincham Fees (All GBP — paid to Wincham entities)
Purchase Phase — December 2019
| Item | INT Ref | Amount | Status |
|---|---|---|---|
| Purchase management fee — Invoice 262 | INT-154784 | £1,600 | ✅ Confirmed paid |
⚠️ WARNING
The pre-contract View Illustration quoted £6,050 (£5,300 + £750). A subsequent Darren Williams quote was £3,600. Only £1,600 was invoiced. Gap of £4,450 remains unexplained — all purchase-phase invoices must be demanded in the formal document request letter.
Fiscal Representation Spain (Harrison tenure 2020–2026)
| Year | INT Ref | Amount | Status |
|---|---|---|---|
| 2020 | INT-153836 / INT-166932 | £200 | ✅ Confirmed |
| 2021 | INT-176533 | £200 | ✅ Confirmed |
| 2022 | Not captured | £200 | ⚠️ Estimated |
| 2023 | Not captured | £200 | ⚠️ Estimated |
| 2024 | Not captured | £300 | ⚠️ Estimated (fee increase assumed) |
| 2025 | Portal confirmed | £300 | ✅ Confirmed |
| 2026 (full year billed Jan 2026) | Portal msg 19/01/2026 | £300 | ✅ Confirmed — ⚠️ pro-rata refund ~£225 may be due |
| TOTAL FISCAL REP | £1,700 | ⚠️ See Section 25 — service value disputed |
Registered Office & Company Secretarial
| Year | INT Ref | Inc. VAT | Status |
|---|---|---|---|
| 2019/20 | INT-155261 (Inv. 6055) | £200 | ✅ Confirmed |
| 2020/21 | INT-167506 (Inv. 13237) | £200 | ✅ Confirmed |
| 2021/22 | INT-179615 / INT-191453 (Inv. 483) | £240 | ✅ Confirmed |
| 2022/23 | INT-192906 (Inv. 828) | £235 | ✅ Confirmed |
| 2023/24 | Not captured | £235 | ⚠️ Estimated |
| 2024/25 | Not captured | £235 | ⚠️ Estimated |
| 2025/26 | Not captured | £235 | ⚠️ Estimated |
| TOTAL CO. SEC | £1,580 | 4 of 7 years confirmed |
Annual Accounts Preparation
| Year | INT Ref | Inc. VAT | Status |
|---|---|---|---|
| 2019/20 | INT-153484 (Inv. 12939) | £425 | ✅ Confirmed |
| 2020/21 | INT-181479 (Inv. 661) | £450 | ✅ Confirmed |
| 2021/22 | INT-192906 (Inv. 828) | £475 | ✅ Confirmed |
| 2022/23 | INT-192906 (same batch) | £475 | ✅ Confirmed |
| 2023/24 | Not captured | £475 | ⚠️ Estimated (same as 2022/23) |
| 2024/25 | Not captured | £475 | ⚠️ Estimated (same as 2022/23) |
| TOTAL ACCOUNTS | £2,775 | 4 confirmed, 2 estimated |
Standalone Certificates & Sale Fees
| Item | INT Ref | Amount | Status |
|---|---|---|---|
| Certificate of Good Standing (Feb 2020) | INT-167263 (Inv. 13186) | £60 | ✅ Confirmed (reclassified) |
| Sale — Corporate legal fee | WI-25863 | £6,000 | ✅ Confirmed paid |
| Sale — Documentation fee | WI-25863 | £3,600 | ✅ Confirmed paid |
| Sale — Apostille certificate | WI-25863 | £126 | ✅ Confirmed paid |
WINCHAM FEES GRAND TOTAL
| Category | Confirmed | Estimated Full |
|---|---|---|
| Purchase management | £1,600 | £1,600 |
| Fiscal representation (7 years) | £1,700 | £1,700 |
| Registered office & co. sec | £875 | £1,580 |
| Annual accounts (6 years) | £1,825 | £2,775 |
| Certificate of Good Standing | £60 | £60 |
| Sale fees (legal + docs + apostille) | £9,726 | £9,726 |
| TOTAL — ALL WINCHAM FEES | £15,786 confirmed | £17,441 estimated |
24B — Third-Party Costs: Spanish Sale 2026
Rate: €1 = £0.8718 (HMRC official March 2026)
| Payee | Item | EUR | GBP | Status |
|---|---|---|---|---|
| Lanzarote Investments Real Estate | Agent commission | €10,111.50 | £8,815 | ✅ Completion statement |
| Lanzarote Investments Real Estate | Utility settlement | €192.60 | £168 | ✅ Completion statement |
| Notaría Patricia del Río Fernández, Calpe | Notary — 2026 sale escritura | €474.86 | £414 | ⚠️ Not on CS — separately settled |
| Ayuntamiento de Yaiza | Plusvalía Municipal | €1,831.24 | £1,597 | ✅ Completion statement |
| AEAT (via buyer — Modelo 211) | 3% CGT retention | €9,450.00 | £8,239 | ✅ Withheld — prepayment of CGT. May be partially/fully refunded after Modelo 210 filed |
| Izquierdo y de la Cueva SCProf | Depositary/escrow firm | TBC | TBC | ❌ Not captured — formal request required |
| TOTAL THIRD-PARTY SPANISH | ~€22,060 | ~£19,233+ | Excl. depositary |
24C — Annual Spanish Holding Costs (Estimated)
| Payee | Item | Annual | Years | EUR Total | GBP Est. |
|---|---|---|---|---|---|
| Ayuntamiento de Yaiza | IBI (Spanish council tax) | ~€400/yr | 6 yrs (2020–2025) | ~€2,400 | ~£2,100 |
| Shangrila Park Comunidad | Community of Owners fees | ~€1,200/yr | 6 yrs (2020–2025) | ~€7,200 | ~£6,300 |
| TOTAL HOLDING COSTS | ~€9,600 est. | ~£8,400 est. |
📌 NOTE
Community and IBI costs are estimates. Both are paid direct to Spanish entities — not through Wincham. Confirm from Los Romeros Limited Sabadell bank account statements.
24D — Foreign Exchange Costs (Estimated)
| Item | GBP Est. | Notes |
|---|---|---|
| FX spread on EUR payments during ownership | ~£400 | Estimated 1.5% on ~€26,000 EUR outgoings |
| Repatriation of 2026 sale proceeds EUR → GBP | ~£2,500–£4,500 | Not yet incurred. 0.8–1.5% on ~€293,000 net proceeds |
24E — Capital Acquisition (Share Purchase from Stockwells, Dec 2019)
| Item | GBP | Notes |
|---|---|---|
| Director's Loan Account — paid to Mary & Kevin Stockwell | £37,652 | Capital cost of the investment — paid to Stockwells, NOT Wincham |
24F — Grand Total Summary
| Category | Confirmed GBP | Estimated Full GBP |
|---|---|---|
| Wincham fees (all) | £15,786 | £17,441 |
| Third-party Spanish sale costs 2026 | £19,233+ | £19,233+ |
| Annual Spanish holding costs | Not documented | ~£8,400 |
| FX costs (incurred to date) | — | ~£400 |
| FX future (repatriation) | — | ~£2,500–£4,500 |
| TOTAL RUNNING COSTS (excl. acquisition) | £35,019+ | ~£45,474+ |
| Capital acquisition (shares — paid to Stockwells) | £37,652 | £37,652 |
| TOTAL ALL OUTGOINGS INCLUDING ACQUISITION | ~£72,671+ | ~£83,126+ |
ℹ️ IMPORTANT
Philip Harrison's confirmed direct payments to Wincham entities total £15,786 based on portal-confirmed data, estimated £17,441 including unconfirmed years. Against a sale price of €315,000 (≈ £274,617), Wincham's fees represent approximately 6.4% of the gross sale proceeds — before Spanish CGT, UK Corporation Tax, and the professional negligence claim.
