The directors present their annual report and financial statements for the year ended 31 March 2025.

The principal activity of the company continued to be that of research and experimental development of natural sciences and engineering.

The results for the year are set out on page 6.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

No preference dividends were paid. The directors do not recommend payment of a final dividend.

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

On 1 September 2025 our auditors, Ensors Accountants LLP, merged with Azets Audit Services Limited. Accordingly Ensors Accountants LLP formally resigned as the company's auditors with the directors duly appointing Azets Audit Services Limited, trading as Ensors to fill the vacancy arising.

The auditor, Azets Audit Services Limited, trading as Ensors will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

The directors are responsible for preparing the annual 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 International Financial Reporting Standards (IFRSs) as adopted by the United Kingdom. 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, International Accounting Standard 1 requires that directors:

• properly select and apply accounting policies;

• present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;

• provide additional disclosures when compliance with the specific requirements in IFRSs are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance; and

• make an assessment of the company's ability to continue as a going concern.

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.

Each director in office at the date of approval of this annual report confirms that:

• so far as the director is aware, there is no relevant audit information of which the company's auditor is unaware, and

• the director has taken all the steps that he / she ought to have taken as a director in order to make himself / herself aware of any relevant audit information and to establish that the company's auditor is aware of that information.

This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.

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

We have audited the financial statements of Superdielectrics Limited (the 'company') for the year ended 31 March 2025 which comprise the income statement, the statement of financial position, the statement of changes in equity, the statement of cash flows 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 UK adopted international accounting standards.

In our opinion the financial statements:

• give a true and fair view of the state of the company's affairs as at 31 March 2025 and of its loss for the year then ended;

• have been properly prepared in accordance with UK adopted international accounting standards; 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 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.

Material Uncertainty Related to Going Concern

We draw attention to Note 1.2 in the financial statements, which indicates that the Company is dependent on securing future funding from investors in order to continue as a going concern. There is no certainty that such funding will be available. The Directors expect that the Company will have sufficient resources to continue its research and development activities for at least 12 months from the date of approval of these financial statements. However, the events and conditions described in Note 1.2 may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

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. 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 our 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.

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 take advantage of the small companies exemption from the requirement to prepare a strategic report.

As explained more fully in the directors' responsibilities statement, 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.

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.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Our audit was designed to include tests of detail together with an assessment of the control environment to enable us to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement due to fraud. This included work on areas where we consider there is a higher risk of fraud including revenue recognition, management override of systems and control, transactions with related parties, commitments and contingencies and accounting estimates.

We also obtained an understanding of the legal and regulatory framework that the company operates in, through discussions with the directors and other management, and from our own knowledge and experience of the sector.

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 are complying with the legal and regulatory framework both at the planning stage and reminded to remain alert throughout the audit;

• 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;

• audited the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business;

• reviewing minutes of those charged with governance;

• 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;

• robustly challenged accounting estimates to ensure no indication of management bias.

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.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://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.

The income statement has been prepared on the basis that all operations are continuing operations.

The notes on pages 11 to 35 form part of these financial statements.

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

Superdielectrics Limited is a private company limited by shares incorporated in England and Wales. The registered office is The Mansion, Chesterford Park, Little Chesterford, Saffron Walden, CB10 1XL. The company's principal activities and nature of its operations are disclosed in the directors' report.

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the United Kingdom and with the requirements of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

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

The company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

These financial statements are prepared on the going concern basis. Based on the current budgets and forecasts, which do not include any amounts expected to be received in connection with R&D relief or tax credits, the directors have a reasonable expectation that the Company will continue in operational existence for the foreseeable future. However, the directors are aware of certain material uncertainties which may cast doubt on the company's ability to continue as a going concern.

This uncertainty is due to the company's technology still being in the research phase, such that the company is heavily reliant on investment in its parent company, Superdielectrics Group Plc, in order to fund the research in Superdielectrics Ltd. Whilst the Company has made positive progress in the reporting period, due to uncertainties in the wider economy and factors beyond their control that could impact external investment, management feel it is prudent to acknowledge a material uncertainty relating to going concern.

Property, plant and equipment are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

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

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 recognised in the income statement.

At each reporting end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts.

At the reporting date, the company held a deposit account with a notice period exceeding 90 days. As this deposit is not readily convertible to known amounts of cash within three months, it has been classified as a short-term investment and is disclosed separately in the Statement of Financial Position.

