Alderley Loan Notes: New Documents Raise Serious Questions

In our previous post, we covered concerns about Alderley Group loan notes. These included repayment delays, redemption extensions, winding-up petitions, and investor uncertainty.

We have now reviewed further investor documents. These include materials from unregulated introducers New Capital Link and Oakmount & Partners. Read our material on New Capital Link here.

Interestingly, Oakmount & Partners circulated an advertising email on 24^th April 2026. This is significant because just nine days earlier, HMRC issued a winding-up petition on the same company, Alderley Group (2019) Limited.

The key issue is whether investors received a fair and balanced picture of risk. No finding of wrongdoing has been made against Alderley Group, New Capital Link, Oakmount & Partners, Blue Water Trustees, Butcher & Barlow, or any other party.

What Returns Were Alderley Investors Offered?

Alderley Group Series 3 loan notes offered returns of between 12% and 17% per year. The rate depended on the term selected and how interest was paid.

The documents also promoted bonus payments for larger investments. One New Capital Link factsheet referred to a 12-month product paying 12% monthly, or 15% capital and interest at maturity.

The Information Memorandum, dated 17 September 2024, notes that Alderley sought to raise up to £10 million to support affordable and social housing developments in northwest England.

The Information Memorandum also carried serious warnings, noting that the document had not been approved by an authorised person under the Financial Services and Markets Act 2000 (FSMA). It also warned investors not to invest as they could lose all their money.

Those warnings matter. The issue is whether the wider marketing material was consistent with those warnings.

Risk Claims in the Investor Material

Some investor documents used very reassuring language. One New Capital Link document stated: “No planning risk. No traditional sales risk. No market risk. No construction risk.” 

Investors may want to query why New Capital Link CEO Rachel Buscall allowed such blasé terminology. Read our previous blogs on Rachel and her partner, the convicted fraudster James Baird (aka James Harper), here.

According to one FAQ, primary risks had been “eliminated” through secured contracts with housing associations. It also noted that Alderley had 11 projects in progress. The same document referred to a portfolio GDV of about £65 million and current land values of approximately £11.45 million.

Investors may now ask whether that language was too reassuring. Property development carries risk, even projects involving housing associations. Potential challenges include funding, timing, valuation, contractors, planning, and enforcement risk.

The Financial Conduct Authority says that financial promotions must be fair, clear, and not misleading. While that doesn’t resolve the issue here, it does explain why these statements may deserve scrutiny.

Investor Security

The documents placed strong emphasis on investor security. According to the factsheet, the loan notes were secured by a negative pledge debenture, described as a first legal charge over assets. The FAQ also noted that investors were prioritised for repayment in default, and no other creditors ranked above loan note holders.

However, the Information Memorandum gave a more technical description. It said the security trustee, Blue Water Trustees, would hold a debenture over company assets, and the Security Trustee Agreement was available upon request.

A registered charge does not guarantee repayment. Nor does it prove asset values or future recoveries. Investors may need to know what assets remain available and understand how enforcement would work in practice.

The Butcher & Barlow Letter

The September 2024 due diligence folder included a Butcher & Barlow LLP letter, which said the firm had reviewed an asset schedule that reflected development status as confirmed by Kevin Corish. The letter also referred to values represented by Mr. Corish for Alderley Group.

That wording is important. The letter may appear to offer investors some comfort, but it does not appear to be a solvency opinion, a repayment guarantee, nor an independent valuation. Investors may ask how the letter was explained. They may also ask whether its limits were made clear before investment.

Forecasts and Later Repayment Concerns

The due diligence folder also contained positive financial forecasts, projecting total attributable project revenues of around £106.35 million. It also projected net profit after tax of about £26.21 million. The same forecast showed a total net cash flow of approximately £27.41 million.

Forecasts are not guarantees. The Information Memorandum made that clear. It said that projections and forecasts were those of the company and directors. It also said no assurance was given that objectives would be achieved.

That warning may protect the issuer. However, investors may still examine the overall impression created. This is especially relevant if repayments were later delayed. Investors may ask whether the documents fairly reflected liquidity and repayment risk.

November 2025 Investor Update

A November 2025 update described continued momentum across active sites and referred to developments at Mary Street, Povey Road, Manchester Road, and The Meadows. The update noted that Povey Road had reached its final phase.

Investor updates are not inherently problematic. However, timing and context can matter. Investors may question whether updates provided them with the full financial picture. They may also ask whether any issues relating to liquidity, creditor pressure, or repayment delays were disclosed.

FSMA and Financial Promotion Questions

Section 21 of the FSMA restricts financial promotions. An invitation or inducement must usually be made by an authorised person. Alternatively, it must be approved by an authorised person or fall within an exemption.

The Information Memorandum relied on investor exemptions and referred to investment professionals and sophisticated, high-net-worth investors. For affected investors, this raises important questions, such as:

1. Were investors correctly classified?
2. Did they understand the certification process?
3. Did any introducer explain the risks orally?
4. Were written risk warnings undermined by sales material?

These are factual questions and may need professional advice.

Possible Investor Issues

Investors may wish to consider several issues, including:

1. Did they receive the Information Memorandum before investing?
2. Did they rely on the FAQs or factsheet?
3. Were risks described as “eliminated”?
4. Was the security explained accurately?
5. Were commission and working capital deductions explained?

Investors may also consider whether redemption extensions were clearly disclosed. They may wish to consider whether investor updates were complete and balanced. These questions do not prove a claim, but they may help investors decide whether to seek advice.

Have You Invested in Alderley Group Loan Notes?

We want to hear from Alderley Group loan note investors. We’d like to hear from former introducers, advisers, contractors, and other informed parties. All correspondence will be treated in confidence.

Disclaimer:
Insolvency & Law Ltd is not a firm of solicitors or licensed insolvency practitioners. We do not conduct regulated legal or financial activities. This article is for general information and public interest reporting only. It is not legal, financial, or investment advice. Investors should seek advice from an appropriately authorised professional.