18. FISCAL REPRESENTATION — SERVICE VALUE ANALYSIS
ℹ️ IMPORTANT
Critical finding: Los Romeros Limited is a UK private limited company — a non-resident legal entity for Spanish tax purposes. Under Spanish IRNR law, the annual imputed income tax (renta imputada / Modelo 210) does not apply to legal entities. It only applies to non-resident natural persons (individuals). If the property was not rented out during 2019–2026, there was no annual Spanish tax filing obligation for Los Romeros Limited whatsoever.
| Obligation | Non-resident individual | Los Romeros Ltd (UK company) |
|---|---|---|
| Annual imputed income Modelo 210 | ✅ Required every year | ❌ NOT REQUIRED |
| Rental income returns | If let | If let only |
| CGT / Modelo 210 on sale | 19% | 19% (due 20 July 2026) |
| IBI (rates) | Direct to Ayuntamiento | Direct to Ayuntamiento |
The question for proceedings: What substantive annual work did Wincham perform for £200–£300/year? The formal document request must demand every Modelo 210 or other Spanish tax return filed for Los Romeros Limited 2019–2026. A local Lanzarote gestoría would charge approximately €50–100/year to hold AEAT correspondence — a fraction of Wincham's charge.
19. ITP TAX ANALYSIS
What is ITP?
Impuesto sobre Transmisiones Patrimoniales (ITP) is Spanish Property Transfer Tax, levied at 6.5%–10% on property purchases by the buyer.The Share Structure — ITP Saving
The key advantage of the Wincham share-holding structure was that **no ITP was payable** when Philip Harrison bought the company's shares in December 2019. By purchasing the company (Los Romeros Limited) rather than the underlying property asset directly, the 2019 transaction avoided Spanish ITP entirely.| Transaction Type | ITP Liability | ITP on €185,000 at 6.5% |
|---|---|---|
| Direct property purchase | YES — payable | ~€12,025 |
| Share purchase (as structured by Wincham) | NO — not a property transfer | €0 |
| Saving from share structure | — | ~€12,025 |
Wincham's Own Illustration
The Wincham View Illustration quoted **~€9,910** as the estimated ITP saving (appearing to use a slightly different rate). This was the primary marketing justification Wincham used for the share structure.Red Flag
If no ITP was payable in 2019, **who paid the original 2006 ITP** when the Purvis family first bought the property? That 2006 ITP payment receipt should exist at Hacienda/AEAT and should confirm the original acquisition cost for Spanish CGT base-cost purposes.20. LANZAROTE PROPERTY MARKET — PRICE APPRECIATION ANALYSIS (2019–2025)
22.1 Annual Price Index — Lanzarote Residential Property (€/m²)
(Source: Optima Estate / Infocanarie — island-wide average, all residential property types)
| Year | Avg. Price (€/m²) | Year-on-Year Change | Cumulative Change vs 2019 |
|---|---|---|---|
| 2019 | €1,946 | — (baseline) | — |
| 2020 | €1,903 | -2.2% | -2.2% |
| 2021 | €1,878 | -1.3% | -3.5% |
| 2022 | €2,009 | +7.0% | +3.2% |
| 2023 | €2,201 | +9.6% | +13.1% |
| 2024 | €2,463 | +11.9% | +26.6% |
| 2025 | €2,894 | +17.5% | +48.7% |
📌 NOTE
Data represents island-wide averages. Yaiza municipality (where 85 Shangrila Park, Playa Blanca is located) typically commands above-average prices due to its premium coastal resort status. Actual property appreciation for this specific address is likely to have been higher than the island average.
22.2 CAGR Analysis — 2019 to 2025
Compound Annual Growth Rate (CAGR), 2019–2025 (6 years):
(2,894 ÷ 1,946)^(1/6) − 1 = +6.87% per annum
22.3 Implied 2019 Market Value — Based on 2026 Sale Price
Working backwards from the confirmed €315,000 sale price (March 2026) at the confirmed CAGR of +6.87% over 6 years:
€315,000 ÷ (1.0687)^6.25 ≈ €208,000 – €215,000 implied market value in December 2019
| Metric | Amount | Notes |
|---|---|---|
| Confirmed 2026 sale price | €315,000 | Completion Statement — confirmed |
| CAGR 2019–2025 (Lanzarote) | 6.87% per annum | Back-calculated from price index data |
| Implied 2019 market value | ~€210,000 – €215,000 | Estimated at time of Harrison acquisition |
| Harrison paid (December 2019) | €185,000 | Confirmed — SPA INT-154371 |
| Discount to implied market value | ~€25,000 – €30,000 (12–14%) | Harrisons acquired below implied market value |
ℹ️ IMPORTANT
The Harrisons paid €185,000 for a property whose implied market value at December 2019 was approximately €210,000–€215,000 — suggesting a purchase that was already 12–14% below fair market value at the time. This is relevant to:
(a) The accuracy of Wincham's marketing materials regarding property value;
(b) The appropriateness of the €185,000 price relative to the €231,164.73 notarially declared value in the company (which was itself above the 2019 market implied value);
(c) Whether the Stockwells were advised by Wincham that the company's 2010 declared asset value of €231,164.73 significantly exceeded what Wincham sold it for in 2019.
— ACT 4 — EVIDENCE & LEGAL ACTION
— ACT 4 — EVIDENCE & LEGAL ACTION
21. FULL DOCUMENT INVENTORY — CASE WI-13211
Case WI-13211 is the original Wincham client case opened for Los Romeros Limited (UK Company No. 06993349). It covers the entire history of the company from its formation in 2007 through to Philip and Beryl Harrison's acquisition of the shares in December 2019 and all subsequent annual management (fiscal representation, accountancy, company secretarial) during the Harrisons' period of ownership (December 2019 – March 2026). This case number relates to the purchase and holding phase — it is distinct from Case WI-25863, which was opened specifically for the 2026 property sale.