IFRS 9 requires an entity to address the classification, measurement and recognition of financial assets.

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (eg trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.

IFRS 9 requires an entity to address the classification, measurement and recognition of financial assets and liabilities.

The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

The Company derecognises a financial liability when its contractual obligations are discharged or cancelled or expire. The Company also derecognise a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognised at fair value.

On derecognition of a financial liability, the difference between the carrying amount extinguished and the consideration paid (including any non-cash assets transferred, or liabilities assumed) is recognised in profit or loss.

Equity instruments issued by the company are recorded at the 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.

Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognised in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk.

The tax income represents the sum of the tax currently receivable.

Taxable profit differs from net profit as reported in the income statement 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 asset for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary 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 income statement, 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.

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event and it is probable that the company will be required to settle that obligation, and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of inventories or non-current assets.

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.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black scholes model. The fair value determined at the grant date is expensed on a graded vesting basis over the vesting period, based on the estimate of shares that will eventually vest. Share options are issued by the parent Company Superdielectrics Group Plc and are exercisable within the parent entity, the options issued are in relation to services provided by employees of Superdielectrics Ltd and are credited to the equity reserve as a capital contribution.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

All leases are accounted for by recognising a right-of-asset and a lease liability except for:

• Low value assets; and

• Leases with a duration of 12 months or less.

At inception, the company assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the company recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within property, plant and equipment.

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the commencement date plus any initial direct costs and an estimate of the cost of obligations to dismantle, remove, refurbish or restore the underlying asset and the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently adjusted for remeasurements of the lease liability and applies the relevant cost model, fair value model or revaluation model as set out within the accounting policies for the applicable asset class. Where the cost model is applied, the asset is depreciated from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term, and is periodically reduced by impairment losses, if any.

The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the company's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the company is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.

The lease liability is measured at amortised cost using the effective interest method. It is reassessed at each financial period end to reflect lease modifications and any changes to the factors considered at initial measurement, as set out above. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

The company has elected not to recognise right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less, or for leases of low-value assets including IT equipment. The payments associated with these leases are recognised in profit or loss on a straight-line basis over the lease term.

Current Investments

Short-term investments comprise deposits held with financial institutions that have original maturities of more than three months but less than twelve months. These investments are not classified as cash and cash equivalents due to their restricted liquidity and notice period requirements.

Short-term investments are initially recognised at fair value and subsequently measured at amortised cost using the effective interest method. Interest income is recognised in the income statement as it accrues, using the effective interest rate method.

Research and development expenditure

Research and development expenditure is capitalised only if the expenditure can be measured reliably, the product or process is technically and commercially feasible, future economic benefits are probable, and the Company intends to and has sufficient resources to complete development and to use or sell the asset. Otherwise, it is recognised within administrative expenses in the statement of comprehensive income as incurred. Subsequent to initial recognition, development expenditure is measured at cost less accumulated amortisation and any accumulated impairment losses.

The IFRS adopted by the UK as applied by the Company in the preparation of these financial statements are those that were effective for accounting periods ending on or before 31 March 2025. The accounting policies adopted are consistent with those of the previous financial year.

Some accounting pronouncements which have become effective from 1 January 2024 and have therefore been adopted from 1 April 2024 however do not have an impact on the Company's financial results of position as follows:

• Supplier Finance Arrangement (Amendments to IAS 7 & IFRS 7);

• Lease Liability in a Sale and Leaseback (Amendments to IFRS 16);

• Classification of Liabilities as Current or Non-Current (Amendments to IAS 1); and

• Non-current Liabilities with Covenants (Amendments to IAS 1).

At the date of authorisation of these financial statements, the following Standards and Interpretations which may have an impact on the financial statements, however which have not yet been applied:

The company is currently assessing the impact of these new accounting amendments but does not expect that their adoption will have a material impact on the financial statements in future periods.

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, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below.

The Company reviews expenditures, including wages and benefits for employees, incurred on development activities and based on their judgement of the costs incurred assesses whether the expenditure meets the capitilisation criteria set out in IAS 38. The Company specifically considers if additional expenditure on projects relates to maintenance or new development projects. No development costs have been capitalised to date due to the Company determining they are in the research phase and have not met the capitalisation criteria as set out in IAS 38.

