A L E A D I N G M A N C H E S T E R C I T Y C E N T R E R E S IDE N T I A L DE V E L O P E R

BE E C H H O L DI N G S ( M A N C H E S T E R ) LT D I N V E S T M E N T P R O DU C T

This brochure has been approved by BlackStar Wealth Management Limited for distribution only to persons authorised to receive the

Company’s Information Memorandum dated 2016 (IM).

> Two distinct products: > A Growth Product with a minimum return of 50% > An Income Product paying 8% per annum

> Growth Product - Fixed return of 8% per annum, simple interest accrues, with a > 10% bonus of the initial amount invested, on 30th September 2021. Growth > interest accrues from day of investment and is calculated on a pro-rata basis

> Income Product - Fixed return of 8% per annum until 30th September > 2021. Interest paid half-yearly; interest accrues from day of investment

> Invest from £20,000; with £1,000 multiples

> Independent Security Trustees receive, hold and manage investors’ funds

> Trustees are regulated by the Guernsey Financial Services Commission

> Investment open to Cash and SIPP/SSAS pension investors

> Trustees have a first and only legal charge, held on behalf of investors, on prime residential development sites in Manchester City Centre

> Legal charge registered at the Land Registry

> Personal Guarantee from Stephen Beech, net asset value £15m, held by the security trustees on behalf of investors

> Beech Holdings welcomes any professional due diligence

T H E I N V E S T M E N T P R O DU C T S - K E Y F E AT U R E S

BEECH HOLDINGS WELCOMES

PROFESSIONAL DUE DILIGENCE

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> 0 4 W E L C O M E T O M A N C H E S T E R

> 0 5 C h a n g in g D e m o g r a p hi c s

> 0 6 T h e UK a n d M a n c h e s t e r P r o p e r t y M a r ke t s

> 07 Wh y M a n c h e s t e r?

> 0 8 M a n c h e s t e r – P a s t a n d P r e s e n t

> 0 9 In v e s t m e n t f o r Gr o w t h

> 10 E du c a t i o n a n d C ul t ur e

> 1 1 T H E B E E C H G R O U P

> 12 B a c k g r o un d

> 13 Ur b a n D i r e c t i o n

> 14 St r a t e g y a n d A p p r o a c h

> 15 T h e Gr o up

> 16 T h e L e a d e r ship Te a m

> 18 B E E C H P R O J E C T S

> 19 9 0 P r in c e s s St r e e t , M1

> 2 0 25 C r o s s St r e e t , M 2

> 21 B e e c h P r o j e c t s

> 2 2 E xc i t in g J o ur n e y A h e a d

> 2 3 T H E I N V E S T M E N T P R O D U C T S

> 2 4 Tw o D is t in c t P r o du c t s

> 25 Ke y F e a t ur e s

> 26 C h a r a c t e r i s t i c s

> 2 7 P r o t e c t i o n a n d A s sur a n c e

> 28 T h e In v e s t m e n t P r o c e s s a n d C y c l e

> 29 Ke y P a r t n e r s

> 3 0 Fr e qu e n t l y A ske d Q u e s t i o n s

> 3 2 R E C E N T I N V E S T M E N T S I N M A N C H E S T E R

> 3 3 R I S K WA R N I N G A N D D I S C L A I M E R

> 3 4 C O N TA C T U S

C O N T E N T S

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WELCOME TO MANCHESTER

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A structural shift in the UK property market away from the tradition of buying over renting has now resulted in owner occupied property falling to its lowest percentage of the total UK property market. The young professionals of “Generation Rent” are spending on average 15 years of their life in rental property. According to PWC, in their UK Economic Outlook report, more than half will be renting privately by 2025.

With the city’s thriving economy and bustling universities, Manchester attracts and retains a growing number of highly-educated and affluent residents. Population growth in Manchester

Forecast by Manchester City Council.

Household expansion Expected change in number of households p.a 2014-2019

Source: JLL, DCLG

FORECAST ANOTHER 20% OVER THE NEXT 10 YEARS

20% GROWTH OVER THE LAST 20 YEARS

9,000 GREATER MANCHESTER

“ HSBC ESTIMATE THAT 26.85% OF HOUSEHOLDS IN MANCHESTER CURRENTLY RENT”

Changing Demographics

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It is virtually impossible to discuss the UK property market as an entire entity given its fracturednature. The London and South-East market is well documented in terms of the spiraling prices,now making it out of reach for anyone not earning well above the national average to get onto theproperty ladder. These high prices are also giving investors little opportunity to achieve decent yields.

As far as the Beech Holdings investment opportunity goes, we are solely concerned with Manchester and its position within the market.

UK real estate growth is currently strongest in regional markets, with Manchester leading theway. So what’s making the North-West a key investor hotspot? For international investors,buying property in the UK has traditionally meant buying property in London. The sustained growthof the capital’s prime real estate made it the logical investment location. The average property price inLondon in January 1995 was £126,403. By June 2015, this had risen to £619,447, representing a 390% return on investment. Now, however, things are changing.

source; www.home.co.uk

Nowhere has regional growth been felt more than in Manchester. In November 2015 Knight Frank reported that Manchester had seen commercial office investment sales in the third quarter of 2015 40% above the five-year quarterly average. Economic growth in the area, creating thousands of new jobs, means that businesses in the region desperately need new office space, prompting high levels of investment.

