Registered number:

04221626

TELEREAL SECURITISATION PLC

FINANCIAL STATEMENTS

FOR THE YEAR ENDED

31 MARCH 2023

TELEREAL SECURITISATION PLC

CONTENTS

Page

Strategic Report

2 - 5

Directors' Report

6 - 8

Independent Auditors' Report

9 - 12

Statement of Profit or Loss and Other Comprehensive Income

13

Statement of Financial Position

14

Statement of Changes in Equity

15

Statement of Cash Flows

16

Notes to the Financial Statements

17 - 37

Page 1

TELEREAL SECURITISATION PLC

STRATEGIC REPORT

FOR THE YEAR ENDED 31 MARCH 2023

Introduction

The directors present their Strategic Report for Telereal Securitisation PLC ("the company") for the year ended

31 March 2023. The directors, in preparing this Strategic Report, have complied with s414C of the Companies

Act 2006.

Business review and future developments

The company is the issuer of securitised bonds which are listed on the Luxembourg Stock Exchange and the

proceeds of which are on-lent to Telereal Securitised Property Limited Partnership (the "Borrower") using loans

known as the term advances.

fee of 0.01% per annum.

Some of the issued securitised bonds are at floating rates. In this case, the company has hedged fully with

interest rate swaps, to achieve a fixed interest rate on the debt. These fixed interest rates match the rates given

to the Borrower under the term advances, subject to a fee of 0.01% per annum.

In June 2022 the company carried out a refinancing in which existing A-3 and A-4 bonds totalling £394,134,000

were redeemed (but not cancelled), amended, re-issued and increased to £650,000,000. Prior to the refinancing,

the A-3 and A-4 bonds had fixed interest rates of 5.5534% and 5.9478% respectively and were fully amortising to

10 December 2031. The amended A-3 and A-4 bonds have a fixed interest rate of 3.5625% and are repayable

with a single repayment on 10 December 2031. The net proceeds of the refinancing were lent on to the Borrower

in the form of term advances with matching terms and rates as the new bonds, subject to a fee of 0.01% per

annum on the interest. The term advances relating to the existing A-3 and A-4 bonds made to the Borrower in

2001 were also amended to reflect the amended terms of the A-3 and A-4 bonds. Bond break costs of

£76,703,000 and other refinancing fees were recovered in full from the Borrower under the terms of the Issuer

Borrower Facility Agreement ("IBFA").

Up until 31 December 2021 the securitised floating rate bonds issued by the company, along with their

associated interest rate swaps, were linked to the London Inter-bank Offered Rate (LIBOR). Following the

cessation of this interest rate benchmark with effect from 31 December 2021 the floating rate bonds and swaps

were linked to a synthetic LIBOR benchmark as calculated and published by ICE Benchmark Administration

Limited, the authorised and regulated administrator of LIBOR. In December 2022 all of the floating rate bonds

and their associated interest rate swaps were transitioned from LIBOR to SONIA plus a spread adjustment of

0.1193%. It should be noted that the B-2 bonds, which convert from a fixed rate of interest to a floating rate in

2026, already had a floating rate linked to SONIA and so no change was necessary.

Following the exit of the United Kingdom from the European Union (“Brexit”) it is a requirement of the

Luxembourg Stock Exchange that the company’s financial statements are prepared using International Financial

Reporting Standards and as such these financial statement, which in previous years were prepared using United

Kingdom Accounting Standards, including Financial Reporting Standard 102 (“FRS 102”), are now prepared

using UK-adopted International Financial Reporting Standards (“UK-IFRS”). The transition from FRS 102 to UK-

IFRS has had no impact on any of the numbers set out in these financial statements.

Profit for the year was £

13,318,000

(2022: £

4,245,000

), which can largely be attributed to the fair value

movement on interest rate swaps to which hedge accounting is not applied. Total comprehensive income for the

year was £

86,339,000

(2022: £

71,576,000

). Other comprehensive income, in both the year ended 31 March

2023 and the year ended 31 March 2022, relates to movements in the fair value of effective interest rate swaps.