During the year ended 31st March 2025, Superdielectrics Group Plc granted 4,644,960 share options to employees of Superdielectrics Ltd. The options have an exercise price of 0.25pence per option. The options are exercisable within Superdielectrics Group Plc, however, as the holders are employees of Superdielectrics Ltd and the services are being rendered within this Company, consequently the share based payment expense charge of £74,220 (2024: £299,967) is recognised through the income statement of Superdielectrics Ltd with a corresponding value to equity.

The fair value of the warrants and options was determined based on the Black-Scholes option pricing model taking into account the following assumptions:

Fair value of shares of Parent entity         0.083pence per share

Volatility of shares                30%

Further explanations of the key assumptions above are as follows:

Share price: As the Parent Company’s shares are not publicly traded as of 31 March 2025, the Company must estimate the fair value of the shares. The fair value of the shares has been determined by using the value of the most recent round of Ordinary shares issued.

Volatility: Since there is no trading history for the company’s shares as of 31 March 2025, the expected price volatility for the shares was estimated using a standard deviation technique based on movements in share price in addition to considering volatility of Companies within the AIM listing.

The average monthly number of persons (including directors) employed by the company during the year was:

Their aggregate remuneration comprised:

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2024 - 1).

The number of directors who are entitled to receive shares under long term incentive schemes during the year was 1 (2024 - 1).

The charge for the year can be reconciled to the loss per the income statement as follows:

Estimates tax losses of £12,716,541 (2024 as restated: £10,299,657) are available for relief against future profits. No deferred tax asset has been provided for in the accounts based on the estimated tax losses.

At the 31st March 2025, the Company has estimated tax losses and deductible temporary differences amount to £12,271,307 (2024 as restated: £9,761,460) for which no deferred tax asset has been recognised in the financial statements.

The deferred tax asset has not been recognised as it is not probable that future taxable profits will be available against which the losses and deductible temporary differences can be utilised. This assessment reflects the Company's current forecasts and strategic plans, which indicate uncertainty regarding the timing and extent of future taxable profits due to the Company still being within its research and development phase.

The unrecognised deferred tax asset will be reassessed at each reporting date and recognised when it becomes probable that sufficient taxable profits will be available.

The directors consider that the carrying amounts of financial assets carried at amortised cost in the financial statements approximate to their fair values.

The company acquired 100% of the share capital of Superdielectrics BTM Energy Storage Limited on 4 November 2024.

Short-term investments

Short-term investments include deposits with financial institutions that have a maturity period of more than three months from the date of acquisition. These are measured at amortised cost.

As at 31 March 2025, the company held £1,650,387 (2024 as restated: £2,203,337) in a deposit account with a notice period of 95 days, which has been classified as a short-term investment.

Details of the company's subsidiaries at 31 March 2025 are as follows:

All of the above subsidiaries have the following registered office: The Mansion, Chesterford Park, Little Chesterford, Saffron Walden, England CB10 1XL.

The directors consider that the carrying amount of trade and other receivables is approximately equal to their fair value.

The following table details the remaining contractual maturity for the company's financial liabilities with agreed repayment periods. The contractual maturity is based on the earliest date on which the company may be required to pay.

The Company is exposed to liquidity risk across the financial liability balances identified above, which arises during the normal course of trade and can affect the Company's ability to effectively manage its cash flow and ensure it can meet its obligations as and when they fall due.

Responsibility for liquidity risk management rests with the board of directors, which has established an appropriate risk management framework for the management of the Company's funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.

Capital risk management

The Company's capital management objectives are:

• to ensure the Company has the necessary capital available to fund its research activities; and

• to ensure the Company's ability to continue as a going concern; and

• to provide long-term returns to shareholders.

The Company defines and monitors capital based on the carrying amount of equity less cash and cash equivalents and short-term investments as presented on the face of financial position. In 2025, this totalled (£2,865,513) (2024: £39,648).

The Board of Directors monitors the level of capital as compared to the Company's commitments and adjusts the level of capital as is determined to be necessary by issuing new shares. The Company is not subject to any externally imposed capital requirements.

The amounts owed to the parent undertaking Superdielectrics Group Plc are unsecured, with no interest payable, and are repayable on demand.

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting period. Deferred tax is calculated in full on temporary differences using a tax rate of 25% (2024: 25%).

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

Options granted to employees in the year are set out below. Fair value was measured using the indirect method valuing the equity instruments themselves. The the Black-Scholes model was used as the option pricing model.

