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REGISTERED NUMBER: 08499825 (England and Wales)

| FINANCIAL STATEMENTS |

| FOR THE YEAR ENDED 31 DECEMBER 2024 |

| FOR |

| PHILLIP TOWNSEND ASSOCIATES LIMITED |

PHILLIP TOWNSEND ASSOCIATES LIMITED (REGISTERED NUMBER: 08499825)

CONTENTS OF THE FINANCIAL STATEMENTS

for the year ended 31 December 2024

Page |

Company Information | 1 |

Balance Sheet | 2 |

Notes to the Financial Statements | 3 |

PHILLIP TOWNSEND ASSOCIATES LIMITED

COMPANY INFORMATION

for the year ended 31 December 2024

| DIRECTORS: | D M Bohmbach

| I W Fairbairn

| P L Townsend

| B M Dastur

| REGISTERED OFFICE: | 1st Floor West Davidson House

| Forbury Square

| Reading

| Berkshire

| RG1 3EU

| REGISTERED NUMBER: | 08499825 (England and Wales)

| AUDITORS: | Haines Watts Scotland

| Business Advisors, Accountants and

| Statutory Auditors

| Q Court

| 3 Quality Street

| Edinburgh

| EH4 5BP

PHILLIP TOWNSEND ASSOCIATES LIMITED (REGISTERED NUMBER: 08499825)

BALANCE SHEET

31 December 2024

| 2024 | 2023 |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Tangible assets | 4 | 2,925 |  | 5,117 |  |

CURRENT ASSETS

Debtors | 5 | 831,252 |  | 538,657 |  |

Cash at bank and in hand | 2,044,882 |  | 2,123,799 |  |

2,876,134 |  | 2,662,456 |  |

CREDITORS

Amounts falling due within one year | 6 | 232,502 |  | 335,068 |  |

NET CURRENT ASSETS | 2,643,632 |  | 2,327,388 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 2,646,557 |  | 2,332,505 |  |

CAPITAL AND RESERVES

Called up share capital | 100 |  | 100 |  |

Retained earnings | 2,646,457 |  | 2,332,405 |  |

2,646,557 |  | 2,332,505 |  |

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Statement of Income and Retained Earnings has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 4 September 2025 and were signed on its behalf by:

I W Fairbairn - Director

PHILLIP TOWNSEND ASSOCIATES LIMITED (REGISTERED NUMBER: 08499825)

NOTES TO THE FINANCIAL STATEMENTS

for the year ended 31 December 2024

1. | STATUTORY INFORMATION

| Phillip Townsend Associates Limited is a private company, limited by shares , registered in England and Wales. 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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

| GOING CONCERN

| The directors, with reference to business forecasts, work pipeline, and strong cash position of the company believe that the company has adequate resources to continue in operational existence for the foreseeable future, defined as a period of at least 12 months from the date of signing the Phillip Townsend Associates Limited financial statements for the year ended 31 December 2024. They believe the company is well placed to withstand any future economic downturn, due to the secured contracts in place and therefore continue to adopt the going concern basis of accounting in preparing the financial statements.

| TURNOVER

| Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

| Revenue from contracts for the provision of professional services is recognised in full on delivery of the milestones set out within the contract.

| TANGIBLE FIXED ASSETS

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

| Fixtures and fittings | - | Straight line over 3 years

| Computer equipment | - | Straight line over 3 years

| IMPAIRMENT OF ASSETS

| At each reporting date fixed assets are reviewed to determine whether there is any indication that those assets have suffered an impairment loss. If there is an indication of possible impairment, the recoverable amount of any affected asset is estimated and compared with its carrying amount. If estimated recoverable amount is lower, the carrying amount is reduced to its estimated recoverable amount, and an impairment loss is recognised immediately in profit or loss.

| If an impairment loss subsequently reverses, the carry amount of the asset is increased to the revised estimate of its recoverable amount, but not in excess of the amount that would have been determined had no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised immediately in profit or loss.

PHILLIP TOWNSEND ASSOCIATES LIMITED (REGISTERED NUMBER: 08499825)

NOTES TO THE FINANCIAL STATEMENTS - continued

for the year ended 31 December 2024

2. | ACCOUNTING POLICIES - continued

| FINANCIAL INSTRUMENTS

| The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

| Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument.

| Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

| BASIC FINANCIAL ASSETS

| Basic financial assets, which include trade and other debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the financial asset is measured at the present value of the future receipts discounted at a market rate of interest.

| CLASSIFICATION OF FINANCIAL LIABILITIES

| Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

| BASIC FINANCIAL LIABILITIES

| Basic financial liabilities, including trade and other creditors, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest.

| EQUITY INSTRUMENTS

| Equity instruments issued by the company are recorded at the fair value of proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no

| longer at the discretion of the company.

| TAXATION

| Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Income and Retained Earnings, 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.

