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REGISTERED NUMBER: 02486719

| STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |

| FINANCIAL STATEMENTS |

| FOR THE YEAR ENDED 31 DECEMBER 2024 |

| FOR |

| ARKANCE UK LTD |

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

CONTENTS OF THE FINANCIAL STATEMENTS

for the year ended 31 December 2024

Page |

| Company Information | 1 |

| Strategic Report | 2 |

| Report of the Directors | 4 |

| Report of the Independent Auditors | 6 |

| Income Statement | 10 |

| Other Comprehensive Income | 11 |

| Balance Sheet | 12 |

| Statement of Changes in Equity | 13 |

| Cash Flow Statement | 14 |

| Notes to the Cash Flow Statement | 15 |

| Notes to the Financial Statements | 17 |

| ARKANCE UK LTD |

COMPANY INFORMATION

for the year ended 31 December 2024

| DIRECTORS: | M13 Investissements

| M14 Investissements

| Ms C Robertson

| SECRETARY: | Ms C Robertson

| REGISTERED OFFICE: | 5 Brayford Square

| Brayford Square

| London

| E1 0SG

| REGISTERED NUMBER: | 02486719

| AUDITORS: | Folkes Worton LLP

| 15-17 Church Street

| Stourbridge

| West Midlands

| DY8 1LU

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

STRATEGIC REPORT

for the year ended 31 December 2024

The directors present their strategic report for the year ended 31 December 2024.

REVIEW OF BUSINESS

The result for the period is shown on page 10 and 11. As shown in the income statement, the operating profit for the period was £2,249,049 (2023 - £325,083).

The balance sheet on page 12 shows net assets of £3,126,885 (2023 - £1,184,613) at the end of the period, with a cash position of £10,570,573 (2023 - £1,662,210).

CORPORATE SOCIAL RESPONSIBILITY

- As part of the Monnoyeur Group, Arkance's CSR approach is around three main pillars: integration into our range of solutions to address sustainability issues; responsible management of our operations; and the human aspect of CSR, with a focus on our teams. Working in close partnership with our customers, it is vital that we incorporate sustainability and the ecological transition into the support we offer them, while maintaining a pragmatic approach. We are also mindful of conducting our own activities more responsibly so as to better manage our impacts. Lastly, our CSR approach is focused on our employees, the life force of the company, particularly for a service group such as Arkance.

- As members of the United Nations Global Compact, we are committed to upholding the ten principles and imparting them to our sphere of influence. We recognise the various interdependence's associated with sustainability issues.

PRINCIPAL ACTIVITY

As a partner in the digital transformation of key players in construction and manufacturing, ARKANCE provides its customers with software solutions and training, integration and project management services that enable them to address their operational, financial and environmental challenges. Operating across the UK, ARKANCE consultants have detailed knowledge of the sectors they serve. This gives them an in-depth understanding of project requirements and enables them to provide optimum support for their customers' transformations. ARKANCE is a Platinum reseller of Autodesk solutions, the global leader in design software. From September 2024 Arkance UK now also works as a Partner for Autodesk's agency model focusing on pre-sales and post-sales support and services.

EMPLOYEES

The policy of the company is to employ the most suitably qualified persons regardless of age, religion, gender, sexual orientation or ethnic origin or any other grounds not related to a person's ability to work safely and effectively for the business. The company recognises the importance of ensuring that relevant business information is provided to the employees prior to the employee's commencement date.This is achieved through initial induction (Health Questionnaire, Health & Safety, Anti-Bribery Policy, Skills and Qualifications Assessment) and regular training as required per the Construction Industry Standards

KEY PERFORMANCE INDICATORS

- Customer excellence through exceeding expectations, building relationships, focus on the customer journey, continuous improvement and a proactive approach.

- Employee Satisfaction through employee surveys, retention, training and development, improved employee productivity and skills development.

- Strategic Supplier Implementation of their distribution strategy in the UK, fulfilment of quality requirements and skills and qualifications of our technicians.

FUTURE CONTRACTS/ORDER BOOK

For 2025, our main challenge is to complete this integration into the group, while continuing our expansion and strengthening our growth. Our main focus now is to harmonise and optimise our operations and our offering. We changed our name to Arkance UK to operate as part of the ARKANCE umbrella across Europe and the rest of the world. This will harmonise our market presence, in parallel with the rollout of our be.smart software brand across our network.