The total of interest and bond fees receivable has increased from £

255,212,000

in the year ended 31 March

2022 to £

297,909,000

in the year ended 31 March 2023, matched by an increase in interest and bond fees

payable. Changes in the fair value of swaps resulted in an income of £

13,165,000

being recognised in interest

receivable and similar income in the year ended 31 March 2023 (2022: income of £

4,096,000

).

Page 2

TELEREAL SECURITISATION PLC

STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2023

Business review and future developments (continued)

At 31 March 2023 the company's Statement of Financial Position shows a total deficit of £17,736,000 (2022:

£104,075,000). The reduction in the company's total deficit is driven mainly by an improvement in the out-of-the-

money position of the company's interest rate swaps.

The directors do not anticipate any significant change to the company's current activity in the foreseeable future.

Principal risks and uncertainties

Tax risk

Telereal Securitisation PLC is exposed to tax risks resulting from changes in tax legislation and the interpretation

of tax legislation, which may expose the company to a reduction in post-tax income as a consequence of its own

tax affairs or those of the Borrower, with a consequential impact on its ability to meet its obligations to the

company. The directors and senior management of the company remain committed to maintaining an open and

transparent dialogue with HMRC.

Financial risk management

Credit risk

During the year ended 31 March 2012, the company received collateral of £369,000,000 related to two liquidity

facilities provided by Lloyds Banking Group ("Lloyds") as a consequence of Lloyds being downgraded. The

collateral has not been recognised nor corresponding liability to Lloyds in the financial statements as Lloyds

retains the risks and rewards of the collateral.

At 31 March 2023, the amount held under these

collateral

arrangements was £369,000,000 (2022: £369,000,000). Funding for the loan is secured by way of a

fixed

charge on the assets of the Borrower. Whilst the directors accept that the Borrower is exposed to potential

reductions in the value of its properties and could also experience a reduction in its rental income, the contract

between the Borrower and British Telecommunications Plc ("BT") provides significant protection against these

risks, given the term of the contract and the limited flexibility it provides BT to vacate properties and reduce its

rent payable to the Borrower. In this respect, the directors consider that the credit risk associated with BT's ability

to discharge its obligations under the contract with the Borrower is low. The directors consider that the credit risk

associated with the ability of the Borrower to meet its obligations under the terms of the loan agreement is low

(see the Going concern section of the Directors' report below).

Interest rate risk

The company has significant debt financing which exposes it to interest rate risk. As noted above, the company

has in place a policy of risk management that seeks to limit the adverse effects of interest rate movements by

using interest rate swaps to fix the interest rates on floating rate debt, which has the effect of ensuring that the

company pays interest at a fixed rate. Such risk management is dependent on the credit risk associated with

swap counterparties. Derivative instruments are held with counterparties that have A credit ratings. The company

does not believe that there are any other significant uncertainties facing it at this time.

Page 3

TELEREAL SECURITISATION PLC

STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2023

Principal risks and uncertainties (continued)

Financial risk management (continued)

Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash in order to be able to meet liabilities as

they fall due. Owing to the nature of the company's borrowing and its advances to the Borrower, the company's

cash inflows and outflows are closely matched and highly predictable. The amounts shown in note 14 disclose

the contractual undiscounted cash inflows and outflows respectively relating to the company's borrowing and its

on lending to the Borrower.

S172 Compliance Statement

We set out below our s172 Statement in accordance with The Companies (Miscellaneous Reporting)

Regulations 2018 (the Regulations). The Regulations have been in force with effect from 1 January 2019 and

apply to reporting periods starting on or after that date. The Regulations require directors to report how they have

considered their duties under Section 172 of the Companies Act 2006 (the CA 2006) during the reporting period.

As with many companies, decision making within the company is complex and the directors consider many

factors when reaching decisions. Quality decision-making is supported by board meetings. The directors’

principal decisions are always driven by the need to promote the success of the Company for the benefit of its

members as a whole and whilst taking principal decisions they consider all of their duties under the CA 2006,

including having regard to all of the matters under Section 172 (1) a) to f). The impact of principal decisions on

stakeholders is considered in detail and such discussions are noted in board minutes.

The company, at appropriate decision points, seeks guidance from independent advisors to strengthen,

challenge and validate decision making.

Summary of how the Board engages with our stakeholders

The company considers that the stakeholder groups that are impacted by the company, its decisions and its

business activities are the key stakeholders and include bond holders and the company’s shareholders, noting

that other than the directors the company has no employees.