So what’s making Manchester the epicentre of regional UK real estate investment? All evidence points to Manchester enjoying a similar type of growth curve seen in London over the next few years. Sustained job growth is driving the large-scale investment in the city’s commercial property sector – and these workers all need a place to live.

“ THE FUTURE REALLY DOES LOOK BRIGHT FOR MANCHESTER”

Source: JLL UK research report 2015

...“We do things differently here”- Anthony H Wilson

The UK and Manchester Property Markets

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“ MANCHESTER AS A CITY IS EVOLVING AND UPSCALING QUICKLY”

Source: JLL

...“Certainly Manchester is the most wonderful city of modern times”

- Benjamin Disraeli

Why Manchester?

Manchester - Why Invest?Manchester has been named by HSBC as the UK’s number one city for property investment, boasting rental yields almost 3 times those in London. With an outlook of sustained economic investment, a growing population and shrinking supply of property, Jones Lang Lasalle expect prices to increase by 22% by 2020 and this is just the start. Manchester is the core city at the heart of the UK government’s Northern Powerhouse plans and £7 billion worth of investment is planned for the region, as Britain attempts to rebalance the economic power of the country away from London.

Economic DevelopmentNew devolved powers, high-speed rail links and enterprise zones with favourable tax conditions are just a few of the planned projects that will drive the economy of Manchester, bringing more visitors and creating new jobs. In November 2015, Chinese president Xi Jinping visited Manchester and announced a major construction project kick-started by Beijing Construction and Engineering Group (BCEG), as well as unveiling

a new direct flight route from Beijing to Manchester with Hainan Airlines, which will begin service in 2016.

Such sustained economic investment will naturally impact on Manchester’s real estate market. It’s a city that people want to be part of. Manchester’s population is rising faster than the national average, yet it’s a city with one of the lowest levels of housing stock.

Who Lives Here?Manchester is home to more 25 to 29-year-olds than the rest of the UK. Attitudes are changing towards homeownership in Britain, with PWC forecasting that over 50% of 20 to 39-year-olds will be renting their property by 2025. Manchester’s population is seen as a ‘golden demographic’ in the eyes of many investors.

SummaryIn summary, the city is very comfortable with its status as the ‘real second capital’ and it’s clear to see the reasons behind this. Constant growth, not standing still and a desire to lead the way both domestically and globally is very much the ‘Manchester way’.

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Manchester, the second city of the UK and the centre of the economic “Northern Powerhouse”, is a thriving cosmopolitan city built upon a strong industrial legacy. Manchester's prominence dates back to the early 19th century, being at the forefront of the Industrial Revolution. Here in the early 21st century, there are many parallels that can be made in the city’s transition during the industrial revolution to the world’s leading industrial metropolis and now to a leading 21st century economy.

Manchester is a city with many impressive statistics to its name.

It was the world’s first industrialised city, home to the first public library, and birthplace of the world’s first computer and the world’s oldest railway station. It’s also where scientists first split the atom and has been home to more than 25 Nobel Prize winners. Manchester continues to be a centre of innovation to this day with the invention of Graphene, the world’s thinnest material at only one atom thick. It has so many practical applications and is set to revolutionise almost every part of everyday life. This futuristic innovation will firmly cement Manchester’s place as a hub of innovation and a global centre for research and development for years to come.

National Graphene Institute - Manchester

HS2 - Manchester

“ THE WORLD’S FIRST INDUSTRIALISED CITY”

Manchester – Past and Present

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Manchester’s rise to be a world leading moderneconomy has seen Oxford Economics predictthat employment growth in the city over thenext five years will exceed many internationalcapitals including Paris, Berlin and Tokyo.

Major investment is being made across Greater Manchester in to all sectors of the economy.Significant infrastructure spending shall make Manchester one of Europe’s best-integrated citieswith seamless transport solutions for its citizens.

£40.6bn planned high speed rail link with travel time to London of only 1h 8m - construction due to start in the next two years

HS2

AIRPORT£1bn being spent over the next 10 years

Upgrade works to provide a new “second city crossing” line and direct connection to the Trafford Centre

“ MANCHESTER AIRPORT IS THE LARGEST UK AIRPORT OUTSIDE OF LONDON”

Investment for Growth

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In terms of further education the Manchester city region has more than 20 colleges and institutions, all of which have varied specialties, from music and the arts to law. The total student population for the city region is almost 400,000.

Manchester’s China Town is the third largest in Europe, and the second biggest in the UK, with one third of England’s Chinese population living in this great city.

Beyond Manchester’s economic strength and centres of educational excellence, Manchester has also long asserted a cultural and sporting influence across the world. The creative energy of the city can be seen first hand in the bustling Northern Quarter and it is no

surprise that the city has been the birthplace of many musical and cultural icons over the years.