The inventory below records every document visible in the Wincham portal for this case, including INT reference numbers, document names, categories, dates, and portal status. Documents marked (unnamed) did not have a title recorded in the portal — their contents can only be determined by reading the underlying documents.
| Reference | Document Name | Category | Date | Status |
|---|---|---|---|---|
| INT-7446 | Escritura | Title Deed | 13/04/2010 | Accepted |
| INT-7447 | Escritura Last Page | Title Deed | 13/04/2010 | Accepted |
| INT-7450 | Los Romeros (Los Romeros Limited — Certificate confirming the company was legally incorporated and in good standing at Companies House at the time of the 2010 Aumento de Capital) | Certificate of Good Standing | 13/04/2010 | InActive |
| INT-7451 | Notarised and Translated Company Documents — Los Romeros Limited (UK company documents translated into Spanish and notarised for the Spanish notary — required for the Aumento de Capital deed to be executed) | Notarised and Translated Company Documents | 13/04/2010 | Accepted |
| INT-7453 | CIF Certificate — Los Romeros Limited (NIF: N8261069B — Código de Identificación Fiscal issued by AEAT Delegación de Alicante on 05/03/2010. Registered Spanish address: Avda Masnou 6, 03710 Calpe/Calp, Alicante — Wincham's own address used as the company's Spanish fiscal address. ⚠️ NOT confirmed as separately secured in portal — requires verification) | CIF Number | 13/04/2010 | ⚠️ Verify if accessible |
| INT-7454 | 1809 | Invoice/Factura - Euro | 13/04/2010 | Accepted |
| INT-7478 | Margaret | Stock Transfer Form | 14/04/2010 | Accepted |
| INT-7479 | Frederick | Stock Transfer Form | 14/04/2010 | Accepted |
| INT-7480 | Frederick | Share Certificate | 14/04/2010 | Accepted |
| INT-7481 | Margaret | Share Certificate | 14/04/2010 | Accepted |
| INT-8979 | Wincham Investment Calculation — Los Romeros Limited ⚠️ CRITICAL: declares €200,000 as investment value — conflicts with 2006 Escritura price of €175,000 (€25,000 discrepancy) | Investment Calculation | 21/06/2010 | Accepted |
| INT-9097 | Escritura de Aumento de Capital Mediante Aportación de Bienes Inmuebles — Los Romeros Limited / Purvis | Deed Of Investment | 24/06/2010 | Accepted |
| INT-9870 | Frederick | Appointment of Director | 27/07/2010 | Accepted |
| INT-9871 | Margaret | Appointment of Director | 27/07/2010 | Accepted |
| INT-9872 | Malcolm (full name to be confirmed from Companies House — a Wincham-nominated director stood down on completion of the property contribution) | Resignation of Director | 27/07/2010 | Accepted |
| INT-9873 | Allotment of Shares — Los Romeros Limited (beneficiaries: Frederick & Margaret Purvis — confirmed from share certificates INT-7480/7481) | Allotment of Shares | 27/07/2010 | Accepted |
| INT-9958 | Showing Both Directors | Certificate of Good Standing | 04/08/2010 | InActive |
| INT-9985 | Stamped Form - Frederick | Stock Transfer Form | 05/08/2010 | Accepted |
| INT-9987 | Stamped Form - Margaret | Stock Transfer Form | 05/08/2010 | Accepted |
| INT-143358 | Wincham Accountants Invoice 12151 | Fees Invoice for Accounts Preparation | 12/04/2019 | — |
| INT-143359 | Draft Full Accounts 31.08.2018 | Accounts — Draft Only | 12/04/2019 | — |
| INT-143424 | Final Accounts 31.08.2018 | Accounts — Company Accounts (Full) FINAL | 15/04/2019 | — |
| INT-143432 | ct600 | Corporation Tax (CT600) | 16/04/2019 | — |
| INT-143433 | Signed Accounts | Client approval of Company annual accounts | 16/04/2019 | — |
| INT-143434 | Companies House Submission | Filed at Companies House | 16/04/2019 | — |
| INT-143435 | HMRC Submission | Corporation Tax filed with HMRC | 16/04/2019 | — |
| INT-149654 | 2019 | Confirmation Statement | 04/09/2019 | Accepted |
| INT-151078 | Kevin Stockwell | Appointment of Director | 07/10/2019 | Accepted |
| INT-152778.doc | UNSIGNED — NO POOL NO GARAGE | Property Description | 13/11/2019 | Active |
| INT-153484 | Wincham Accountants Invoice 12939 | Fees Invoice for Accounts Preparation | 29/11/2019 | Active |
| INT-153486 | UK Company Accounts Year End 31.08.2019 | Accounts — Draft Only | 29/11/2019 | Active |
| INT-153487 | Tax Computation — Tax Due £0.00 | Accounts — Tax Computation | 29/11/2019 | Active |
| INT-153836 | FISCAL REP SPAIN 2020 | Invoice for UK Ltd Company Fiscal Rep in Spain | 02/12/2019 | Active |
| INT-154140 | Final Accounts 31.08.2019 | Accounts — Company Accounts (Full) FINAL | 04/12/2019 | Accepted |
| INT-154142 | Verbal Approval | Client approval of Company annual accounts | 04/12/2019 | Active |
| INT-154143 | Companies House Submission | Filed at Companies House | 04/12/2019 | — |
| INT-154144 | ct600 2019 | Corporation Tax (CT600) | 04/12/2019 | Accepted |
| INT-154145 | HMRC submission | Corporation Tax filed with HMRC | 04/12/2019 | Accepted |
| INT-154339 | EGM Minutes | Company Secretarial | 10/12/2019 | Accepted |
| INT-154340 | Resignation — Kevin Stockwell | Company Secretarial | 10/12/2019 | Accepted |
| INT-154369 | Consent to Act (Phil and Beryl Harrison) | Company Secretarial | 10/12/2019 | Accepted |
| INT-154371 | Sale & Purchase Agreement (+ counterpart signatures) | Legal and Company | 10/12/2019 | Accepted |
| INT-154784 | Wincham International Invoice 262 | Invoice/Factura — Sterling | 20/12/2019 | Active |
| INT-166780 | Current Appointments report | Other | 14/02/2020 | Active |
| INT-166931 | FISCAL REP SPAIN 2020 — Credit Note | Credit Note | 20/02/2020 | Active |
| INT-166932 | FISCAL REP SPAIN 2020 | Invoice for UK Ltd Company Fiscal Rep in Spain | 20/02/2020 | Active |
| INT-167035 | translation of co house doc | Other | 25/02/2020 | Active |
| INT-167155 | ICO — Data Protection Fee | Letter | 27/02/2020 | Active |
| INT-167223 | sabadell | Letter | 27/02/2020 | Active |
| INT-167263 | Wincham Accountants Invoice 13186 | 27/02/2020 | Active | |
| INT-167506 | Wincham Accountants Invoice 13237 | Invoice for Company Sec & UK Reg Office Renewal | 02/03/2020 | Active |
| INT-167672 | Electricity Bill Paid By Mr Harrison | Electricity Bill | 04/03/2020 | Active |
| INT-167794 | How to Operate a Company Cash Book | Other | 06/03/2020 | Active |
| INT-167795 | Claimable Expenses | Other | 06/03/2020 | Active |
| INT-167892 | Trans COGS | Translated Certificate of Good Standing | 09/03/2020 | Active |
| INT-174258 | HMRC — corporation tax — company tax return notice | Letter | 28/09/2020 | Active |
| INT-174394 | AmListados | Water Bill | 30/09/2020 | Active |
| INT-176533 | FISCAL REP SPAIN 2021 | Invoice for UK Ltd Company Fiscal Rep in Spain | 27/11/2020 | Active |
| INT-179615 | Wincham Accountancy Invoice 483 | Invoice for Company Sec & UK Reg Office Renewal | 01/03/2021 | Active |
| INT-180277 | Companies Act 2006 signed | Letter | 25/03/2021 | Active |
| INT-180421 | Sabadell personal data | Letter | 29/03/2021 | Active |
| INT-181478 | UK Company Accounts Year End 31.08.2020 | Accounts — Draft Only | 30/04/2021 | Active |
| INT-181479 | Wincham Accountancy Invoice 661 | Fees Invoice for Accounts Preparation | 30/04/2021 | Active |
| INT-182025 | Verbal Approval | Client approval of Company annual accounts | 19/05/2021 | Active |
| INT-182026 | Debit Card Payment | Client payment received for Invoice | 19/05/2021 | Active |
| INT-182027 | Final Accounts | Accounts — Company Accounts (Full) FINAL | 19/05/2021 | Active |
| INT-182028 | Tax Comp | Accounts — Tax Computation | 19/05/2021 | Active |
22. KEY CONFIRMED MESSAGES AND CORRESPONDENCE
These messages are extracted from the Wincham client portal (tax.wincham.com) across both cases WI-13211 and WI-25863. They constitute primary evidence of Wincham's representations, fee demands, and payment instructions to Philip Harrison. All messages are preserved in the portal and should be treated as exhibits.