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

STRATEGIC REPORT

for the year ended 31 December 2024

GENERAL OVERVIEW

Arkance continues its growth by investing in the right talent and product offering, in terms of software, technology and services, to support the digital transformation of its Construction and Manufacturing clients.

ON BEHALF OF THE BOARD:

Ms C Robertson - Director

5 August 2025

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

REPORT OF THE DIRECTORS

for the year ended 31 December 2024

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of business and domestic software development.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2024.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report.

M13 Investissements

M14 Investissements

Other changes in directors holding office are as follows:

Mr B C Lewis - resigned 1 November 2024

Ms C Robertson - appointed 1 November 2024

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors 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 the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

- | select suitable accounting policies and then apply them consistently;

- | make judgements and accounting estimates that are reasonable and prudent;

- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

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 the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that she ought to have taken as a director in order to make herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

REPORT OF THE DIRECTORS

for the year ended 31 December 2024

AUDITORS

The auditors, Folkes Worton LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Ms C Robertson - Director

5 August 2025

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

ARKANCE UK LTD

Opinion

We have audited the financial statements of ARKANCE UK Ltd (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- | give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended;

- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

- | have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

- | the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- | the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

ARKANCE UK LTD

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

- | adequate accounting records have not been kept, 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.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page four, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for 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 the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

ARKANCE UK LTD

Auditors' responsibilities for the audit of the financial statements

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 a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a 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 the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

- we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the company's sector;

- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, employment, health and safety legislation.

- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence where necessary.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations.

To address the risk of fraud through management bias and override of controls, we:

- performed analytical procedures to identify any unusual or unexpected transactions;

- tested the appropriateness of journal entries;

- assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and

- investigated the rationale behind significant or unusual transactions.

To address the risk that revenue could be misstated due to fraud. we:

- we obtained an understanding of the company's revenue recognition policies and compared these to the accounting standard;

- performed a walkthrough to confirm our understanding of the processes and controls through which the business initiates, records, processes and reports revenue transactions;

- tested a sample of revenue transactions to supporting evidence; and

- tested, on a sample basis, revenue related balances in the balance sheet.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

- agreeing financial statement disclosures to underlying supporting documentation;

- reading the minutes of meetings of those charged with governance;

- enquiring of management as to actual and potential litigation and claims; and

- reviewing correspondence with HMRC and relevant regulators.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF

ARKANCE UK LTD

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

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. 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 a Report of the Auditors 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.

Mr John Hegney FCCA (Senior Statutory Auditor)

for and on behalf of Folkes Worton LLP

15-17 Church Street

Stourbridge

West Midlands

DY8 1LU

5 August 2025

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

INCOME STATEMENT

for the year ended 31 December 2024

| Period

| 1.2.23

| Year Ended |  | to

| 31.12.24 |  | 31.12.23

| Notes | £ | £ |

TURNOVER | 4 | 51,566,860 |  | 34,191,975 |  |

Cost of sales | (40,978,090 | ) | (26,330,490 | ) |

GROSS PROFIT | 10,588,770 |  | 7,861,485 |  |

Administrative expenses | (8,339,721 | ) | (7,536,402 | ) |

OPERATING PROFIT | 6 | 2,249,049 |  | 325,083 |  |

Interest receivable and similar income | 291,961 |  | 47,098 |  |

2,541,010 |  | 372,181 |  |

Amounts written off investments | 7 | (1 | ) | (173,236 | ) |

2,541,009 |  | 198,945 |  |

Interest payable and similar expenses | 8 | (3,676 | ) | (5,319 | ) |

PROFIT BEFORE TAXATION | 2,537,333 |  | 193,626 |  |

Tax on profit | 9 | (595,061 | ) | (115,709 | ) |

PROFIT FOR THE FINANCIAL YEAR | 1,942,272 |  | 77,917 |  |

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

OTHER COMPREHENSIVE INCOME

for the year ended 31 December 2024

| Period

| 1.2.23

| Year Ended |  | to

| 31.12.24 |  | 31.12.23

| Notes | £ | £ |

PROFIT FOR THE YEAR | 1,942,272 |  | 77,917 |  |

OTHER COMPREHENSIVE INCOME | - |  | - |  |

TOTAL COMPREHENSIVE INCOME FOR THE YEAR | 1,942,272 |  | 77,917 |  |

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

BALANCE SHEET

31 December 2024

| 2024 | 2023 |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Intangible assets | 10 | 12,017 |  | 29,763 |  |