Manchester is also home to two of the world’s best known football teams, United and City. Sport is as much at the heart of the city’s culture as its work ethic and the city is home to some of the world’s best sporting facilities for cycling, cricket, golf and a variety of other sports.

All this culminates in Manchester being voted one of the world’s best cities to live in, in a study by the Economist Intelligence Unit, placed ahead of London, New York and Rome for quality of life.

The world-class universities support the biggest student population in Europe, at 105,000 people. The Greater Manchester region has a student population of over 400,000.

“ MANCHESTER’S CHINA TOWN IS THE THIRD LARGEST IN EUROPE”

Education and Culture

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T HE BE E C H GR OUP

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Stephen Beech is Manchester born and bred. In 2001, at the age of 24, he bought his first investment property. Today, he runs one of the most successful property portfolios in the UK. His portfolio stands at 100 properties, equating to 450 bedrooms.

His approach has been to provide low carbon-emitting accommodation by transforming traditional energy-guzzling houses into energy efficient properties using the very latest green technologies. This approach has given his lettings business a niche marketing point and a competitive edge over other landlords. His portfolio has some of the most sought after student accommodation on the market and brings financial benefits to the business with his portfolio being oversubscribed every year.

Through his endeavours in sustainability, Stephen has received a number of commendations including being awarded Best Energy Efficient Refurbishment at the 2011 Environment and Energy Awards ahead of John Lewis and Costa Coffee; and beating Sainsbury’s to win Pioneer of the Year at the Renewable Energy Awards.

“ STEPHEN’S PORTFOLIO STANDS AT 100 PROPERTIES AND 450 BEDROOMS”

Background

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Since 2013 Stephen has turned his attention to Manchester City Centre with the acquisition of unloved, forgotten buildings in prime locations. Often these properties have been neglected for many years, falling into disrepair. His aim is to create affordable, environmentally sustainable and efficiently designed apartments for the increasing number of young professionals living in the city centre.

Demand from recent graduates who previously rented Stephen’s student portfolio led him to research this market and steer his business model towards meeting their demands. This was the provision of high standard, energy efficient and low cost accommodation in a prime central location. The burgeoning graduate and young professional population of Manchester represents a new generation of tenant that are more conscious about sustainability and also want the convenience of a central location and value for money. Stephen recognised that he could meet these demands by renovating neglected buildings to create efficiently designed apartments at affordable rents.

“STEPHEN’S AIM IS TO CREATE AFFORDABLE,

ENVIRONMENTALLY SUSTAINABLE

AND EFFICIENTLY DESIGNED

APARTMENTS”

Urban Direction

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Beech buildings are designed with great thought being given to maximising space and long term durability and efficiency – key things for the business or investors to consider if they intend to own the property for many years.

As well as a focus on sustainability and clever design, Stephen’s 14 years of experience as a landlord dealing with tenants on a daily basis means that his properties are designed with materials specifically chosen for their hard-wearing properties and ease of cleaning to reduce long-term running costs. For example, flooring is British manufactured, Amtico Zebrano, which comes with a surface guarantee to resist wear and tear for 35 years and furniture is fully-fitted with high gloss finish for durability and ease of use.

Following this shift in direction of his business and the rapid expansion of his city centre property portfolio, Stephen has restructured his business into three divisions.

Strategy and Approach“ Beech do things differently than most developers.”

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The Group

LettingsManchester Apartments

Beech GroupStephen Beech

Beech Properties

LettingsJonathan Griffiths

MaintenanceDesign and

Projects

Beech Construction

MDAndrew

Cordwell

Building TeamsAccounts and

Administration

OperationsJoanne Beech

Beech Holdings

DevelopmentJames

Roxborough

Development Team

FinanceDavid Potter

AcquisitionsJustin Rouse

InvestmentOliver Wright

“ 65 employees and growing...”

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Stephen Beech: Business OwnerStephen Beech began his career as a salesman for Moben Kitchens and became the company’s lead salesman in his first year. A budding entrepreneur from an early age, Stephen set up his first company, a motorbike alarm company, at the age of 21 and was a regional winner in Shell’s LiveWire Young Entrepreneur of the Year Award. Stephen established his property portfolio in 2001 with the purchase of his first buy-to-let property which he renovated himself and let out to students. His portfolio has grown to over 100 properties and he has received a number of commendations including Best Energy Efficient Refurbishment at the UK Environment and Energy Awards. In 2014 Stephen Beech turned his attention to Manchester City Centre under the Beech Holdings umbrella. He acquires unloved buildings and renovates them into environmentally sustainable, efficiently designed and affordable apartments. 2015 was a year of seismic growth for Beech Holdings with a turnover of £5m. Stephen’s property portfolio is valued at £25 million with a net asset value of £15 million.

Oliver Wright: Head of InvestmentOliver Wright is Head of Investment and is responsible for the construction, marketing and distribution of Beech Holdings’ investment products. He was FCA regulated, for over 10 years, initially as an investment adviser and subsequently as a mortgage adviser arranging large loans for HNW UK and foreign nationals through onshore and offshore structures and arranging commercial finance for both individuals and companies. For the past 5 years he has been involved in the alternative finance market raising finance for UK property developers.

