Company registration number 14237625 (England and Wales)
BALTON TECHNOLOGY LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
BALTON TECHNOLOGY LIMITED
COMPANY INFORMATION
Directors
A J Schreier
K Torlage
C Dudley-Scales
M Dunne
Secretary
E Lewis
Company number
14237625
Registered office
CP House, Otterspool Way
Watford
Hertfordshire
England
WD25 8HU
Auditor
RSM UK Audit LLP, Statutory Auditor
Chartered Accountants
25 Farringdon Street
London
EC4A 4AB
BALTON TECHNOLOGY LIMITED
CONTENTS
Page
Directors' report
1
Directors' responsibilities statement
2
Independent auditor's report
3 - 5
Profit and loss account
6
Balance sheet
7
Statement of changes in equity
8
Notes to the financial statements
9 - 17
BALTON TECHNOLOGY LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

The directors present their annual report and financial statements for the year ended 31 December 2024.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

A J Schreier
A Baker
(Resigned 30 April 2024)
K Torlage
C Dudley-Scales
M Dunne
Qualifying third party indemnity provisions

The company has made qualifying third party indemnity provisions for the benefit of its directors during the year. These provisions remain in force at the reporting date.

Auditor

RSM UK Audit LLP, Statutory Auditor were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Small companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

On behalf of the board
C Dudley-Scales
Director
15 September 2025
BALTON TECHNOLOGY LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -

The directors are responsible for preparing the directors report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law 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 those 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; and

- state whether applicable UK accounting standards have been followed, subject to any material departure disclosed and explained in the financial statements;

- 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.

BALTON TECHNOLOGY LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BALTON TECHNOLOGY LIMITED
- 3 -
Opinion

We have audited the financial statements of Balton Technology Limited (the ‘company’) for the year ended 31 December 2024 which comprise the profit and loss account, balance sheet, statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 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 loss for the year then ended;

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

- 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 Auditor’s 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 other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. 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.

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 course of 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 directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- the directors' report has been prepared in accordance with applicable legal requirements.

BALTON TECHNOLOGY LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BALTON TECHNOLOGY LIMITED
- 4 -
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 directors’ report.

We have nothing to report in respect of the following matters in relation to which 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; or

- the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies exemption from the requirement to prepare a strategic report and in preparing the directors’ report.

Responsibilities of directors

As explained more fully in the directors’ responsibilities statement set out on page 2, 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 is 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.

Auditor's 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 an auditor’s report 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 the audit was considered capable of detecting irregularities, including fraud

Irregularities are instances of non-compliance with laws and regulations. The objectives of our audit are to obtain sufficient appropriate audit evidence regarding compliance with laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements, to perform audit procedures to help identify instances of non-compliance with other laws and regulations that may have a material effect on the financial statements, and to respond appropriately to identified or suspected non-compliance with laws and regulations identified during the audit.

In relation to fraud, the objectives of our audit are to identify and assess the risk of material misstatement of the financial statements due to fraud, to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud through designing and implementing appropriate responses and to respond appropriately to fraud or suspected fraud identified during the audit.

BALTON TECHNOLOGY LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BALTON TECHNOLOGY LIMITED
- 5 -

The extent to which the audit was considered capable of detecting irregularities, including fraud (continued)

However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, the audit engagement team:

- obtained an understanding of the nature of the industry and sector, including the legal and regulatory framework that the company operates in and how the company is complying with the legal and regulatory framework;

- inquired of management, and those charged with governance, about their own identification and assessment of the risks of irregularities, including any known actual, suspected or alleged instances of fraud;

- discussed matters about non-compliance with laws and regulations and how fraud might occur including assessment of how and where the financial statements may be susceptible to fraud.

As a result of these procedures we consider the most significant laws and regulations that have a direct impact on the financial statements are FRS 102, the Companies Act 2006 and tax compliance regulations. We performed audit procedures to detect non-compliances which may have a material impact on the financial statements which included reviewing financial statement disclosures and inspecting tax computations.

The audit engagement team identified the risk of management override of controls as the area where the financial statements were most susceptible to material misstatement due to fraud. Audit procedures performed included but were not limited to testing manual journal entries and other adjustments and evaluating the business rationale in relation to significant, unusual transactions and transactions entered into outside the normal course of business.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website at: http://www.frc.org.uk/auditorsresponsibilities This description forms part of our auditor’s report.