PHILLIP TOWNSEND ASSOCIATES LIMITED (REGISTERED NUMBER: 08499825)

NOTES TO THE FINANCIAL STATEMENTS - continued

for the year ended 31 December 2024

2. | ACCOUNTING POLICIES - continued

| FOREIGN EXCHANGE

| Transactions in currencies other than the functional currency (foreign currency) are initially recorded at the exchange rate prevailing on the date of the transaction.

| Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange ruling at the reporting date. Non-monetary assets and liabilities denominated in foreign currencies are translated at the rate ruling at the date of the transaction, or, if the asset or liability is measured at fair value, the rate when that fair value was determined.

| All translation differences are taken to profit or loss, except to the extent that they relate to gains or losses on non-monetary items recognised in other comprehensive income, when the related translation gain or loss is also recognised in other comprehensive income.

| HIRE PURCHASE AND LEASING COMMITMENTS

| Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

| 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.

| SHARE BASED PAYMENTS

| For cash-settled share-based payments, a liability is recognised for the goods and services acquired,measured initially at the fair value of the liability. At the balance sheet date until the liability is settled, and at the date of settlement, the fair value of the liability is remeasured, with any changes in fair value recognised in profit or loss for the year.

3. | EMPLOYEES AND DIRECTORS

| The average number of employees during the year was 10 (2023 - 9 ) .

4. | TANGIBLE FIXED ASSETS

| Fixtures |

| and |  | Computer |

| fittings |  | equipment |  | Totals

£ | £ | £ |

| COST

| At 1 January 2024

| and 31 December 2024 | 1,173 |  | 20,108 |  | 21,281 |  |

| DEPRECIATION

| At 1 January 2024 | 130 |  | 16,034 |  | 16,164 |  |

| Charge for year | 391 |  | 1,801 |  | 2,192 |  |

| At 31 December 2024 | 521 |  | 17,835 |  | 18,356 |  |

| NET BOOK VALUE

| At 31 December 2024 | 652 |  | 2,273 |  | 2,925 |  |

| At 31 December 2023 | 1,043 |  | 4,074 |  | 5,117 |  |

PHILLIP TOWNSEND ASSOCIATES LIMITED (REGISTERED NUMBER: 08499825)

NOTES TO THE FINANCIAL STATEMENTS - continued

for the year ended 31 December 2024

5. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

2024 | 2023 |

£ | £ |

| Trade debtors | 544,816 |  | 313,537 |  |

| Other debtors | 27,152 |  | 14,211 |  |

| VAT | - |  | 1,081 |  |

| Deferred tax asset | - |  | 22,381 |  |

| Prepayments and accrued income | 259,284 |  | 187,447 |  |

831,252 |  | 538,657 |  |

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

2024 | 2023 |

£ | £ |

| Trade creditors | 2,401 |  | 23,349 |  |

| Taxation and social security | 118,015 |  | 107,414 |  |

| Other creditors | 112,086 |  | 204,305 |  |

232,502 |  | 335,068 |  |

| Included within other creditors due in less than one year are amounts of £Nil (2023: £103,152) relating to accruals for long-term incentive schemes payable to one former director who resigned as director on 7 February 2023 but has remained employed at the company as a consultant.

| The scheme pays out in the event that the director maintains continuous service within the group for three years from the inception of the scheme. At the end of 2020, the criteria had been met and a cash payment of £25,000 had been made but the director had not yet exercised their option over 74 shares in Phillip Townsend Associates Inc. The option over these 74 shares was exercised in April 2022, which resulted in a payment to the director of £103,275. During 2020, a further long-term incentive bonus of £25,000 was also agreed in the event that the director maintains continuous service within the group for a further three years.

7. | LEASING AGREEMENTS

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

2024 | 2023 |

£ | £ |

| Within one year | 17,730 |  | 17,520 |  |

| Between one and five years | 72,604 |  | 11,680 |  |

90,334 |  | 29,200 |  |

8. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

| The Report of the Auditors was unqualified.

| Craig Hunter (Senior Statutory Auditor)

| for and on behalf of Haines Watts Scotland

9. | RELATED PARTY DISCLOSURES

| 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.

PHILLIP TOWNSEND ASSOCIATES LIMITED (REGISTERED NUMBER: 08499825)

NOTES TO THE FINANCIAL STATEMENTS - continued

for the year ended 31 December 2024

10. | PARENT COMPANY

| The directors consider Phillip Townsend Associates Inc. to be the immediate and ultimate parent company and the parent of the smallest and largest group for which consolidated financial statements are prepared which include the results of Phillip Townsend Associates Limited. The registered office of Phillip Townsend Associates Inc. is 7904 North Sam Houston Parkway East, Suite 600, Houston, Texas 77064, USA.