David Potter: Head of FinanceDavid Potter is Head of Finance with responsibility for managing relationships with the Beech Group’s funders. He has over 25 years’ experience in commercial banking, with RBS, where his duties included leading teams of relationship managers, day-to-day involvement with the SME sector, and helping customers to manage and structure growth. This business and leadership experience is proving invaluable to the Group as it continues to expand across Manchester City Centre. With a BA (Hons) in Financial Services, his experience and qualifications mark David as a stand-out figure in the financial services market.

Justin Rouse: Head of Acquisitions Justin has 19 years’ experience in the North West residential and commercial property markets, and has a wealth of knowledge in commercial agency, development and investment markets. He has advised a variety of businesses including property companies, institutional funds, investors, national developers and professional occupiers. Justin’s extensive connections facilitate Beech Holdings’ ability to identify and secure prime

conversion and development opportunities, commonly on an ‘off-market’ and exclusive basis.

The Leadership Team

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Joanne Beech: Head of OperationsJoanne Beech, Stephen’s sister, joined the company as a consultant in 2008 with a view to develop the administration side of the business and establish management systems and procedures. Joanne now works for the business full time after a 10 year career with consumer goods giant Unilever where she worked as a global communications manager. In that role she was responsible for implementing corporate communication strategies to over 80,000 employees worldwide. Joanne leads the office administration teams across each of the Beech Group’s companies and manages all legal, human resources, communications and service related matters.

Andrew Cordwell: Managing Director of Beech ConstructionAndrew Cordwell BEng (Hons) is managing director of the company, having overall responsibility for its portfolio of projects. An engineer by trade, he has over 20 years’ experience in engineering, project management and building services management. Andrew has a First Class Honours degree in Mechanical Engineering and began his career at DGP International. He brings to the company a wealth of experience in managing commercial, retail and industrial building projects.

James Roxborough: Development SurveyorJames Roxborough joined the company in 2015 after several years working in luxury property development in London, developing predominantly grade II listed buildings into ultra-high specification luxurious flats and town houses in Islington, Bayswater, Kensington and the home counties. James managed the developments from the costing, design and planning stages through to the construction phase, overseeing site managers and liaising with all parties to ensure work was completed on time and on budget. Following a desire to move closer to home and a new challenge with more responsibility, he now works as a Development Surveyor, overseeing and assisting with acquisition, planning, design and construction of all our developments.

Jonathan Griffiths: Lettings ManagerJonathan Griffiths has worked in the lettings industry his entire career and joined Beech Properties in 2007. He manages the lettings negotiation phase and is responsible for ensuring all student properties are pre-let in January ready for the following September. A regular attendee at landlord forums, national landlord association meetings and landlord training courses, he’s continually building his professional development with the business, ensuring the latest technologies and best practices are adopted in the business. Jonathan also manages the maintenance team and the development of new properties overseeing sub-contractors to ensure the properties are developed on time, to budget and to a high standard.

The Leadership Team

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BE E C H P R O JE C T S

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Purchase and Planning

The site was purchased in May 2013 following positive planning confirmation from Paul Butler Associates. The planning application was submitted in November 2013 and planning consent was granted in May 2014.

This project saw the conversion of an unloved and unused 20,000 square foot building that had been derelict for over 10 years into 35 contemporary low carbon apartments. As well as renovation to the existing three floors, a further floor was constructed to create penthouse apartments. The ground floor was converted to retail space bringing welcome facilities to part of the city centre that was in need of regeneration.

The build process took 16 months from start to completion with the apartment building launching in the summer of 2015. The result is a high yielding, sustainable product with incredibly low operating costs which will have a beneficial effect over the lifetime of the building.

Sustainable Features

90 Princess Street has been constructed using environmentally friendly materials and products. These have been carefully selected to reduce the demand on natural resources and energy intensive manufacturing methods, and are designed to reduce day-to-day living costs and encourage residents to lead a more sustainable lifestyle.

BREEAM Outstanding Environmental Rating

BREEAM sets the standard for best practice in sustainable building design, construction and operation and has become one of the most comprehensive and widely recognised measures of a building’s environmental performance. It encourages designers, clients and others to think about low carbon and low impact design, minimising the energy demands created by a building before considering energy efficiency and low carbon technologies.

90 Princess Street is on track to achieving an outstanding rating, which is the highest rating any building can be awarded. It will be the first residential building in the UK to do this, a remarkable achievement.

Financial Success

This development has brought the whole building back to useful purpose, guaranteeing its long term future use. As well as this, it has also been a financial success for the Beech Group.

The finished product is 35 apartments, consisting of studios, one and two bedroom apartments that were pre-sold to overseas investors for a total of £5.2million. All one bed apartments and studios were sold within 4 hours of going on the market, with the remaining properties being sold off-plan over the next 4 weeks.

The newly-formed Manchester Apartments are responsible for the letting and management of the entire building. The development is aimed at the young professional rental market and the apartments were all pre-let within one week of launch - the majority being let off plan before the scheme was finished.