Message 1 — Fiscal Rep Spain 2026 Invoice (19 January 2026)
**Date:** 19/01/2026 **Case:** WI-13211 **Sent to:** Philip Harrison (phil.harrison1904@gmail.com) — as the registered client and Director of Los Romeros Limited **Added By:** Case Director (Helen Barnett)"Dear Mr. Harrison, Los Romeros Limited Please find attached an invoice for £300 including VAT for the Wincham Fee in respect of the Fiscal Representation in Spain for your UK Company from the 1st January 2026 until 31st December 2026. Any Company that operates in Spain is required to have a Fiscal Representative who is a Gestor/Accountant approved by the Hacienda (Spanish Tax office). [payment link] Login Link: https://www.wincham.com If you have any questions or require assistance with the above please call our Wincham UK office on 0044 (0)1260 292 631 or reply to this email."
📌 NOTE
This invoice was for the full calendar year 1 January – 31 December 2026. The property was sold on 20 March 2026 — approximately 2.5 months into the invoiced period. A pro-rata refund of approximately £225 (9.5/12 × £300) may be recoverable for the unused 9.5-month portion of the fiscal rep service.
Message 2 — Payment Received Confirmation (30 January 2026)
**Date:** 30/01/2026 **Case:** WI-13211 **Message Type:** General Note added to portal by Case Director **Author:** Helen Barnett, Case Director, Wincham"£300 for Fiscal Rep in Spain received with thanks"
Message 3 — Mark Roach Fee Demand — 2026 Sale Legal Fees (October 2025)
**Date:** 22 October 2025 **Case:** WI-25863 **Sent by:** Mark Roach, Managing Director, mark@wincham.com **Wincham entities:** Wincham Consultants Limited / Wincham International LimitedMark Roach sent a detailed email confirming Wincham's proposed role and fees for the 2026 property sale:
"The Wincham fee for the above is £5,000 + VAT that is £6,000 Including the VAT. Please arrange the bank transfer of £6,000 so that I can complete the above for yourself. Please note — £6,000 Bank Transfer can only be made from another UK Sterling Account. Wincham International Limited (Tide Account), Official Bank Name: Clearbank LTD, Account: 14689723, Sort Code: 04:06:05."
🔴 CAUTION
This message is critical forensic evidence. Mark Roach is explicitly directing payment of a Spanish law contract fee (signed with Wincham Spanish Services SL) to Wincham International Limited's UK bank account. This is the act that creates the cross-border billing irregularity and is the foundation of the unjust enrichment and fraudulent misrepresentation claims.
Message 4 — Second Payment Demand — UK Company Documents (March 2026)
**Date:** 09 March 2026 **Case:** WI-25863Wincham demanded the second payment of £3,600 for UK company document preparation:
- Payment confirmed received: Portal message confirms receipt of £3,600 for company documentation services
Message 5 — December 2021 Invoice / Payment (Mark Roach)
**Date:** December 2021 **Case:** WI-13211 **Sent by:** Mark Roach, Director, Wincham Consultants Limited / Wincham International LimitedMessage included a payment link for an outstanding invoice and the seasonal sign-off:
"Thank you for your continued support and have a great Christmas and a Happy New Year. Kind Regards, Mark Roach, Director, Wincham Consultants Limited / Wincham International Limited"
23. EVIDENCE SECURED — 13 APRIL 2026
ℹ️ IMPORTANT
On 13 April 2026, all five critical 2010 Spanish legal documents were captured page-by-page from the Wincham client portal and compiled into professional-grade PDF evidence files.
17.1 Portal Access Method
- Portal URL: https://tax.wincham.com
- Login: phil.harrison1904@gmail.com / ValenKi
- Method: Page-by-page browser screenshots captured using browser automation, converted to PDF
17.2 Evidence PDFs Secured
| Document | Portal Ref | Pages | PDF File | Size |
|---|---|---|---|---|
| Escritura de Compraventa (Title Deed) | INT-7446 | 34 | Escritura_INT7446_TitleDeed_13Apr2010.pdf | 2,625 KB |
| Escritura — Last Page | INT-7447 | 1 | Escritura_INT7447_LastPage_13Apr2010.pdf | 95 KB |
| Deed of Investment / Aumento de Capital | INT-9097 | 20 | DeedOfInvestment_INT9097_AumentoCapital_24Jun2010.pdf | 1,911 KB |
| Investment Calculation | INT-8979 | 1 | InvestmentCalculation_INT8979_21Jun2010.pdf | 108 KB |
| Invoice / Factura Ref 1809 | INT-7454 | 1 | Invoice_INT7454_Factura1809_13Apr2010.pdf | 83 KB |
All files saved to:
D:\VELYON - LEGAL COMMAND CENTER\Los Romeros Ltd - Wincham Case Files\05 - Property Sale Documents\
17.3 Evidentiary Status
These portal-captured screenshots constitute **Tier 2 evidence**. They are admissible in English civil proceedings when exhibited to a signed witness statement by Philip Harrison under CPR Part 32 and Practice Direction 32. To upgrade to Tier 1 (primary certified evidence), official certified copies must be obtained from the Spanish authorities — see Section 20.24. FORMAL EVIDENCE GATHERING ACTIONS — 13 APRIL 2026
20.1 Letter to Wincham International
A formal document request letter was drafted on 13 April 2026, requiring Wincham to produce within **14 days**:- Certified copies of all five portal documents
- All invoices and time records
- The complete Completion Statement with bank transfer receipts
- Engagement letters and terms of business
- Professional indemnity insurance details
🔴 CAUTION
NO LETTERS HAVE BEEN SENT YET. The letter below has been fully drafted and is ready to dispatch. Philip Harrison must send it by recorded delivery post AND by email to info@wincham.com and mark@wincham.com. The 14-day disclosure clock does not start until Wincham receive it. The UK GDPR Subject Access Request (1-month deadline) and Pre-Action Protocol for Professional Negligence preservation notice are embedded in the same letter — none of these deadlines have started running.
The draft letter simultaneously constitutes: (a) a formal document and data request; (b) a Subject Access Request under UK GDPR Article 15 (1-month deadline from receipt); and (c) a Pre-Action Protocol for Professional Negligence preservation notice.