Each of the stakeholder categories listed below (bondholders, investors, etc.) are discussed and reviewed by the

Telereal Trillium Executive Committee. Reports prepared by senior employees in relation to the activities,

business functions and clients of the company are submitted to the Executive Committee for their consideration

on a periodic basis throughout the year, and those reports give due consideration to those stakeholders relevant

to the activity being report on. By reviewing these matters at the highest level in the organisation, the directors

can demonstrate that they have had regard to the need to foster the company’s business relationships with

stakeholders and the effect of that regard, including on the principal decisions taken by the company.

Examples of principal decisions made during the year are:



The decision to refinance the company’s A-3 and A-4 bonds.



The decision to transition the company’s floating rate bonds and associated interest rate swaps from LIBOR

to SONIA.

In making those principal decision the directors gave due consideration to the company’s stakeholders, including

Bondholders and Investors. No other principal decisions that the directors consider require disclosure in these

financial statements, were made by company during the financial year.

Page 4

TELEREAL SECURITISATION PLC

STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2023

Summary of how the Board engages with our stakeholders (continued)

In addition, the directors have had regard, to the following:

Stakeholder

Bondholders

Investors

The Borrower

BT

How the Board has considered their s172 obligations

We have a contractual obligation to provide quarterly updates to the market in a pre-

agreed form. These quarterly investor report (“QIRs”) are publicly

disclosed and

published electronically on both Bloomberg and the Luxembourg Stock Exchange.

The QIRs aim to keep existing investors in our bonds and other creditors updated,

provide potential investors in our bonds with information to assist in any investment

decisions, whilst at the same time ensuring consistency of information disclosed to

the market at all times.

How the company

is

required to act in respect of the bondholders

is largely

governed by the terms and conditions of the bonds and the directors give due

considerations to those terms and conditions when making decisions.

The company’s

Governance Deed is

a governance

framework

adopted

by the

company, under which there is a requirement for the provision of management

information and statutory reporting to be provided to shareholders. The directors give

due consideration to the Governance Deed and to the needs of investors when

making decisions.

The interaction of the company and the Borrower is governed by the IBFA and

management gives due consideration to the requirements of the IBFA when making

decisions.

Whilst BT is not a direct stakeholder of the company, the company is reliant on BT

to pay rent to the Borrower so that the Borrower can in turn pay interest to the

company. The company maintains an open dialogue with BT and both parties (the

company and BT) share information that impacts upon the business of the other.

Financial key performance indicators

Given the straightforward nature of the business, the directors are of the opinion that analysis using key

performance indicators for the company is not necessary or appropriate for an understanding of the

development, performance or position of the business of Telereal Securitisation PLC.

This report was approved by the board on

27 July 2023

and signed by order of the board.

Aaron Burns

Company secretary

Page 5

TELEREAL SECURITISATION PLC

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 MARCH 2023

The

directors

present

their

annual

report and the

audited

financial statements

for the

year

ended

31 March 2023

.

Dividends

The directors do not propose payment of a dividend (2022: £nil).

Directors

The

directors

who served during the

year

and up to the date of signing the financial statements

were:

Adam Dakin

Graham Edwards

Russell Gurnhill

Michael Hackenbroch

Wilmington Trust SP Services (London) Limited

Going concern

At 31 March 2023 the company has net liabilities of £

17,736,000

and net current liabilities of £

106,000

.

Management has prepared forecast cash flows for at least 12 months from the date of signing these financial

statements and considered the recoverability and liquidity of the company’s current assets and liabilities. In order

to meets its obligations to the bond holders, in respect of interest and debt amortisation payments, the company

is reliant on the Borrower meeting its obligations to the company. In order to meet its obligations to the company,

the Borrower is reliant on BT meeting its contractual obligations to the Borrower. Management has carried out an

assessment of BT, based on recent credit ratings and financial results and are satisfied that BT will be able to

continue to meet its contractual obligations to the Borrower for at least 12 months after the date of signing these

financial statements. In considering going concern the directors have taken into account the reasonable worst-

case scenario of BT not being able to fulfil its obligation to the Borrower, the directors consider that the risk of BT

becoming insolvent is low due to the nature of regulatory controls under which the BT Group operates. In the

unlikely event of default, it is probable that the government would appoint another operator to fulfil BT's

obligations in respect of national infrastructure.