The Beech team used their student portfolio database to engage prospective tenants who appreciate the high standards epitomized by the Beech Group. The apartments are managed as a Private Rented Sector (PRS), with an onsite concierge and maintenance manager.

90 Princess Street, Manchester, M1 From 10-Year Dereliction to 35 Low Carbon Apartments

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This is an iconic building, located right in the heart of Manchester City Centre, close to the main shopping district. Before we acquired the building in mid-2015, using loan note funds, it had sat vacant for a number of years. The purchase attracted the attention of local press who applauded Beech’s intentions to bring such a stunning central building back to useful purpose and guaranteeing its long term future.

The building is within Manchester’s exemption zone for permitted development rights (PDR). Under PDR, developers convert offices to residential without the need for planning permission with a fast track application process, reduced costs, greater certainty and speedier decisions. Beech believes the policy is a useful tool for breathing life back into underused commercial space in the city centre, for providing employment and for creating homes quickly.

Building work started in July 2015 and the project will see the conversion of the upper floors of the building to 27 high design studio, one and two bedroom apartments. The property’s heritage will be respectfully integrated into the new development with the building’s very central location being key to the success of the property. The development will be completed early in 2016.

This property will be retained within Stephen’s property portfolio. Exit finance with Lloyds Bank PLC will replace the loan note funds secured against the building and the funds will be returned to the security trustees.

25 Cross Street, Manchester, M2 Conversion of Beautiful Historic Building in a Prime Location

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Beech Projects

1 Cross Street

25 Cross Street

Portland Street

Waterloo Street

Oxford Street Office

90 Princess Street

121 Princess Street

Newton Street

Minshull Street & Bloom Street

Houldsworth Street

Great Ancoats Street

Future Strategy

The Beech Group will continue to purchase and develop city centre buildings that have fullplanning permission, fall under permitted development rights (PDR), or that have hadpositive planning confirmation from planning consultants, Paul Butler Associates.

Beech will, in future, consider the development of new build apartments when suitable opportunities arise.

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The Beech Group have made a number of acquisitions over the last two years with 10 buildings and 400 units currently in the design, planning or development stage.

Here are a couple of projects we are excited about for 2016...

Exciting Journey Ahead...

105-107 Portland Street

Grade II listed building

Purchased after positive planning confirmation from Paul Butler Associates

Planning consent obtained for 37 apartments, September 2015

Building works commenced January 2016

Purchase and development costs £5m

Gross Development Value £9.2m

New commercial space created, pre-let agreed to niche retailer

121 Princess Street

Iconic city centre Manchester building

Many floors neglected for over 5 years

Acquired July 2015

Target delivery late 2016

A development of 127 apartments

Pre-sale agreed at £15m

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T HE IN V E S T ME N T P R ODUC T S

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The Growth Product – Minimum return of 50%

8% Per annum fixed return investment until 30th September 2021 with a 10% bonus of the initial amount invested. Interest accrues annually and is paid with the 10% bonus on 30th September 2021.

The Income Product – 8% per annum

8% Per annum fixed income investment until 30th September 2021. Interest calculated from day of investment and interest payments are made half-yearly.

Beech Holdings (Manchester) Ltd are offering loan notes to investors that are seeking either accrual of interest with a 10% bonus on 30th September 2021 or a half-yearly fixed return on their investment; with tangible security, via a first and only legal charge (which is registered at the Land Registry) on prime residential sites in Manchester City Centre, with the added security of a personal guarantee from Stephen Beech; who has a property portfolio valued at £25 million with a net asset value of £15 million. The legal charge and guarantees are held by independent security trustees on behalf of loan note holders.

The loan note holder is effectively ‘the Bank’ as the Beech Holdings Loan Note product, structured by JMW Solicitors, is very similar in nature to residential development funding or bridging finance offered by UK financial institutions.

Two Distinct Products

“A PERSONAL PROPERTY

PORTFOLIO VALUED AT £25 MILLION

WITH A NET ASSET VALUE OF £15

MILLION”

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Growth Product - Fixed return of 8% per annum, simple interest accrues annually, until 30th September 2021 with a 10% bonus, of the initial amount invested, at the end of the term. Pro-rata growth interest is calculated from the day of investment until 30th September 2021

Income Product - Fixed return of 8% per annum, paid half yearly on the 31st May and 30th November, interest accrues from the day of investment

Fixed Return Investments until 30th September 2021

Invest from £20,000; with multiples of £1,000

Investor funds are held and managed, on behalf of loan holders, by independent security trustees, Mayfield Trustees Ltd, who are regulated by the Guernsey Financial Services Commission

First and only legal charge on prime developments sites, registered at the Land Registry, held by the trustees on behalf of loan note holders

Personal Guarantee, held by the trustees on behalf of loan note holders, given by Stephen Beech to loan note holders to protect their capital investment and fixed interest payments over the five year term

A pioneering developer with a proven track record

Apartments are either sold off-plan or if they are to be retained within the Beech Group ‘exit’ finance, with a mainstream bank, is agreed at an early stage

Beech Holdings welcome any professional due diligence or risk assessment

In accordance with Inland Revenue regulations interest is paid net of withholding tax at 20%. Interest is paid without the deduction of withholding tax to SIPP/SSAS investors and UK Ltd Companies. Non UK resident investors are subject to the tax rate as per the Double Taxation Agreement between the UK and their country of residence

Key Features

“ A pioneering developer with a proven track record”

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The Investment Products

The Growth Product: 8% fixed return per annum, interest accrues annually, until 3oth September 2021, with a 10% bonus, based on the initial amount invested, at the end of the loan note term.