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 an auditor’s report 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.

David Hough
Senior Statutory Auditor
For and on behalf of RSM UK Audit LLP, Statutory Auditor
16 September 2025
Chartered Accountants
25 Farringdon Street
London
EC4A 4AB
BALTON TECHNOLOGY LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 6 -
Year
Period
ended
ended
31 December
31 December
2024
2023
Notes
$
$
Turnover
5,927,105
2,362,287
Cost of sales
(5,153,861)
(2,046,407)
Gross profit
773,244
315,880
Distribution costs
(183,948)
(75,210)
Administrative expenses
(619,823)
(208,045)
Other operating income
27,525
10,203
Exceptional item
3
(1,200,261)
(2,440,307)
Operating loss
(1,203,263)
(2,397,479)
Interest payable and similar expenses
5
(320,225)
(60,928)
Loss before taxation
(1,523,488)
(2,458,407)
Tax on loss
-
0
-
0
Loss for the financial year
(1,523,488)
(2,458,407)

There are no items of other comprehensive income in the period other than the loss for the period. Accordingly, no statement of other comprehensive income has been presented.

BALTON TECHNOLOGY LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 7 -
Restated
2024
2023
Notes
$
$
$
$
Fixed assets
Investments
7
826,841
822,666
Current assets
Debtors
9
4,512,698
3,093,435
Cash at bank and in hand
-
0
22,132
4,512,698
3,115,567
Creditors: amounts falling due within one year
10
(9,321,307)
(6,396,513)
Net current liabilities
(4,808,609)
(3,280,946)
Net liabilities
(3,981,768)
(2,458,280)
Capital and reserves
Called up share capital
11
127
127
Profit and loss reserves
(3,981,895)
(2,458,407)
Total equity
(3,981,768)
(2,458,280)

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS102 Section 1A - small entities.

The financial statements were approved by the board of directors and authorised for issue on 15 September 2025 and are signed on its behalf by:
C Dudley-Scales
Director
Company registration number 14237625 (England and Wales)
BALTON TECHNOLOGY LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
Share capital
Profit and loss reserves
Total
Notes
$
$
$
Balance at 15 July 2022
-
0
-
0
-
Period ended 31 December 2023:
Loss and total comprehensive income
-
(2,458,407)
(2,458,407)
Issue of share capital
11
127
-
127
Balance at 31 December 2023
127
(2,458,407)
(2,458,280)
Year ended 31 December 2024:
Loss and total comprehensive income
-
(1,523,488)
(1,523,488)
Balance at 31 December 2024
127
(3,981,895)
(3,981,768)
BALTON TECHNOLOGY LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
1
Accounting policies
Company information

Balton Technology Limited is a private company limited by shares incorporated in England and Wales. The registered office is CP House, Otterspool Way, Watford, Hertfordshire, England, WD25 8HU.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in US Dollars ($), which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest $.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

Disclosure of long or short period

The comparative figures presented are for the period from 15 July 2022 (date of incorporation) to 31 December 2023. This was the company’s first accounting period and, as such, was longer than 12 months. The company commenced trading on 1 September 2023.

The current period covers the 12-month financial year from 1 January 2024 to 31 December 2024. As a result, the comparative figures presented in these financial statements are not entirely comparable to the current year figures.

1.2
Going concern

As set out in these financial statements the company generated a loss after tax of true($1,523,488) (2023: $2,458,407 ($18,100 loss after tax excluding an exceptional item for impairment of goodwill)) for the 1 2 month period ended 31 December 202 4 and as at the balance sheet date, had net liabilities of $3,981,768 (2023: $2,458,280). The company is funded through its wider group and therefore, the directors are in receipt of a letter of support from the company's ultimate holding company, CP Holdings Limited, confirming financial support for a period of at least 12 months from the date of approval of the financial statements. The company has a strong and collaborative relationship with its parent company which is committed to supporting the company.

The directors have considered the parent company's resources, financial position and external loan facilities and are of the opinion that the parent company has sufficient resources to support the company and therefore has a reasonable expectation that the company has adequate resources to continue in operational existence and meet its liabilities as they fall due for the foreseeable future, being a period of at least twelve months from the date that these finial statements were approved. Accordingly, the directors continue to adopt the going concern basis in preparing the financial statements.