The directors confirm that they are satisfied that the company has adequate resources to meet its liabilities when

they fall due and hence they continue to adopt the going concern basis in preparing the financial statements.

Qualifying third party indemnity provisions

Qualifying third party indemnity provisions (as defined by section 234 of the Companies Act 2006), commonly

known as Directors and Officers insurance, in relation to certain losses and liabilities which the directors may

incur (or have incurred) to third parties in the course of their professional duties, were in force for the directors for

their periods of directorship and at the date of this report, which is also the date of approval of the financial

statements.

Page 6

TELEREAL SECURITISATION PLC

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2023

Matters covered in the strategic report

Details of principal activities, business review, future developments, and financial risk management can be found

in the Strategic Report above and form part of this report by cross-reference.

Stakeholder engagement

Details of stakeholder engagement can be found can be found in the Strategic Report above and form part of

this report by cross-reference.

Statement of Directors' responsibilities in respect of the Strategic Report, the Directors' Report

and the financial statements

The

directors

are

responsible for preparing the

Strategic Report,

Directors' Report

and the financial statements,

in accordance with applicable law and regulations.

Company law requires the

directors

to prepare financial statements for each financial year. Under that law

they

have

elected to prepare the financial statements in accordance with UK-adopted international accounting

standards and applicable law. In addition, the financial statements are required under the Luxembourg

Transparency Act to be prepared in accordance with International Financial Reporting Standards as adopted by

European Union (EU-IFRS).

Under company law the

directors

must not approve the financial statements unless

they are

satisfied that they

give a true and fair view of the state of affairs of the

company

and of its profit or loss for that period. In preparing

the financial statements, the

directors

are

required to:



select suitable accounting policies and then apply them consistently;



make judgements and estimates that are reasonable, relevant and reliable;



state whether they have been prepared in accordance with UK-adopted international accounting standards

and International Financial Reporting Standards as adopted by the European Union (EU-IFRS);



assess the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to

going concern;



use the going concern basis of accounting unless they either intend to liquidate the Company or to cease

operations, or have no realistic alternative but to do so.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain

the Company’s transactions and disclose with reasonable accuracy at any time the financial position of the

Company and enable them to ensure that its financial statements comply with the Companies Act 2006. They

are responsible for such internal control as they determine is necessary to enable the preparation of financial

statements that are free from material misstatement, whether due to fraud or error, and have general

responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and

to prevent and detect fraud and other irregularities.

The directors are responsible for preparing the financial statements in accordance with Commission Delegated

Regulation (EU) 2019/815 with regard to regulatory technical standards on the specification of a single electronic

reporting format.

Under applicable law and regulations, the directors are also responsible for preparing a Strategic Report and a

Directors’ Report that complies with that law and those regulations.

Page 7

TELEREAL SECURITISATION PLC

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 MARCH 2023

Directors' confirmations of disclosure of information to auditors

In the case of each

director

in office at the date the

Directors' Report

is approved:



so far as

the director

is aware, there is no relevant audit information of which the company's auditors are

unaware, and



the director

has taken all the steps that ought to have taken as a

director

in order to make themselves aware

of any relevant audit information and to establish that the company's auditors are aware of that information.

Auditors

The independent auditors, KPMG LLP, will be proposed for reappointment in accordance with section 489 of the

Companies Act 2006.

This report was approved by the board o

n 27 July 2023

and signed by order of the board.

Aaron Burns

Company secretary

Page 8

1.

Our opinion is unmodified

We have audited the financial statements of Telereal

Securitisation PLC (“the Company”) for the year ended

31 March 2023 which comprise the Statement of Profit

or Loss and Other Comprehensive Income, the

Statement of Financial Position, the Statement of

Changes in Equity, the Statement of Cash Flows and the

related notes, including the accounting policies in note

2.

In our opinion the financial statements:

—

give a true and fair view of the state of the

Company’s affairs as at 31 March 2023 and of its

profit for the year then ended;

—

have been properly prepared in accordance with UK-

adopted international accounting standards; and

—

have been prepared in accordance with the

requirements of the Companies Act 2006.