Tangible assets | 11 | 64,805 |  | 99,025 |  |

Investments | 12 | - |  | 1 |  |

76,822 |  | 128,789 |  |

CURRENT ASSETS

Debtors | 13 | 16,201,317 |  | 8,187,658 |  |

Cash at bank | 10,570,573 |  | 1,662,210 |  |

26,771,890 |  | 9,849,868 |  |

CREDITORS

Amounts falling due within one year | 14 | 16,574,249 |  | 8,794,044 |  |

NET CURRENT ASSETS | 10,197,641 |  | 1,055,824 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 10,274,463 |  | 1,184,613 |  |

CREDITORS

Amounts falling due after more than one year | 15 | 7,147,578 |  | - |  |

NET ASSETS | 3,126,885 |  | 1,184,613 |  |

CAPITAL AND RESERVES

Called up share capital | 19 | 166 |  | 166 |  |

Retained earnings | 20 | 3,126,719 |  | 1,184,447 |  |

SHAREHOLDERS' FUNDS | 3,126,885 |  | 1,184,613 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 5 August 2025 and were signed on its behalf by:

Ms C Robertson - Director

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

STATEMENT OF CHANGES IN EQUITY

for the year ended 31 December 2024

| Called up |

| share |  | Retained |  | Total

| capital |  | earnings |  | equity

£ | £ | £ |

Balance at 1 February 2023 | 166 |  | 1,106,530 |  | 1,106,696 |  |

Changes in equity

Total comprehensive income | - |  | 77,917 |  | 77,917 |  |

Balance at 31 December 2023 | 166 |  | 1,184,447 |  | 1,184,613 |  |

Changes in equity

Total comprehensive income | - |  | 1,942,272 |  | 1,942,272 |  |

Balance at 31 December 2024 | 166 |  | 3,126,719 |  | 3,126,885 |  |

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

CASH FLOW STATEMENT

for the year ended 31 December 2024

| Period

| 1.2.23

| Year Ended |  | to

| 31.12.24 |  | 31.12.23

| Notes | £ | £ |

Cash flows from operating activities

Cash generated from operations | 1 | 8,642,659 |  | (4,218,150 | ) |

Interest paid | (3,676 | ) | (5,319 | ) |

Tax paid | (593,116 | ) | (627,929 | ) |

Net cash from operating activities | 8,045,867 |  | (4,851,398 | ) |

Cash flows from investing activities

Purchase of tangible fixed assets | (23,967 | ) | (9,208 | ) |

Interest received | 291,961 |  | 47,098 |  |

Net cash from investing activities | 267,994 |  | 37,890 |  |

Cash flows from financing activities

Amts owed from/(to) group undertakings | 573,713 |  | (404,628 | ) |

Net cash from financing activities | 573,713 |  | (404,628 | ) |

Increase/(decrease) in cash and cash equivalents | 8,887,574 |  | (5,218,136 | ) |

Cash and cash equivalents at beginning of year | 2 | 1,375,925 |  | 6,594,061 |  |

Cash and cash equivalents at end of year | 2 | 10,263,499 |  | 1,375,925 |  |

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

NOTES TO THE CASH FLOW STATEMENT

for the year ended 31 December 2024

1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

| Period

| 1.2.23

| Year Ended |  | to

| 31.12.24 |  | 31.12.23

£ | £ |

| Profit before taxation | 2,537,333 |  | 193,626 |  |

| Depreciation charges | 75,933 |  | 92,165 |  |

| Impairment of investments | 1 |  | 173,236 |  |

| Finance costs | 3,676 |  | 5,319 |  |

| Finance income | (291,961 | ) | (47,098 | ) |

2,324,982 |  | 417,248 |  |

| Increase in trade and other debtors | (8,578,924 | ) | (476,105 | ) |

| Increase/(decrease) in trade and other creditors | 14,896,601 |  | (4,159,293 | ) |