1.3
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.

Turnover from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

BALTON TECHNOLOGY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 10 -
1.4
Intangible fixed assets - goodwill

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of useful life cannot be made, the useful life shall not exceed ten years.

1.5
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying value exceeds the recoverable amount.

Depreciation is recognised so as to write off the cost of assets less their residual values over their useful lives on the following bases:

Fixtures and fittings
10% - 33%

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate.

1.6
Fixed asset investments

Interests in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

1.7
Cash

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

1.8
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 in the company's balance sheet 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.

BALTON TECHNOLOGY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 11 -
Basic financial assets

Basic financial assets, which include 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 transaction is measured at the present value of the future receipts discounted at a market rate of interest for a similar debt instrument. Financial assets classified as receivable within one year are not amortised. Financing transactions are those in which payment is deferred beyond normal business terms or is financed at a rate of interest that is not a market rate.

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 creditors and loans from fellow group companies, 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 paymen ts discounted at a market rate of interest for a similar debt instrument. Financial liabilities classified as payable within one year are not amortised. Financing transactions are those in which payment is deferred beyond normal payment terms or is financed at a rate of interest that is not a market rate.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. A m ounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

1.9
Share capital

Ordinary shares are classified as equity.

1.10
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

BALTON TECHNOLOGY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 12 -
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

1.11
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.12
Retirement benefits

Defined contribution pension plan

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the balance sheet. The assets of the plan s are held separately from the company in independently administered funds.

1.13
Foreign exchange

Transactions in currencies other than US dollars are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

1.14

Finance costs

Finance costs are charged to the profit and loss account over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

BALTON TECHNOLOGY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -
1.15

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the company but are presented separately due to their size or incidence.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Impairment of goodwill

Management review such balances on a periodic basis. In determining whether there is a need for an impairment provision, management is required to determine their best estimate of the future expected results. In arriving at this estimate management consider historic experience and current trends. As outlined in note 3, the directors concluded the goodwill be written down to nil as at 31 December 2023. Following an assessment by the directors through 2024, no adjustment is to be made in this regard as at 31 December 2024.

Recoverability of balances due from related parties

The company is owed balances from various related parties totalling $4,493,705 (2023: $2,952,464) at the reporting date. Management periodically review the recoverability of these balances and consider whether or not a provision should be included. In determining whether there is need for such a provision, management is required to determine their best estimate of future expected cash flows. In arriving at this estimate, management consider the future prospects of related parties using information available at the reporting date. As a result of these procedures, management have concluded that there was no evidence to suggest impairment of these balances at the reporting date, therefore no provision has been included in these financial statements.

BALTON TECHNOLOGY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 14 -
3
Exceptional items
12 Months to
18 Months to
Dec-24
Dec-23
$
$
Expenditure
Goodwill impairment
-
2,440,307
Impairment losses
1,200,261
-
1,200,261
2,440,307

The directors performed an impairment review of goodwill arising on the transfer of trade and assets relating to technology and innovation from Balton CP Limited in light of the trading performance of the Company. At 31 December 2023, the directors assessed the carrying value of the goodwill and wrote down the asset to nil. Following an assessment by the directors through 2024, no adjustment is to be made in this regard as at 31 December 2024.

At 31 December 2024, the directors performed an impairment assessment of its investments in subsidiaries and amounts owed by group undertakings . This gave rise to an impairment in amounts owed by group undertakings of $1,200,261. No such impairment was provided for against investment in subsidiaries.

4
Employees

The average monthly number of persons employed by the company during the year was:

2024
2023
Number
Number
Total
2
2

The directors were remunerated by the immediate parent undertaking, Balton CP Limited, or the ultimate parent undertaking, CP Holdings Limited.