Additional opinion in relation to IFRSs as adopted by the

European Union

As explained in note 1 to the financial statements, the

Company, in addition to complying with its legal

obligation to apply UK-adopted international accounting

standards, has also applied International Financial

Reporting Standards adopted pursuant to Regulation

(EC) No 1606/2002 as it applies in the European Union

(“IFRSs as adopted by the EU”).

In our opinion the financial statements have been

properly prepared in accordance with IFRSs as adopted

by the EU.

Independent

auditor’s report

to the members of Telereal Securitisation PLC

Overview

Materiality:

financial

statements as a

whole

£38m

1% of Total Assets

Key audit matters

Recurring risks

Fair value disclosures for

the Zero Coupon Bond

◄

►

Basis for opinion

We conducted our audit in accordance with

International Standards on Auditing (UK) (“ISAs (UK)”)

and applicable law.

Our responsibilities are described

below.

We have fulfilled our ethical responsibilities

under, and are independent of the Company in

accordance with, UK ethical requirements including the

FRC Ethical Standard as applied to listed entities. We

believe that the audit evidence we have obtained is a

sufficient and appropriate basis for our opinion.

2.

Key audit matters: our assessment of risks of material misstatement

Key audit matters are those matters that, in our professional judgement, were of most significance in the audit of the financial statements

and include the most significant assessed risks of material misstatement (whether or not due to fraud) identified by us, including those

which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the

engagement team.

These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our

opinion thereon, and we do not provide a separate opinion on these matters.

In arriving at our audit opinion above, the key audit matter

is as follows:

The risk

Our response

Fair value disclosure for the Zero

Coupon Bond

£1,529m ; 2022: £1,373m

Refer to page 22 (accounting policy)

and pages 28, 29 and 30 (financial

disclosures).

Disclosure quality

The Company issued securitised bonds on

the Luxembourg Stock Exchange. The bonds

are carried at amortised cost on the

statement of financial position, however,

their fair value is disclosed within Note 14 of

the financial statements.

The zero coupon bonds were issued at a

large discount to their nominal value, bear

no coupon interest and are repayable at

their full nominal value in 2036.

As the zero coupon bonds are not traded on

an active market and therefore have no

direct comparables, the fair value of the

bonds is determined by a discounted cash

flow which requires significant judgement

and estimates by management.

Our procedures included:

Methodology choice

: We challenged the company's

management on the valuation method utilised for

the zero coupon bond;

Independent reperformance

: With the assistance of

our specialists, we performed independent

valuations of the fair value of the zero coupon

bonds. Our specialist independently determined an

appropriate discount rate, credit rating and credit

spread in deriving their valuation, which we then

compared to company’s to assess whether the

adopted fair value was appropriate.

Assessing transparency:

We critically assessed the

adequacy of the Company’s disclosures about the

methods and sensitivity to key assumptions made.

3.

Our application of materiality and an overview of the scope of

our audit

Materiality for the financial statements as a whole was set at

£38m, determined with reference to a benchmark of total assets,

of which it represents 1%.

In line with our audit methodology, our procedures on individual

account balances and disclosures were performed to a lower

threshold, performance materiality, so as to reduce to an

acceptable level the risk that individually immaterial

misstatements in individual account balances add up to a

material amount across the financial statements as a whole.

Performance materiality was set at 65% of materiality for the

financial statements as a whole, which equates to £24.7m. We

applied this percentage in our determination of performance

materiality based on this being our first year audit.

We agreed to report to the directors any corrected or

uncorrected identified misstatements exceeding £1.9m, in

addition to other identified misstatements that warranted

reporting on qualitative grounds.

Our audit of the Company was undertaken to the materiality

level specified above and was performed by a single audit team.

The scope of the audit work performed was predominately

substantive as we placed limited reliance upon the Company’s

internal control over financial reporting.

Total assets

£3,809m

Materiality

£38m

£38m

Whole financial

statements

materiality

£24.7m

Whole financial

statements performance

materiality

£1.9m

Misstatements

reported to the

directors

Total Assets

Materiality

4.