The Income Product: 8% fixed payment per annum until 3oth September 2021. Interest payments are paid half-yearly on 31st May and 30th November.

Loan Note Holders Security

On behalf of loan note holders leading independent security trustees, Dixcart Trust Corporation Limited, (lead fiduciary, licence number 5830) and Mayfield Trustees (joint licensee; number 51886), a subsidiary of Dixcart, are licenced and regulated by the Guernsey Financial Services Commission as fiduciary agents under The Regulation of Fiduciaries, Administration Businesses and Company Directors (Bailiwick of Guernsey) Law 2000, will hold investors capital and will have, on behalf of loan note holders, the first and only legal charge on the development sites.

Dixcart – Mayfield Trustees Ltd will insure that the loan holders’ security (cash and/or legal charge) are equal to the capital value of the issued loan notes and will hold on behalf of loan note holders the personal guarantee from Stephen Beech.

Our Team

The experienced members of the team within The Beech Group, headed by Stephen Beech, and Beech Construction Partnership Ltd and their team of external professionals, have built an impressive network of contacts over the past fifteen years. The team undertake strict due diligence before purchasing any development site in Manchester City Centre. Also the team at Beech Construction are responsible for the project management and construction of each development and for the sales and marketing of the apartments.

The Residential Development Sites

All of the residential developments are prime sites in central Manchester.

Loan Note Holders Guarantee – Capital and Interest Protection

Stephen Beech who has a property portfolio in Manchester City Centrevalued at £25 million, with a net asset value of £15 million, willstand as guarantor for the loan note holders’ capital and interest payments for the duration of the loan note term; if any shortfall occurred. The guarantee is held by the security trustees on behalf of the loan note holders.

Characteristics

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Mayfield Trustees Ltd, a subsidiary of Dixcart, as security trustees hold and control investors’ funds.

The Trustees have the first and only legal charge on each site; which is registered at the Land Registry.

A personal guarantee from Stephen Beech is held by the trustees to protect the investors’ capital and to secure their fixed interest payments.

Protection and Assurance

ASSURANCEIndependent security trustees hold on behalf of Loan Note Holders

INVESTORS’ FUNDS £

FIRST and ONLY Legal Charge on the development sites

Protection – Capital and Incomeby a PERSONAL GUARANTEE

Held by THE TRUSTEES on behalf of loan note holders to protect investors’ capital and interest payments

INVESTORS’ FUNDS in a segregated bank account

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1. You have read this brochure in conjunction with the Information Memorandum (IM) and wish to invest.

2. You complete the application form and send it together with a copy of your passport and a recent utility bill so that your application may be assessed by Beech Holdings (Manchester) Ltd.

3. Once your application has been underwritten and the anti-money laundering (AML) checks have been completed by us, and the trustees, we will ask you to transfer your funds directly to the segregated bank account held by Mayfield Trustees Ltd with Barclays PLC. Account Name: Mayfield Trustees Ltd Re Beech Holdings (Manchester) Ltd 2021.

4. Your investment starts and interest accrues the day funds are received by Mayfield Trustees Ltd.

5. Beech Holdings (Manchester) Ltd issue a loan note certificate to confirm your investment.

6. The personal guarantee from Stephen Beech is already held by Mayfield Trustees on behalf of loan note holders.

7. The team at Beech identify a development site and a valuation report is submitted to the trustees by a surveyor, who is a member of the Royal Institute of Chartered Surveyors (RICS).

8. Upon successful evaluation of the surveyor’s report the trustees release the site acquisition funds to Kuits Solicitors in Manchester, the group’s property lawyers, who simultaneously register the legal mortgage charge, held by the trustees on behalf of the loan note holders, at the Land Registry.

9. Beech Group start marketing the individual apartments off-plan or arrange for bank refinance to a ‘mainstream’ lender so that the apartments can be retained within the group’s portfolio.

10. Mayfield Trustees release the construction funds to Beech Construction Partnership Ltd in four equal stages, against Quantity Surveyor reports, as the works progress.

11. Once the site construction is complete and the apartments have been sold or the site refinanced the original site acquisition funds and construction funds are returned to Mayfield Trustees. Simultaneously the legal charge is removed at the Land Registry.

12. The team at Beech identify another development site and the process starts again from stage 8.

13. The stages above will take between 6 and 18 months; depending on the nature of the development.

14. At the end of the loan note term your original investment is returned to you and you have the option to reinvest. You also have the option to exit your investment on the third anniversary.