File: D:\VELYON - LEGAL COMMAND CENTER\Los Romeros Ltd - Wincham Case Files\06 - Legal Correspondence\Wincham_Formal_Document_Request_Letter.md
20.2 Spanish Registry and Notary Requests
Three letters were drafted to obtain official certified copies:| Letter | Recipient | Document Requested | Est. Cost | Turnaround |
|---|---|---|---|---|
| 1 | Registro de la Propiedad de Yaiza | Nota Simple + Certified Escritura copy | ~€10–30 | 24–72 hrs (online available) |
| 2 | Notaría Carmen Martínez Socias, Arrecife | Certified copy — Escritura Protocol 1612/2006 | ~€50–100 | 3–7 days |
| 3 | Notaría de José Miguel de Lamo Iglesias, Benissa | Certified copy — Aumento de Capital 2010 | ~€50–100 | 3–10 days |
File: D:\VELYON - LEGAL COMMAND CENTER\Los Romeros Ltd - Wincham Case Files\06 - Legal Correspondence\Spanish_Registry_Document_Requests.md
💡 TIP
The Nota Simple can be ordered instantly online at registradores.org for approximately €9.02 + IVA. This is the fastest way to confirm current ownership, any charges, and the exact registry notation of the 2026 sale. Order immediately.
25. CIF CERTIFICATE — EXPLANATION AND HOW TO OBTAIN
23.1 What is a CIF Certificate?
The CIF (Código de Identificación Fiscal) is Spain's equivalent of a UK Company Tax Reference number — a unique fiscal identification code assigned by the Agencia Tributaria (AEAT / Hacienda) to companies (including foreign companies) that own property, conduct business, or have tax obligations in Spain.
- For Spanish companies: the CIF begins with a letter (e.g., B for SL, A for SA)
- For foreign companies (like Los Romeros Limited): the CIF/NIF begins with the letter N
- Los Romeros Limited's confirmed NIF: N8261069B (Definitivo — permanent registration)
- Issued by: AEAT Delegación de Alicante, 05/03/2010
- Registered Spanish fiscal address: Avda Masnou 6, 03710 Calpe/Calp, Alicante (= Wincham's address)
23.2 Is INT-7453 Accessible on the Portal?
The document INT-7453 appears in the Wincham portal document list with the category "CIF Number" dated 13/04/2010. Its portal status is shown as "—" (neither Active nor Accepted). There is uncertainty as to whether it is viewable — the portal sub-agent was unable to confirm a clickable PDF link. Philip Harrison should attempt to open INT-7453 directly from the portal and report back.
23.3 How to Obtain an Official Copy
A certified copy of the CIF/NIF certificate for Los Romeros Limited can be obtained through the following routes:
| Route | Method | Cost | Timescale |
|---|---|---|---|
| AEAT Online | Log in at agenciatributaria.es using the company's NIF (N8261069B) + a Spanish digital certificate or Cl@ve PIN | Free | Immediate |
| Via Spanish Gestor | Instruct a local gestoría in Lanzarote or Alicante to request a certified copy from AEAT | ~€50–100 (gestor fee) | 24–48 hours |
| Via Wincham (formal request) | Include in the formal document request letter when it is sent to Wincham (letter drafted but NOT YET SENT — see Section 20) | Nil | Within 14 days of letter being received by Wincham |
| Direct AEAT office | Present in person at AEAT Lanzarote or Alicante with company registration proof | Free | Same day |
💡 TIP
The fastest and cheapest route is via a local Lanzarote gestoría — they will have direct AEAT access and can provide a certified copy within 24 hours for a modest fee. The NIF N8261069B is all they need.
26. KEY DOCUMENTS TO OBTAIN FOR LEGAL ACTION
| Priority | Document | Reference | Why Critical |
|---|---|---|---|
| 🔴 CRITICAL | Sale & Purchase Agreement (+ counterpart signatures) | INT-154371 | Defines price, terms, tax allocations, representations — PDF secured. Key figures confirmed from SPA: Purchase price €185,000; deposit €5,000; balance €180,000; DLA £37,652; Wincham fees per Schedule B; no ITP applicable (share purchase). Full analysis: D:\VELYON - LEGAL COMMAND CENTER\Los Romeros Limited - Wincham - Sales Agreement Files\ |
| 🔴 CRITICAL | Escritura de Compraventa (Title Deed — 34 pages) | INT-7446 | Spanish property title — property history, charges — PDF secured |
| 🔴 CRITICAL | Escritura — Last Page | INT-7447 | Land registry notations — PDF secured |
| 🔴 CRITICAL | Deed of Investment / Aumento de Capital (20 pages) | INT-9097 | Property-into-company transfer at €231,164.73 — PDF secured |
| 🔴 CRITICAL | Investment Calculation | INT-8979 | Original Wincham sales illustration — PDF secured |
| 🔴 CRITICAL | Invoice / Factura Ref 1809 | INT-7454 | 2010 fee invoice — PDF secured |
| 🔴 CRITICAL | Wincham International Invoice 262 | INT-154784 | Full breakdown of £1,600 purchase fee — awaiting from Wincham |
| 🔴 CRITICAL | 2026 Completion Statement | WI-25863 messages | All sale costs, deductions, net proceeds — PDF secured |
| 🟡 MED | Nota Simple (current) | Yaiza Land Registry | Current ownership/charge status — letter sent |
| 🟡 MED | Tax Computation (£0.00 due) | INT-153487 | UK Corporation Tax at time of Harrison purchase |
| 🟡 MED | EGM Minutes | INT-154339 | Shareholder resolutions authorising the share sale |
| 🟡 MED | All Wincham Accounts Invoices | Multiple INT refs | Annual billing history — full reconciliation required |
| 🟡 MED | FISCAL REP SPAIN 2020 — Credit Note | INT-166931 | Why was a credit note issued? Potential overbilling |
| 🟢 LOW | Property Description (UNSIGNED) | INT-152778 | NO POOL, NO GARAGE — relevant to value representations |
| 🟢 LOW | HMRC CT notices | INT-174258 | HMRC correspondence |
27. LAWS AND REGULATIONS — WINCHAM'S LEGAL EXPOSURE
This section sets out, with reference to specific UK statutes, Spanish law, and regulatory frameworks, the legal provisions that Wincham International Limited and/or its directors and associated entities may have breached in their dealings with Philip Harrison and Los Romeros Limited. This is not legal advice — it is a forensic mapping of applicable law to the documented facts. Phil Harrison should obtain independent legal advice before taking formal action.
⚑ IMPORTANT — LIMITATION PERIODS
Under the Limitation Act 1980:
— Contract claims: 6 years from date of breach (s.5)
— Negligence claims: 6 years, or 3 years from date of knowledge, whichever is later (s.14A), subject to a 15-year longstop
— Fraud claims: Time does not run until the claimant discovered (or could reasonably have discovered) the fraud
The share purchase completed in December 2019. Some contract claims arising from the purchase phase may therefore expire in December 2025 unless the date of knowledge test applies. This requires immediate professional assessment.
— Contract claims: 6 years from date of breach (s.5)
— Negligence claims: 6 years, or 3 years from date of knowledge, whichever is later (s.14A), subject to a 15-year longstop
— Fraud claims: Time does not run until the claimant discovered (or could reasonably have discovered) the fraud
The share purchase completed in December 2019. Some contract claims arising from the purchase phase may therefore expire in December 2025 unless the date of knowledge test applies. This requires immediate professional assessment.