Going concern

The Directors have prepared the financial statements on

the going concern basis as they do not intend to liquidate

the Company or to cease its operations, and as they have

concluded that the Company’s financial position means that

this is realistic. They have also concluded that there are no

material uncertainties that could have cast significant doubt

over its ability to continue as a going concern for at least a

year from the date of approval of the financial statements

(“the going concern period”).

We used our knowledge of the Company, its industry, and

the general economic environment to identify the inherent

risk to its business model and analysed how that risk might

affect the Company’s financial resources or ability to

continue operations over the going concern period. The risk

that we considered most likely to adversely affect the

Company’s available financial resources over this period

was: a deterioration in the creditworthiness of British

Telecommunications Plc

(“BT”) which would impact the

ability of BT to meet its obligations to Telereal Securitised

Property Limited Partnerships (the “Borrower”) and

consequently put financial pressure on the ability of the

Company to meet its debts as and when they fall due.

We considered whether this risk could plausibly affect the

liquidity in the going concern period by assessing the

degree of downside assumption that, individually and

collectively, could result in a liquidity issue, taking into

account the Company’s current and projected cash (a

reverse stress test).

We considered whether the going concern disclosure in

note 2 to the financial statements gives a full and accurate

description of the directors’ assessment of going concern,

including the identified risk, dependencies, and related

sensitivities.

Our conclusions based on this work:

—

we consider that the directors’ use of the going concern

basis of accounting in the preparation of the financial

statements is appropriate;

—

we have not identified, and concur with the directors’

assessment that there is not, a material uncertainty

related to events or conditions that, individually or

collectively, may cast significant doubt on the

Company's ability to continue as a going concern for the

going concern period; and

—

we found the going concern disclosure in note 2.2 to be

acceptable.

However, as we cannot predict all future events or

conditions and as subsequent events may result in

outcomes that are inconsistent with judgements that were

reasonable at the time they were made, the above

conclusions are not a guarantee that the Company will

continue in operation

5.

Fraud and breaches of laws and regulations – ability to

detect

Identifying and responding to risks of material misstatement

due to fraud

To identify risks of material misstatement due to fraud

(“fraud risks”) we assessed events or conditions that could

indicate an incentive or pressure to commit fraud or

provide an opportunity to commit fraud. Our risk

assessment procedures included:

•

Enquiring of directors and key management personnel

and inspection of policy documentation as to the

Company’s high-level

policies and procedures to

prevent and detect fraud, and the Company’s channel

for “whistleblowing,” as well as whether they have

knowledge of any actual, suspected or alleged fraud.

•

Reading Board meeting minutes.

•

Using analytical procedures to identify any unusual or

unexpected relationships.

As required by auditing standards, we perform procedures to

address the risk of management override of controls, in

particular

the risk that management may be in a position to

make inappropriate accounting entries and the risk of bias in

accounting estimates.

On this audit we do not believe there is a fraud risk related to

revenue recognition because income is predominantly comprised

of intercompany interest and management fees which are all

contractual, periodic payments that are predictable in nature

with limited levels of complexity. Additionally, these are non-

judgemental, straight-forward income streams with limited

opportunity for manipulation.

We did not identify any additional fraud risks.

We performed procedures including identifying journal entries to

test based on risk criteria and comparing the identified entries to

supporting documentation. These included those posted by

senior finance management and journal entries made to

unrelated accounts.

Identifying and responding to risks of material misstatement due

to non-compliance with laws and regulations

We identified areas of laws and regulations that could reasonably

be expected to have a material effect on the financial statements

from our general commercial and sector experience and through

discussion with the directors and management (as required by

auditing standards) and discussed with the directors and

management the policies and procedures regarding compliance

with laws and regulations. As the Company is regulated, our

assessment of risks involved gaining an understanding of the

control environment including the entity’s procedures for

complying with regulatory requirements.

The potential effect of these laws and regulations on the financial

statements varies considerably.

The Company is subject to laws and regulations that directly

affect the financial statements including financial reporting

legislation (including related companies’ legislation),

distributable profits legislation and taxation legislation and we

assessed the extent of compliance with these laws and

regulations as part of our procedures on the related financial

statements items.

Whilst the Company is subject to many other laws and

regulations, we did not identify any others where the

consequences of non-compliance alone could have a material

effect on amounts or disclosures in the financial statements.