| Cash generated from operations | 8,642,659 |  | (4,218,150 | ) |

2. | CASH AND CASH EQUIVALENTS

| The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

| Year ended 31 December 2024

| 31.12.24 |  | 1.1.24

£ | £ |

| Cash and cash equivalents | 10,570,573 |  | 1,662,210 |  |

| Bank overdrafts | (307,074 | ) | (286,285 | ) |

10,263,499 |  | 1,375,925 |  |

| Period ended 31 December 2023

| 31.12.23 |  | 1.2.23

£ | £ |

| Cash and cash equivalents | 1,662,210 |  | 6,594,061 |  |

| Bank overdrafts | (286,285 | ) | - |  |

1,375,925 |  | 6,594,061 |  |

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

NOTES TO THE CASH FLOW STATEMENT

for the year ended 31 December 2024

3. | ANALYSIS OF CHANGES IN NET FUNDS

| At 1.1.24 | Cash flow | At 31.12.24

£ | £ | £ |

| Net cash |

| Cash at bank | 1,662,210 |  | 8,908,363 |  | 10,570,573 |  |

| Bank overdrafts | (286,285 | ) | (20,789 | ) | (307,074 | ) |

1,375,925 |  | 8,887,574 |  | 10,263,499 |  |

| Total | 1,375,925 |  | 8,887,574 |  | 10,263,499 |  |

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

NOTES TO THE FINANCIAL STATEMENTS

for the year ended 31 December 2024

1. | STATUTORY INFORMATION

| ARKANCE UK Ltd is a private company, limited by shares , registered in Not specified/Other. The company's registered number and registered office address can be found on the Company Information page.

| The presentation currency of the financial statements is the Pound Sterling (£).

2. | ACCOUNTING POLICIES

| Basis of preparing the financial statements

| These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

| Preparation of consolidated financial statements

| The financial statements contain information about ARKANCE UK Ltd as an individual company. These financial statements, exclude the results of the subsidiaries and have been prepared on a standalone basis as the subsidiaries have no book value or trading results and are in the process of being dissolved and therefore have no material effect on presented financial statements. The company is exempt under Section 405 of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

| Related party exemption

| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

| Turnover

| Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts,rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

| Sale of goods

| Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

| - the company has transferred the significant risks and rewards of ownership to the buyer;

| - the company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

| - the amount of revenue can be measured reliably;

| - it is probable that the company will receive the consideration due under the transaction; and

| - the costs incurred or to be incurred in respect of the transaction can be measured reliably.

| Goodwill

| Purchased goodwill is the excess of the fair value of the purchase consideration over the fair value of the net assets acquired on acquisition of subsidiary undertakings and is capitalised and amortised over its useful economic life, subject to a maximum period of 10 years. Where impairment of an investment occurs, the amount is written off in the year concerned.

| Tangible fixed assets

| Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

| Fixtures and fittings | - | 25% on reducing balance

| Motor vehicles | - | 25% on reducing balance

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

NOTES TO THE FINANCIAL STATEMENTS - continued

for the year ended 31 December 2024

2. | ACCOUNTING POLICIES - continued

| Taxation

| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

| Current or deferred taxation assets and liabilities are not discounted.

| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

| Deferred tax

| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

| Foreign currencies

| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet 31 December 2024 date.Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

| Pension costs and other post-retirement benefits

| The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

| Short term debtors and creditors

| Short term debtors and creditors with no stated interest rate are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account.

| Loans and borrowings

| Loans and borrowings are initially recognised at the transaction price including transactions costs. Subsequently, they are measured at amortised cost using the effective interest rate method, less impairment.

3. | CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

| Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

| The items in the financial statements where these judgements and estimates have been made include:

| - assessing the useful economic lives attributed to tangible fixed assets used to determine the annual depreciation charge, and

| - the provision required for any bad or doubtful debts.