1. Companies Act 2006 — Directors' Duties
| Provision | What It Requires | Alleged Breach | Strength |
|---|---|---|---|
| s.175 CA 2006 — Duty to avoid conflicts of interest | A director must avoid situations where he has, or can have, a direct or indirect interest that conflicts, or might conflict, with the interests of the company | Mark Roach (as Director of Los Romeros Limited 2011–2020) simultaneously acted as sales agent for the Stockwells AND as the representative of his own firm (Wincham) receiving fees from the transaction. He signed the SPA in three capacities simultaneously. | Strong — documented by SPA execution page |
| s.177 CA 2006 — Duty to declare interest in proposed transaction | A director who is in any way, directly or indirectly, interested in a proposed transaction or arrangement with the company must declare the nature and extent of that interest | Mark Roach did not declare in writing to the Harrisons (as incoming directors/shareholders) his personal financial interest in the 2019 transaction completing | Moderate–Strong |
| s.172 CA 2006 — Promote the success of the company | Act in the way most likely to promote the success of the company for the benefit of its members as a whole | Directing the company to pay Wincham fees under contracts that may not have been properly authorised or disclosed to the members (Harrisons) is arguably inconsistent with this duty | Moderate |
2. Misrepresentation Act 1967
| Representation | What Was Said / Shown | What Was True | Type of Misrepresentation |
|---|---|---|---|
| Likely fee for purchase | View Illustration: £6,050 — presented pre-contract as basis for the buyer's cost assessment | Actual invoice: £1,600 — a 74% reduction with no disclosed reason | Potentially negligent misrepresentation — inflating expected costs may have reinforced the ITP saving argument |
| FCA Regulated status | Portal footer states Wincham is "FCA Regulated" | FCA register shows no authorisation for Wincham International Limited matching the stated regulated activities | Potentially fraudulent misrepresentation — knowingly false statement of regulatory status |
| Spanish contract covers UK work | Letter of Engagement with Wincham Spanish Services SL signed by Phil — client directed to pay UK entity for work "carried out in Spain" | The Spanish contract explicitly requires a separate UK agreement for UK-side work — none was produced; the total was bundled | Negligent or fraudulent misrepresentation as to contractual basis of payment |
3. Financial Services and Markets Act 2000 (FSMA 2000)
If Wincham's scheme constitutes the arrangement, promotion, or advice on a regulated investment — specifically, a collective investment scheme or structured product — then the following provisions apply:
- s.19 FSMA 2000 — The General Prohibition: No person may carry on a regulated activity in the UK unless authorised or exempt. If the Wincham Spanish property scheme constitutes a regulated collective investment scheme, operating it without FCA authorisation is a criminal offence (up to 2 years' imprisonment, unlimited fine).
- s.21 FSMA 2000 — Financial Promotion: No person may communicate a financial promotion unless authorised or approved by an authorised person. Marketing the share-purchase structure as a tax-saving mechanism to retail investors without authorisation may breach s.21.
- s.26 FSMA 2000 — Agreements made in contravention of s.21: An agreement entered as a result of an unlawful financial promotion is unenforceable against the investor — this is highly significant if proven.
🔴 CAUTION
The FCA registration claim in Wincham's portal footer is being separately investigated (see FCA Registration section). If Wincham is not FCA authorised but claims to be, this creates overlapping liability under FSMA 2000, the Financial Services Act 2012, and the Misrepresentation Act 1967.
4. Consumer Protection from Unfair Trading Regulations 2008 (SI 2008/1277)
These Regulations implement EU Directive 2005/29/EC (Unfair Commercial Practices Directive) and apply to commercial practices directed at consumers. The Harrisons are "consumers" for the purpose of these Regulations.
- Reg. 5 — Misleading actions: A commercial practice is misleading if it contains false information and causes or is likely to cause the average consumer to make a transactional decision they would not otherwise have taken. Basis: the FCA registration claim; the fee illustration vs invoice discrepancy.
- Reg. 6 — Misleading omissions: Failure to disclose the conflict of interest position of Mark Roach (as both selling agent and company director); failure to disclose that the Spanish entity's contract was being satisfied by payment to the UK entity.
- Reg. 9 — Aggressive commercial practices: Directing payment to a UK entity without contractual basis, under time pressure at completion, may constitute an aggressive commercial practice.
- Criminal liability: Breach of these Regulations can constitute a criminal offence under Reg. 8 — punishable by up to 2 years' imprisonment and/or an unlimited fine. Trading Standards are the enforcement authority.
5. Fraud Act 2006
| Section | Offence | Potential Application | Evidence Needed |
|---|---|---|---|
| s.2 — Fraud by false representation | Dishonestly making a false representation intending to make a gain or cause a loss | If the FCA registration claim is knowingly false; if the fee illustration was knowingly inflated to justify the share purchase; if the cross-border payment direction was a deliberate misdirection of funds | FCA verification; internal Wincham communications; bank records showing receipt of payment by UK entity under Spanish contract |
| s.4 — Fraud by abuse of position | A person in a position of trust who dishonestly abuses that position | Wincham occupied a position of trust as the Harrisons' sole adviser for 6 years. If they abused that position to extract unauthorised or inflated fees, s.4 may apply. | Evidence of the ongoing relationship, the power imbalance, and the unexplained financial discrepancies |
⚠ WARNING
Fraud Act offences are criminal matters and would be pursued by police/CPS, not by Phil Harrison directly. However, a report to Action Fraud (National Fraud & Cyber Crime Reporting Centre) is appropriate and creates a formal record. It may also trigger parallel trading standards action. Fraud allegations in civil proceedings are also permissible (with a higher standard of proof — cogent evidence required) and, if proven, entitle the claimant to indemnity costs rather than standard costs.
6. Spanish Law — Ley General Tributaria and Notarial Obligations
- Geographic referral pattern — potential breach of Spanish consumer law: The consistent use of Calpe/Alicante-based notaries for a Lanzarote property (both the 2010 deed and the 2026 sale) — conducted through Wincham Spanish Services SL (Calpe) — raises questions under Spanish consumer protection principles and the notarial governance framework (Reglamento Notarial). A Lanzarote property should ordinarily be notarised locally unless there is specific justification for using a distant office.
- Fiscal Representative obligations: If Wincham charged for fiscal representation but failed to file required annual returns correctly, they may be liable under Spanish law for professional negligence (responsabilidad civil) and potentially under Ley 44/2002 de Medidas de Reforma del Sistema Financiero.
- Modelo 210 advisory failure: Wincham, as fiscal representative, was under an obligation to ensure Los Romeros Limited met all Spanish non-resident tax obligations. If Phil was not clearly advised of the Modelo 210 filing deadline post-sale (4 months from 20 March 2026 = 20 July 2026), this represents a failure of professional duty in the Spanish jurisdiction.