Context of the ability of the audit to detect fraud or breaches of

law or regulation

Owing to the inherent limitations of an audit, there is an

unavoidable risk that we may not have detected some material

misstatements in the financial statements, even though we have

properly planned and performed our audit in accordance with

auditing standards. For example, the further removed non-

compliance with laws and regulations is from the events and

transactions reflected in the financial statements, the less likely

the inherently limited procedures required by auditing standards

would identify it.

In addition, as with any audit, there remained a higher risk of

non-detection of fraud, as these may involve collusion, forgery,

intentional omissions, misrepresentations, or the override of

internal controls. Our audit procedures are designed to detect

material misstatement. We are not responsible for preventing

non-compliance or fraud and cannot be expected to detect non-

compliance with all laws and regulations.

6. We have nothing to report on the other information in the

Annual Report

The directors are responsible for the other information

presented in the Annual Report together with the financial

statements.

Our opinion on the financial statements does not

cover the other information and, accordingly, we do not express

an audit opinion or, except as explicitly stated below, any form of

assurance conclusion thereon.

Our responsibility is to read the other information and, in doing

so, consider whether, based on our financial statements audit

work, the information therein is materially misstated or

inconsistent with the financial statements or our audit

knowledge.

Based solely on that work we have not identified

material misstatements in the other information.

Strategic report and directors’ report

Based solely on our work on the other information:

—

we have not identified material misstatements in the

strategic report and the directors’ report;

—

in our opinion the information given in those reports for the

financial year is consistent with the financial statements; and

—

in our opinion those reports have been prepared in

accordance with the Companies Act 2006.

7.

We have nothing to report on the other matters on which we

are required to report by exception

Under the Companies Act 2006, we are required to report to you

if, in our opinion

—

adequate accounting records have not been kept by the

Company, or returns adequate for our audit have not been

received from branches not visited by us; or

—

the financial statements are not in agreement with the

accounting records and returns; or

—

certain disclosures of directors’ remuneration specified by

law are not made; or

—

we have not received all the information and explanations

we require for our audit.

We have nothing to report in these respects.

8.

European Single Electronic Format (ESEF)

The Company has prepared its financial statements, which

comprise the Statement of Profit or Loss and Other

Comprehensive Income, the Statement of Financial Position, the

Statement of Changes in Equity, the Statement of Cash Flows and

the related notes, in ESEF. The requirements for this format are

set out in the Commission Delegated Regulation (EU) 2019/815

with regard to regulatory technical standards on the specification

of a single electronic reporting format (“the ESEF Regulation”).

The Directors are responsible for preparing the financial

statements in accordance with the ESEF regulation. We were

engaged by the company to report on whether the financial

statements are prepared, in all material respects, in accordance

with the ESEF regulation.

We have examined the financial statements on order to

determine whether the financial statements of the Company as

at 31 March 2023 have been prepared in compliance with the

relevant requirements in the ESEF Regulation that are applicable

to financial statements. This relates to financial statements

prepared in a valid xHTML format.

In our opinion the financial statements of the Company as at 31

March 2023, identified as“

213800HO84XTEA5NZO43-2023-03-31-

en

” have been prepared, in all material respects, in compliance

with the requirements of the ESEF Regulation.

9.

Respective responsibilities

Directors’ responsibilities

As explained more fully in their statement set out on page 6, the

directors are responsible for: the preparation of the financial

statements including being satisfied that they give a true and fair

view; such internal control as they determine is necessary to

enable the preparation of financial statements that are free from

material misstatement, whether due to fraud or error; assessing

the Company’s ability to continue as a going concern, disclosing,

as applicable, matters related to going concern; and using the

going concern basis of accounting unless they either intend to

liquidate the Company or to cease operations, or have no

realistic alternative but to do so.

Auditor’s responsibilities

Our objectives are to obtain reasonable assurance about whether

the financial statements as a whole are free from material

misstatement, whether due to fraud or error, and to issue our

opinion in an auditor’s report.

Reasonable assurance is a high

level of assurance, but does not guarantee that an audit

conducted in accordance with ISAs (UK) will always detect a

material misstatement when it exists.

Misstatements can arise

from fraud or error and are considered material if, individually or

in aggregate, they could reasonably be expected to influence the

economic decisions of users taken on the basis of the financial

statements.