The Investment Process and Cycle

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Key Par tners

Solicitors acting for the Beech Holdings on all site purchases and individual apartment sales

Planning Consultants

Chartered Surveyors

www.beesleyscs.co.ukwww.allensaccountants.com

www.paulbutlerassociates.co.ukwww.barclays.co.uk

www.blackstar.eu.com www.parkinsoncpc.com

www.kuits.com

www.jmw.co.uk

www.dixcart.com

Receiving Bank for investor’s funds. The bank account is held and solely managed by Mayfield Trustees Ltd

Chartered SurveyorsSolicitors advising Beech Holdings in relation to the Loan Note Product

Independent Security Trustees – Mayfield Trustees Ltd the security trustee division of Dixcart.

Group Accountants

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Can a company invest and are joint individual applications allowable?

Yes, a company can make an investment, subject to receipt of the necessary money laundering documents (AML). Joint applications are also acceptable subject to receipt of money laundering documents for each investor.

What documents do you require to complete your AML checks?

Beech Holdings and Mayfield Trustees undertake an electronic AML check. In addition to this check, we require a copy of your passport as proof of identification and a recent proof of address (not a mobile phone bill) and not older than 3 months. For all applications we also require a full 3-year residential address history.

Does this electronic AML check leave a footprint?

No. It matches you against the addresses you provide and doesn’t leave a footprint. It is a specialist AML system.

Can I include this investment as part of my SIPP/SSAS?

Yes the growth product is SIPP/SSAS compliant. A list of SIPP/SSAS providers is available on request.

Why are the interest payments made after the deduction of withholding tax?

Under current HM Revenue and Customs (HMRC) rules the payment of interest must be made after the deduction of withholding tax at 20%. Beech Holdings (Manchester) Ltd will send investors a tax voucher at the end of the tax year confirming the gross interest, net interest and the amount of withholding tax deducted. Interest payments to UK Ltd Companies and to SIPP and SSAS investors are paid gross.

If I am a non-resident of the UK can I have tax paid gross?

Under HMRC rules the tax rate applicable to non UK residents is dependent upon the double taxation agreement between the investors’ country of residence and the UK. Under HMRC rules Beech Holdings have to deduct withholding tax from the interest payments until Beech Holdings have received notification from HMRC that a payment can be made gross or at a lower tax rate. The relevant HMRC application form for the payment of interest gross or at the lower applicable rate is available upon request.

What is the relationship between Dixcart Trust Corporation Ltd and Mayfield Trustees Ltd?

Dixcart are licensed by the Guernsey Financial Services Commission, under lead license number 5830, and Mayfield Trustees Ltd are, joint licence holders number 51886, trustees for all of Dixcart fiduciary trustee work.

Why are you using a trustee in Guernsey?

The Trustees have been selected on the basis of expertise, knowledge of this specialist field and reputation rather than geographical location. The Guernsey Financial Services Commission, by whom they are regulated, are noted for their thoroughness and exceptional diligence.

Is there a due diligence pack available?

Yes. A full suite of documents is available on request.

What happens if the last few apartments on a development prove difficult to sell?

The apartments will be marketed as soon as construction works commence. The sale of the individual apartments on our 90 Princess Street development were all sold ‘off-plan’ six months before the end of construction. Where the apartments are to be retained by the Beech Group mainstream bank ‘exit’ finance is arranged at an early stage.

What legal agreement is in place for the personal guarantee?

The personal guarantee from Stephen Beech is a written legal agreement with Mayfield Trustees who are holding the guarantee on behalf of the loan note holders. A copy of the agreement is available on request.

Frequently asked questions

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What happens if the guarantor dies before the end of the loan note term?

The guarantee is not automatically discharged on death. The executors of the estate will remain liable for any liabilities incurred under the guarantee and they will be unable to finalise the administration of the estate and make distributions to the beneficiaries until the guarantee is discharged.

I see that a company called Beech Holdings Limited has gone into liquidation. Is this company in any way linked to Beech Holdings (Manchester) Ltd?

No. There is no link at all. Beech Holdings (Manchester) Ltd company registration number is 9328893 and Beech Holdings Ltd is 03640632 and is registered as a company in Deeside.

I see that a company called Beech Construction Limited which has been dissolved. Is this company in any way linked to Beech Construction Partnership Ltd?

No. There is no link at all. Beech Construction Partnership Ltd company registration number is 6989319 and Beech Construction Ltd company registration number is 03038885 and is nothing to do with Stephen Beech.

What are permitted development rights?

The Permitted Development Scheme allows developers to convert office buildings into residential apartments without the need for planning permission. A simple form is submitted to the relevant planning department and as long as the exterior look of the building is not being changed, for example by adding extensions or another floor, nor does the building in itself present a flood/asbestos risk and no transport issue is created in the process the local authority cannot say no. A developer is then free to build as many apartments as they wish within the building as long as they follow building regulations. This suits the Beech model of turning old unloved buildings into residential apartments.

What is positive planning?