5
Interest payable and similar expenses
12 Months to
18 Months to
Dec-24
Dec-23
$
$
Interest payable and similar expenses includes the following:
Interest on bank overdrafts and loans
23,231
-
Interest payable to group undertakings
296,994
60,928
320,225
60,928
BALTON TECHNOLOGY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 15 -
6
Intangible fixed assets
Goodwill
$
Cost
At 1 January 2024 and 31 December 2024
2,440,307
Amortisation and impairment
At 1 January 2024 and 31 December 2024
2,440,307
Carrying amount
At 31 December 2024
-
0
At 31 December 2023
-
0
7
Fixed asset investments
Restated
2024
2023
$
$
Shares in group undertakings and participating interests
826,841
822,666
Movements in fixed asset investments
Shares in subsidiaries
$
Cost or valuation
At 1 January 2024 (restated)
822,666
Additions
4,175
At 31 December 2024
826,841
Carrying amount
At 31 December 2024
826,841
At 31 December 2023 (restated)
822,666
8
Subsidiaries

Details of the company's subsidiaries at 31 December 2024 are as follows:

Name of undertaking
Address
Class of
% Held
shares held
Direct
Balton Tanzania Communications Limited
1
Ordinary
100.00
Balton Communications Uganda Limited
2
Ordinary
100.00
Dizengoff Technology Nigeria Limited
3
Ordinary
100.00
Dizengoff Technoloy Ltd
4
Ordinary
100.00
BALTON TECHNOLOGY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
8
Subsidiaries
(Continued)
- 16 -

Registered office addresses (all UK unless otherwise indicated):

1
Ground Floor Office, Selous House, 368 Msasani Road, Oyster Bay, Dar es Salaam, Tanzania
2
Plot 47/51, Mulwana Road, Industrial Area, P.O. Box 852, Kampala, Uganda
3
Plot 328, Block 12, Omole Housing Estate, Phase 1, Ogunnusi Road, Ojodu, Lagos
4
No 2 Feo Oyeo Road Ring Road North Industrial Area, Accra, Ghana
9
Debtors
2024
2023
Amounts falling due within one year:
$
$
Amounts owed by group undertakings
4,493,705
2,952,464
Other debtors
18,993
140,971
4,512,698
3,093,435

Amounts owed by group undertakings are interest free, have no fixed repayment date and are repayable on demand.

10
Creditors: amounts falling due within one year
Restated
2024
2023
$
$
Bank loans and overdrafts
1,482,864
-
0
Trade creditors
914,470
1,574,902
Amounts owed to group undertakings
6,798,887
4,608,985
Other creditors
125,086
212,626
9,321,307
6,396,513

Amounts owed to group undertakings includes $3,365,598 (2023: $1,370,356) owed to the parent entity which bears interest at 6%, $2,606,448 (2023: $2,416,090) owed to a fellow subsidiary, which bears interest at SONIA plus 2%. (6.7%) and $826,841 owed to fellow subsidiaries which does not bear interest. There is no fixed repayment date.

11
Called up share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
$
$
Issued and fully paid
Ordinary shares of $1.27 each
100
100
127
127
12
Related Party Transactions

The company has taken advantage of the exemption contained in FRS 102 section 33 "Related Party Disclosures" from disclosing transactions with entities which are a wholly owned part of the group.

BALTON TECHNOLOGY LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 17 -
13
Parent company

The parent undertaking of the smallest group undertaking for which consolidated financial statements are drawn up and of which the company is a member is Balton CP L imited, whose registered office is CP House, Otterspool Way, Hertfordshire, WD25 8JJ. Copies of these group financial statements are available from Companies House, Crown Way, Cardiff, CF14 3UZ.

The ultimate parent company is CP Holdings Limited, a company incorporated in England and Wales.

In the opinion of the directors, the ultimate controlling part ies are the Gibbor and Schreier families.

14
Prior period adjustment
During the year ended 31 December 2024, a review identified that the cost of investments in newly incorporated subsidiaries in Uganda, Nigeria, and Ghana had not been recorded in the balance sheet of Balton Technology Ltd as at 31 December 2023. These companies were incorporated in 2023.
The cost of these investments amounted to USD 822,666 and was funded through intercompany arrangements. As a result, a prior year adjustment has been made to recognise both the investment and the corresponding intercompany creditor in the 2023 balance sheet.
This adjustment has no impact on loss after tax or net liabilities for the year ended 31 December 2023, but it has resulted in a restatement of the comparative figures presented in the 2024 financial statements.
The impact of the adjustment is as follows:
Previously
reported
Adjustment
Restated
Changes to the balance sheet
Investments
-
822,666
822,666
Amounts owed to related parties
-
(822,666)
(822,666)
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