A fuller description of our responsibilities is provided on the

FRC’s website at

www.frc.org.uk/auditorsresponsibilities

.

10. The purpose of our audit work and to whom we owe our

responsibilities

This report is made solely to the Company’s members, as a body,

in accordance with Chapter 3 of Part 16 of the Companies Act

2006 and the terms of our engagement by the Company.

Our

audit work has been undertaken so that we might state to the

Company’s members those matters we are required to state to

them in an auditor’s report, and the further matters we are

required to state to them in accordance with the terms agreed

with the Company, and for no other purpose.

To the fullest

extent permitted by law, we do not accept or assume

responsibility to anyone other than the Company and the

Company’s members, as a body, for our audit work, for this

report, or for the opinions we have formed.

Richard Kelly (Senior Statutory Auditor)

for and on behalf of KPMG LLP, Statutory Auditor

Chartered Accountants

15 Canada Square

London

E14 5GL

27 July 2023

TELEREAL SECURITISATION PLC

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 MARCH 2023

2023

2022

Note

£000

£000

Revenue

5

6

6

Operating profit

6

6

Finance income

8

311,222

259,452

Finance costs

9

(297,909)

(255,212)

Profit before tax

13,319

4,246

Tax on profit

10

(1)

(1)

Profit for the year

13,318

4,245

Other comprehensive income for the year

Change in fair value of interest rate swaps

73,021

67,331

Other comprehensive income for the year

73,021

67,331

Total comprehensive income for the year

86,339

71,576

All amounts relate to continuing operations.

The notes on

pages 17 to 37

form part of these

financial statements

.

Page 13

TELEREAL SECURITISATION PLC

REGISTERED NUMBER:

04221626

STATEMENT OF FINANCIAL POSITION

AS AT

31 MARCH 2023

31 March

31 March

31 March

2023

2022

2021

Note

£000

£000

£000

Assets

Non-current assets

Loans and other receivables

11

3,706,241

3,397,897

3,396,081

3,706,241

3,397,897

3,396,081

Current assets

Loans and other receivables

11

103,421

142,207

130,471

Cash and cash equivalents

32

26

21

Total assets

3,809,694

3,540,130

3,526,573

Liabilities

Non-current liabilities

Loans and other payables

12

3,723,871

3,501,864

3,571,529

3,723,871

3,501,864

3,571,529

Current liabilities

Loans and other payables

12

103,558

142,340

130,694

Current tax liability

13

1

1

1

Net liabilities

(17,736)

(104,075)

(175,651)

Issued capital and reserves

Called up share capital

16

12

12

12

Hedging reserve

17

(17,625)

(90,646)

(157,977)

Accumulated losses

(123)

(13,441)

(17,686)

Total deficit

(17,736)

(104,075)

(175,651)

Director

The notes on

pages 17 to 37

form part of these

financial statements

.

Page 14

TELEREAL SECURITISATION PLC

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR

ENDED 31 MARCH 2023

Called up

share

capital

Hedging

reserve

Accumulated

losses

Total equity

£000

£000

£000

£000

At 1 April 2021

12

(157,977)

(17,686)

(175,651)

Comprehensive income for the year

Profit for the financial year

-

-

4,245

4,245

Other comprehensive income for the year

Change in fair value of interest rate swaps

-

67,331

-

67,331

Total other comprehensive income for the year

-

67,331

-

67,331

Total comprehensive income for the year

-

67,331

4,245

71,576

At 31 March 2022

and 1 April 2022

12

(90,646)

(13,441)

(104,075)

Comprehensive income for the year

Profit for the financial year

-

-

13,318

13,318

Other comprehensive income for the year

Change in fair value of interest rate swaps

-

73,021

-

73,021

Total other comprehensive income for the year

-

73,021

-

73,021

-

73,021

13,318

86,339

12

(17,625)

(123)

(17,736)

Total comprehensive income for the year

At 31 March 2023

The notes on pages 1

7

to 3

7

form part of these financial statements.

Page 15

TELEREAL SECURITISATION PLC

26

The notes on

pages 17 to 37

form part of these

financial statements

.

Page 16

TELEREAL SECURITISATION PLC

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2023