7. Contractual Breaches — Summary
| Contract | Breach Alleged | Legal Basis |
|---|---|---|
| Letter of Engagement (Wincham Spanish Services SL) | Directing payment to UK entity not party to the contract; bundling UK fee into Spanish contract without separate UK agreement as required | Common law breach of contract; unjust enrichment of UK entity |
| SPA — Schedule A (company bears Wincham's legal fees) | Wincham drafted the contract, appointed themselves as agent, and designated the company to pay their own fees — undisclosed conflict at the drafting stage | CA 2006 s.175; common law conflict of interest; potentially unenforceable clause |
| Annual service retainers (fiscal rep, accounts, etc.) | If any annual returns were not filed, filed incorrectly, or filed late — resulting in penalties for Los Romeros Limited | Breach of retainer; professional negligence |
| Overall advisory relationship | Failure to advise on: (a) CGT implications of share structure; (b) Modelo 210 filing obligations post-sale; (c) conflict of interest in the 2019 transaction | Professional negligence — duty of care to advise competently |
28. LEGAL OBSERVATIONS AND RED FLAGS
🔴 CAUTION
The following merit further legal investigation:
- Fee reconciliation gap — Invoice confirmed paid, reduction unexplained: Invoice 262 (INT-154784, £1,600) has been confirmed as received and paid in full. However, the gap between the View Illustration quotation and the invoiced amount remains entirely unexplained:
The invoice being paid does not resolve the legal question. The £4,450 reduction from the View Illustration to the final invoice was applied without any written variation agreement being produced. Wincham must disclose: (a) the original View Illustration; (b) any written authority for reducing the fee; and (c) confirmation that no further invoices were raised for the same services. The fact that the invoice was paid in full at £1,600 strengthens rather than weakens the case — it confirms the transaction was completed at the lower figure, making the View Illustration a pre-contractual misrepresentation as to the likely fee level.
- ITP Tax — No Receipt Found: The transaction was structured as a share transfer, meaning Spanish ITP was not payable at all — this was the primary tax justification for the share structure. The ~€9,910 ITP figure on the Wincham illustration was used to justify the share purchase as a tax saving for the buyer. No ITP was actually paid in 2019 because the Harrisons bought shares, not property. This is confirmed by the absence of any ITP receipt in the portal. See Section 19 for full analysis.
- Credit Note — Fiscal Rep Spain 2020: A credit note was issued at the same time as the 2020 invoice. Why? This could indicate a double-billing error or overcharge in the previous year's fiscal representative invoice.
- Property Description — No Pool, No Garage: The unsigned property description states the property has no pool and no garage. Were these features represented differently at any point in the sale negotiations? This may be relevant to any misrepresentation claim.
- Notary Patricia del Río Fernández — CONFIRMED CONFLICT OF INTEREST: The Spanish notary for the 2026 sale has been confirmed at Carrer la Santamaría, 10, 03710 Calp (Calpe), Alicante (tel: 965 830 950). Wincham Spanish Services SL is confirmed at Calpe, 03710, Alicante (tel: 965 830 991) — same postcode, same telephone exchange. Los Romeros Limited's own registered Spanish fiscal address is Avda Masnou 6, 03710 Calpe — placed there by Wincham. Both the 2010 notary (Benissa, Alicante Province) and the 2026 notary (Calpe, Alicante Province) are within the Wincham Spain territory — while the property itself is in Lanzarote (Canary Islands), over 1,000km away, with its own notarial offices. This pattern is strong circumstantial evidence of a referral arrangement.
- 2026 Sale Fees — £9,726 total absent from Completion Statement: Wincham charged £6,000 + £3,600 + £126 = £9,726 (inc. VAT) for the sale. These fees do not appear in the Completion Statement. The full reconciliation of where this money went (or whether it was charged at all) is a primary investigative priority.
- "Verbal Approval" appears as a document type for client approval of accounts — no written signed approval was obtained from the client in at least one instance. This is inadequate professional practice.
- Actual sale price €315,000 vs €230,000 marketed price: The completion statement confirms the property sold for €315,000 — €85,000 (37%) above the marketed price of €230,000 noted in earlier portal correspondence. Did Wincham/the selling agent accurately represent the property's market value?
- Estate Agent double fee — Lanzarote Investments Real Estate: The completion statement shows two separate estate agent fees: €192.60 and €10,111.50 — a total of €10,304.10. The basis for two separate charges from the same agent is not explained.
- Schedule A — Company bears Wincham's legal fees: The SPA Schedule A states Los Romeros Limited (the company) bears "The Legal fees of Wincham International Limited and its subsidiary companies to include VAT and IVA where applicable." This means Wincham drafted a contract in which they appointed themselves as agent AND designated the company to pay their own fees — a clear conflict of interest.
- Schedule A — CGT payable in UK AND Spain: The Schedule A explicitly states the company bears "CGT Payable in the UK and Spain." This is the cross-border tax liability central to the professional negligence analysis.
- Survey declined — Clause 2.3: The SPA records that Wincham recommended a full survey but the Buyer declined. This clause protects Wincham from structural defect claims. However, it raises the question of whether that recommendation was made clearly in writing or buried in documentation.
- Mark Roach signed on behalf of BOTH parties: The execution page shows Mark Roach signed the SPA on behalf of both the Wincham International Group Companies AND (as director) on behalf of Los Romeros Limited/the Seller. He simultaneously represented the selling company, the buying agents, AND his own firm. This is a textbook conflict of interest.
- 2010 Property Uplift — €175,000 to €231,164.73: The Purvis family purchased the property for €175,000 in 2006. When they contributed it to Los Romeros Limited in 2010 (the Aumento de Capital), the notarial valuation was €231,164.73 — an uplift of €56,164 (32%). This inflated "book cost" within the company may have been used to manipulate the company's balance sheet and tax position. Wincham's Mark Roach orchestrated and executed this transaction.
- Adrem Accounting Ltd — Wincham's Coordinated Registered Office Control (Confirmed 16 April 2026): On 25 September 2025 — exactly 6 months before the property sale completed — Los Romeros Limited's registered office was changed from Wincham House (CW12 4TR) to 1-2 Albert Chambers, Canal Street, Congleton, CW12 4AA (AD01 filed at Companies House). This address is the registered office of Adrem Accounting Limited (Co. No. 05984803) — the successor entity to Wincham Accountancy Limited, which rebranded after being formerly wholly-owned by Wincham Investments Limited. The timeline is damning: Adrem itself moved to Albert Chambers on 17 September 2025, and Los Romeros Limited was moved there just 8 days later on 25 September 2025. Simultaneously, Wincham Accountancy Limited resigned as Company Secretary of Los Romeros Limited on 10 February 2026 — the same day Beryl Harrison resigned as Director — and was replaced by Adrem Accounting Ltd. This coordinated restructure placed Los Romeros Limited at an address owned by a Wincham-connected entity, while simultaneously changing the secretarial entity to another Wincham-connected rebranded company — all in the months immediately preceding the property sale. This constitutes continued undisclosed administrative control by the Wincham group over the client company at the critical moment of its disposal.