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

NOTES TO THE FINANCIAL STATEMENTS - continued

for the year ended 31 December 2024

4. | TURNOVER

| The turnover and profit before taxation are attributable to the one principal activity of the company.

| An analysis of turnover by geographical market is given below:

| Period

| 1.2.23

| Year Ended |  | to

| 31.12.24 |  | 31.12.23

£ | £ |

| United Kingdom | 51,566,860 |  | 34,191,975 |  |

51,566,860 |  | 34,191,975 |  |

5. | EMPLOYEES AND DIRECTORS

| Period

| 1.2.23

| Year Ended |  | to

| 31.12.24 |  | 31.12.23

£ | £ |

| Wages and salaries | 5,971,873 |  | 5,313,909 |  |

| Social security costs | 753,307 |  | 735,639 |  |

| Other pension costs | 118,106 |  | 120,330 |  |

6,843,286 |  | 6,169,878 |  |

| The average number of employees during the year was as follows:

| Period

| 1.2.23

| Year Ended |  | to

| 31.12.24 |  | 31.12.23

| Administration and support | 18 |  | 18 |  |

| Sales | 38 |  | 38 |  |

| Other departments | 37 |  | 37 |  |

93 |  | 93 |  |

| The average number of employees by undertakings that were proportionately consolidated during the year was 93 (2023 - 93).

| Period

| 1.2.23

| Year Ended |  | to

| 31.12.24 |  | 31.12.23

£ | £ |

| Directors' remuneration | 178,833 |  | 775,861 |  |

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

NOTES TO THE FINANCIAL STATEMENTS - continued

for the year ended 31 December 2024

6. | OPERATING PROFIT

| The operating profit is stated after charging:

| Period

| 1.2.23

| Year Ended |  | to

| 31.12.24 |  | 31.12.23

£ | £ |

| Depreciation - owned assets | 58,187 |  | 58,252 |  |

| Goodwill amortisation | 17,746 |  | 33,913 |  |

| Auditors' remuneration | 37,500 |  | 37,000 |  |

| Foreign exchange differences | 46,501 |  | 17,270 |  |

| Operating lease expense - plant and machinery | 75,122 |  | 75,122 |  |

7. | AMOUNTS WRITTEN OFF INVESTMENTS |

| Period

| 1.2.23

| Year Ended |  | to

| 31.12.24 |  | 31.12.23

£ | £ |

| Impairment of investments | 1 |  | 173,236 |  |

| Cadline BV is in the process of ceasing to trade. It is expected the company's trade will cease in 2025.

8. | INTEREST PAYABLE AND SIMILAR EXPENSES |

| Period

| 1.2.23

| Year Ended |  | to

| 31.12.24 |  | 31.12.23

£ | £ |

| Interest on overdue tax | 3,576 |  | 5,319 |  |

| Penalty | 100 |  | - |  |

3,676 |  | 5,319 |  |

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

NOTES TO THE FINANCIAL STATEMENTS - continued

for the year ended 31 December 2024

9. | TAXATION

| Analysis of the tax charge

| The tax charge on the profit for the year was as follows:

| Period

| 1.2.23

| Year Ended |  | to

| 31.12.24 |  | 31.12.23

£ | £ |

| Current tax:

| UK corporation tax | 648,271 |  | 107,315 |  |

| (Over)/under provision of tax | (44,762 | ) | 39,443 |  |

| Total current tax | 603,509 |  | 146,758 |  |

| Deferred tax | (8,448 | ) | (31,049 | ) |

| Tax on profit | 595,061 |  | 115,709 |  |

10. | INTANGIBLE FIXED ASSETS

| Goodwill

£ |

| COST

| At 1 January 2024

| and 31 December 2024 | 200,000 |  |

| AMORTISATION

| At 1 January 2024 | 170,237 |  |

| Amortisation for year | 17,746 |  |

| At 31 December 2024 | 187,983 |  |

| NET BOOK VALUE

| At 31 December 2024 | 12,017 |  |

| At 31 December 2023 | 29,763 |  |

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

NOTES TO THE FINANCIAL STATEMENTS - continued

for the year ended 31 December 2024

11. | TANGIBLE FIXED ASSETS

| Fixtures |

| and |  | Motor |

| fittings |  | vehicles |  | Totals

£ | £ | £ |

| COST

| At 1 January 2024 | 439,513 |  | 5,000 |  | 444,513 |  |

| Additions | 23,967 |  | - |  | 23,967 |  |

| At 31 December 2024 | 463,480 |  | 5,000 |  | 468,480 |  |

| DEPRECIATION

| At 1 January 2024 | 340,488 |  | 5,000 |  | 345,488 |  |

| Charge for year | 58,187 |  | - |  | 58,187 |  |

| At 31 December 2024 | 398,675 |  | 5,000 |  | 403,675 |  |

| NET BOOK VALUE

| At 31 December 2024 | 64,805 |  | - |  | 64,805 |  |

| At 31 December 2023 | 99,025 |  | - |  | 99,025 |  |

12. | FIXED ASSET INVESTMENTS

| Unlisted

| investments

£ |

| COST

| At 1 January 2024 | 1 |  |

| Impairments | (1 | ) |

| At 31 December 2024 | - |  |

| NET BOOK VALUE

| At 31 December 2024 | - |  |

| At 31 December 2023 | 1 |  |

| There was impairment of investments by £1 in the carrying amount of the investment at the year end.

13. | DEBTORS

2024 | 2023 |

£ | £ |

| Amounts falling due within one year:

| Trade debtors | 2,119,986 |  | 4,303,614 |  |

| Amounts owed by group undertakings | - |  | 573,714 |  |

| Other debtors | 17,495 |  | 21,687 |  |

| Deferred tax asset | 11,904 |  | 3,455 |  |

| Prepayments and accrued income | 8,435,602 |  | 1,527,633 |  |

| Prepayments | 72,138 |  | 88,402 |  |

10,657,125 |  | 6,518,505 |  |

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

NOTES TO THE FINANCIAL STATEMENTS - continued

for the year ended 31 December 2024

13. | DEBTORS - continued

2024 | 2023 |

£ | £ |

| Amounts falling due after more than one year:

| Prepayments and accrued income | 5,544,192 |  | 1,669,153 |  |

| Aggregate amounts | 16,201,317 |  | 8,187,658 |  |

14. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

2024 | 2023 |

£ | £ |

| Bank loans and overdrafts (see note 16) | 307,074 |  | 286,285 |  |

| Trade creditors | 3,403,625 |  | 1,982,729 |  |

| Tax | 160,767 |  | 150,374 |  |

| Social security and other taxes | 210,501 |  | 213,515 |  |

| Pensions | 26,225 |  | 26,165 |  |

| VAT | 527,011 |  | 389,894 |  |

| Accrued expenses | 11,939,046 |  | 5,745,082 |  |

16,574,249 |  | 8,794,044 |  |

15. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |

2024 | 2023 |

£ | £ |

| Accrued expenses | 7,147,578 |  | - |  |

16. | LOANS

| An analysis of the maturity of loans is given below:

2024 | 2023 |

£ | £ |

| Amounts falling due within one year or on demand:

| Bank overdrafts | 307,074 |  | 286,285 |  |

17. | LEASING AGREEMENTS

| Minimum lease payments under non-cancellable operating leases fall due as follows:

2024 | 2023 |

£ | £ |

| Within one year | 9,967 |  | 59,336 |  |

| Between one and five years | - |  | 9,967 |  |

9,967 |  | 69,303 |  |

| The amount of non-cancellable operating lease payments recognised as an expense during the year was £194,017 (2023 - £194,017).

| ARKANCE UK LTD (REGISTERED NUMBER: 02486719) |

NOTES TO THE FINANCIAL STATEMENTS - continued

for the year ended 31 December 2024

18. | DEFERRED TAX

£ |

| Balance at 1 January 2024 | (3,455 | ) |

| Provided during year | (8,449 | ) |

| Balance at 31 December 2024 | (11,904 | ) |

19. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 2024 | 2023 |

| value: | £ | £ |

| 10,000 | Ordinary A | £0.0001 | 1 |  | 1 |  |

| 1,650,000 | Ordinary B | £0.0001 | 165 |  | 165 |  |

166 |  | 166 |  |

20. | RESERVES

| Retained

| earnings

£ |

| At 1 January 2024 | 1,184,447 |  |

| Profit for the year | 1,942,272 |  |

| At 31 December 2024 | 3,126,719 |  |

21. | RELATED PARTY DISCLOSURES

| Arkance UK Ltd, formerly known as Cadline Ltd was acquired by Monnoyeur Group, a company incorporated in France and privately owned, in June 2023.