On occasions where a site doesn’t have planning permission or fall under the permitted development rights then we will engage our planning consultants, Paul Butler Associates, to undertake a planning review. Once and if a successful positive planning review has been received from them we will purchase the site and submit a planning application to the council. Recent examples of sites purchased following a positive planning review include; 90 Princess Street, 105-107 Portland Street, 2 Waterloo Street, and 1 Cross Street, Salford.

I would like to see some your developments and to meet the team at Beech; is this possible?

Yes. We welcome site visits and face to face meetings where one of the team would be pleased to show you around.

Frequently asked questions

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Recent Investments in Manchester

Further private and public sector investment across the city from both domestic and international investors is testament to the city’s economic vitality and its status as a world class business and investment location:

£800m MAGA joint venture with Beijing Construction Engineering Group, this is an £800m investment to transform the airport and surrounding area for rapid expansion of business, aviation, science, and biotechnology industries.

£650m Media City200 acre business hub for media, digital and creative industries. The new home of the BBC.

£800m Noma20 acre mixed-use city centre regeneration scheme led by two UK institutional investors Co-op and Hermes.

£1.5bn Manchester LifeMCC and Sheik Mansours ADUG’s £1bn 10 year agreement to build 6000 homes in the city’s fringe areas.

£600m New BaileySituated next to Spinningfields, New Bailey is an exciting new extension to Manchester's Central Business District comprising of 2.2 million sq ft new Grade A offices and leisure space. The first phase completed Q1 2015.

£1.5bn Spinningfieldsc. 20 acre mixed use city centre regeneration project which has become the northern headquarters for many leading banks, accountancy and law firms.

“MANCHESTER’S GDP GROWTH IS

FORCAST AT 3.5% PER YEAR FROM

2015-2019”Source: JLL

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An investment in Loan Notes involves a high degree of risk. Accordingly, prospective Investors in Loan Notes should consider carefully all of the information set out in The Information Memorandum which should be read in conjunction with this document (and is available on request) and the risks attaching to an investment in the Company, including, in particular, the risks outlined in The Information Memorandum, prior to making any investment decision. The information in The Information Memorandum does not purport to be an exhaustive list or summary of the risks which the Company may encounter and is not set out in any particular order of priority. Investors should consider carefully whether an investment in the Company is suitable for them in the light of the information in this document and the Information Memorandum and the financial resources available to them.

The Company’s business, financial condition or operations could be materially and adversely affected by the occurrence of any of the risks that are described in The Information Memorandum. In such case, the value of the Loan Notes could decline due to any of these risks and investors could lose all or part of their investment. Additional risks and uncertainties not presently known to the Director, or that the Director currently deems immaterial, may also have an adverse effect on the Company.

The Director of the Company is responsible for the information contained in this document, and to the best of his knowledge and belief, having taken all reasonable care to ensure that such is the case, the information contained in this document is in accordance with the facts, and no material fact has been omitted. The Director of the Company has taken all reasonable care to ensure that every statement of fact or opinion included in the communication is true and not misleading given the form and context in which it appears.

Any person who is in any doubt about the investment to which this document relates should consult an authorised person specialising and advising on investments of the kind in question.

The Director of the Company has taken all reasonable care to ensure that any subscriber for Loan Notes (or their professional advisers) have access and can have access at all reasonable times to all information that he or they would reasonably require and reasonably expect to find for the purpose of making an informed assessment of the assets and liabilities, financial position, profits and losses and prospects of the Company, and of the rights attaching to the Loan Notes, which are contained in this document and supported by the Information Memorandum, any accompanying form of acceptance letter or offer letter, and which are available from the company.

This document has been prepared by Beech Holdings Manchester Limited (Company) and approved by BlackstarWealth Management Limited for distribution only to

persons authorised to receive the Company’s Information

Memorandum dated February 2016 (IM). This document has been prepared solely on the basis of summarisingthe investment opportunity set out in the IM and should be read in conjunction with the IM and, specifically, therisk warnings contained therein. Any decision to invest in the Company should be made solely on the basis of theinformation contained in the IM. Distribution of the IM will be in accordance with the relevant provisions of the Financial Services and Markets Act 2000.

This document should not be reproduced or redistributed without the consent of the Company.

Blackstar Wealth Management Limited is authorised and regulated by the FCA and is entered on the FCA’s Registerwith registration number 491609 and can be contacted at 17 Wrens Court, Lower Queen Street, Sutton Coldfield, West Midlands B72 1RT.

This document is not being distributed to persons outside the UK. However, any recipient of this document in jurisdictions outside the UK should inform themselves about and observe any applicable legal requirements. This document does not constitute an offer to sell or an invitation to purchase securities in the Company in any jurisdiction.

If you have not received this document directly from the Company, or via an Authorised Person, your receipt is unauthorised. Please either return this document to the Company (at its address; 60 Oxford Street, Manchester, M1 5EE), or destroy this document immediately if this is

the case.

Risk Warning Disclaimer

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Beech Holdings (Manchester) Ltd60 Oxford StreetManchesterM1 5EE

T: 0044 (0)161 249 2888M: 0044 (0)7908 549 434E: hello@beechholdings.co.uk

Contact Us

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