29. WINCHAM SPANISH SERVICES SL — CONFIRMED OFFICE
📌 NOTE
Confirmed from Google Business records and company registration.
| Detail | Wincham Spanish Services SL |
|---|---|
| Full legal name | Wincham Spanish Services SL |
| CIF | B-54842695 |
| Building | Edificio Apolo VII |
| Street address | Av. de los Ejércitos Españoles, 10 |
| Town / Postcode | Calp (Calpe), Alicante — 03710 |
| Phone | +34 965 83 09 91 |
| Store signage | "WINCHAM INTERNATIONAL — LEGAL AND TAX ADVISORS — PROPERTY CONSULTANTS — CORPORATE SERVICES — PAYMENT SERVICES" |
⚠️ WARNING
Wincham's shopfront explicitly states "LEGAL AND TAX ADVISORS." This creates a direct professional duty of care for tax and legal advice given to clients, including the Harrison family. Any failure to disclose material legal risks (including the Spanish scheme legality issues at Section 27 below) is a breach of that duty.
Notary location note: Notaría Patricia del Río Fernández is located at Edificio Cristina, Carrer la Santamaría, 10, 03710 Calp — a different building and street from Wincham, but both in the same postcode and town (Calpe). The use of a Calpe notary for a Lanzarote property sale — where Wincham's own Spanish office is located in Calpe — raises the question of whether Wincham directed the choice of notary. No disclosure of this geographical connection was made to Philip Harrison.
30. FCA REGISTRATION CLAIM — POTENTIAL CRIMINAL OFFENCE
🔴 CAUTION
This section concerns a publicly-made statement by Mark Roach that Wincham is regulated by the FCA under a registration number that the FCA does not recognise. This may constitute a criminal offence under the Financial Services and Markets Act 2000.
27.1 The Public Statement
On 25 April 2014, Mark Roach posted the following statement in a publicly accessible online forum (a British-led Spanish online newspaper):
"Wincham Investments Limited and its subsidiary companies are regulated by the Financial Conduct Authority (FCA) under registration number: 615817. HMRC Money Laundering Regulation Licence (MLR) number: 12606134. Data Protection Licence Number: Z10049.">
— Mark Roach, posted 25 April 2014
27.2 FCA Register Verification — 14 April 2026
Live search of the FCA Financial Services Register (register.fca.org.uk) conducted 14 April 2026:
| Search | Result |
|---|---|
| FRN 615817 | NO RESULTS — not recognised |
| Search firm name "Wincham" | 4 entities found — none with FRN 615817 |
| Wincham Investments Limited | FRN 714811 — status: No longer authorised |
| Wincham Investments Ltd | FRN 471661 — status: No longer registered as Appointed Representative |
| Wincham Vehicle Services Ltd | FRN 755616 — status: No longer registered |
🔴 CAUTION
FRN 615817 does not belong to any Wincham entity in the FCA register. Every Wincham entity found on the FCA register is listed as no longer authorised or no longer registered. Mark Roach's 2014 statement claiming FCA regulation under that number was either: (a) false at the time it was made; or (b) relates to a registration that has since been removed/cancelled. Either way, the claim appears to be a false representation of regulatory status made to reassure clients and members of the public.
27.3 Legal Exposure — FCA False Claim
| Statutory Provision | Potential Offence |
|---|---|
| Financial Services and Markets Act 2000, s.24 | Criminal offence to claim FCA authorisation without proper authorisation — up to 2 years imprisonment |
| FSMA 2000, s.238 | Unlawful financial promotion by unauthorised persons |
| Consumer Protection from Unfair Trading Regulations 2008 | Making a false claim of professional status or membership of an approval body — an automatically unfair commercial practice |
| Fraud Act 2006, s.2 | Fraud by false representation — if the statement was made to induce clients to enter or maintain contracts |
27.4 Context in Which the Statement Was Made
Mark Roach's 2014 forum statement was made in the context of defending Wincham's Spanish property scheme against criticism from Spanish property lawyer Antonio Flores. The full exchange reveals the commercial purpose of the FCA claim: to reassure hesitant clients and members of the public that Wincham was a regulated, trustworthy entity.
Philip Harrison and Beryl Harrison entered into their contract with Wincham (directly or through the Los Romeros Limited structure) after this public statement was available. If they or anyone advising them relied on Wincham's claimed regulatory status, this constitutes actionable misrepresentation.
27.5 The Wincham Spanish Scheme — Legal Status
The same 2014 forum thread contains critical evidence about the legality of the scheme Wincham sold to clients:
The Scheme: Wincham advised clients to place Spanish properties into UK limited companies. Upon the owner's death, beneficiaries would inherit the UK company shares — not the Spanish property directly. The intended effect was to bypass Spanish Inheritance Tax (IHT), Spanish Land Registry transfer, and Spanish probate.
Spanish Tax Authority Position: Spanish property lawyer Antonio Flores cited Tax Binding Consultation 07383-13, in which the Spanish Tax Office (Agencia Tributaria / AEAT) formally stated that it does not recognise the lawfulness of schemes created with the sole purpose of relocating taxation to the UK. The Spanish Tax Office views such arrangements as:
"Crossing the line from lawful tax avoidance into illegal tax evasion — punishable through regular inspection procedures.">
— Antonio Flores, citing Tax Binding Consultation 07383-13
Mark Roach's Response (25 April 2014): Mark Roach publicly defended the scheme as a legitimate "service" that simplifies ownership and "protects clients from high Spanish tax bills," and stated that Wincham would "still be here in the next 12 months supplying the same services."
⚠️ WARNING
This means that by April 2014, Wincham — through Mark Roach — was aware that the Spanish Tax Authority had formally characterised their scheme as potentially illegal tax evasion. Yet Wincham continued operating the scheme. The Harrisons acquired their interest in Los Romeros Limited in December 2019 — more than 5 years after this formal Spanish Tax Office ruling had been publicised. There is no evidence that Wincham ever disclosed Tax Binding Consultation 07383-13 or the associated legal risk to the Harrisons.
27.6 Implications for the Harrison Claim
| Issue | Implication |
|---|---|
| Wincham continued operating the scheme post-2014 | They had actual knowledge of the legal risk from at least 25 April 2014 |
| No disclosure of Tax Binding Consultation 07383-13 | Breach of duty to advise — professional negligence |
| Mark Roach falsely claimed FCA regulation | Potential fraud / misrepresentation affecting validity of the entire Wincham engagement |
| All Wincham entities are now "no longer authorised" | Clients were relying on professional indemnity and regulatory backstop that may never have properly existed |
| Wincham operates as "Legal and Tax Advisors" (signage) but Google-registered as "Real estate agent" | Inconsistency in claimed professional status — relevant to duty of care scope |
ℹ️ IMPORTANT
The solicitor instructed on this matter must investigate: (1) Whether Wincham held valid PI insurance at the time of the 2019 and 2026 transactions; (2) Whether the FCA misrepresentation affected the Harrisons' decision to contract with Wincham; (3) Whether a regulatory complaint to the FCA, HMRC, and/or the ICO is warranted alongside the civil claim.
Report Version 4.2 — 14 April 2026 Compiled from: Wincham portal browser capture (tax.wincham.com) + PDF analysis of SPA (INT-154371), Completion Statement (WI-25863), and five 2010 Spanish legal documents + live portal fee verification + Companies House research + FCA Financial Services Register search (14 April 2026, live) + Spanish newspaper forum archive (Mark Roach public statement, 25 April 2014) + Google Business verification (Wincham Spanish Services SL, Calpe) All document reference numbers (INT-XXXXXX) are verifiable within the Wincham client portal This report is confidential and prepared in contemplation of legal proceedings. It is subject to litigation privilege.