The Black-Scholes model is considered to apply the most appropriate valuation method due to the relatively short contractual lives of the options and the requirements to exercise within a short period after the employee becomes entitled to the shares (the "vesting date").

The expected life used in the model has been adjusted, based on management's best estimate, for the effect of non-transferability, exercise restrictions, and behavioural considerations.

Non-vesting conditions and market conditions are taken into account when estimating the fair value of the option at grant date. Service conditions and non-market performance conditions are taken into account by adjusting the number of options expected to vest at each reporting date.

Volatility was calculated based on the share price volatility over a similar period preceding the grant date in addition to considering volatility within listed companies.

During the March 2022 year end there was a group reconstruction whereby Superdielectrics Group Plc undertook a share for share exchange acquiring the entire issued share capital of Superdielectrics limited becoming the company's ultimate parent. As a result the option scheme within Superdielectrics Ltd was terminated and replaced within Superdielectrics Group Plc. All of the terms per the original scheme were kept the same including original grant date and vesting periods. Subsequently this has not led to any increase in benefit by the option holders and there is no increase in fair value of the options resulting in no uplift of the fair value originally calculated on the grant date.

The options will be equity settled and exercisable within the parent company, however, as the services are received within Superdielectrics Ltd this is ultimately where the expense is incurred and recognised. Any further vesting of the options will result in an expense to the income statement with a corresponding increase in equity as a capital contribution.

The outstanding options at the year end were granted at various dates. These include options which have since been forfeited/lapsed:

- 888,880 options were granted in November 2020 which vested immediately.

- 1,999,960 options were granted in July 2021, the vesting period is based upon a service condition with the options vesting over 3 years from the date of grant.

- 1,224,000 options were granted in August 2021, the vesting period is based upon a service condition with the options vesting over 6 years from the date of grant in 3 equal tranches. The first tranche being upon the 4th year of service from the date of grant and the remaining tranches on each subsequent year.

- 1,836,000 options were granted throughout the 2023 financial year end, the vesting periods are based upon service conditions with the options vesting over 6 years from the date of grant in 3 equal tranches. The first tranche being upon the 4th year of service from the date of grant and the remaining tranches on each subsequent year.

- 4,000,000 options were granted in June 2022, which vested immediately.

- 200,000 options were granted to a company, defined as an employee under IFRS, these options vest from July 2025 over 3 years.

- 3,040,000 options were granted throughout the 2024 financial year end, the vesting periods are based upon service conditions with the options vesting over 4 years from the date of grant in 3 equal tranches. The first tranche being upon the 2nd year of service from the date of grant and the remaining tranches on each subsequent year. 204,000 of these options were subsequently forfeited due to an employee leaving the company.

- 2,000,000 options were granted in the 2024 financial year end, the options vested immediately and have an expected life of 10 years.

- 2,244,000 options were granted in the 2025 financial year end, the vesting periods are based upon service conditions with the options vesting over 4 years from the date of grant in 3 equal tranches. The first tranche being upon the 2nd year of service from the date of grant and the remaining tranches on each subsequent year.

- 2,400,960 options were granted in the 2025 financial year, the vesting period being the 3rd anniversary of date of grant.

All share options issued have a life of 10 years.

During 2020 3,035,820 of equity instruments other than share options were granted. The weighted average fair value of those instruments at the measurement date was £121,736. The equity instruments were issued to a holder other than an employee and vested immediately upon grant date with a life of 3 years. The equity instruments were therefore fully exercisable as at 31st March 2023. These were not exercised as at 31st March 2024 and therefore have lapsed with the value being transferred to retained earnings. The fair value was determined using the indirect method due to the fair value of the services not being able to be determined. The Black Scholes model was used to value the equity instruments.

The capital contribution reserve represents equity-settled share-based payments made by the parent company on behalf of the subsidiary.

During the year, employees of the subsidiary were granted share options in the parent company of £124,715 and shares forfeited of £50,495. These options are accounted for as equity-settled share-based payments under IFRS 2. As the subsidiary does not issue its own equity instruments, the fair value of the services received from employees has been recognised as an expense in the income statement, with a corresponding credit to equity in the form of a capital contribution from the parent.

The reserve is non-distributable and reflects the cumulative value of share-based payment charges recognised in respect of options granted by the parent to subsidiary employees.

During the year, a portion of the share options lapsed due to employees leaving the company before the options vested. As these had not vested at the year end, the amounts have been reversed out of the income statement.

On the 20 December 2023 the company entered into an agreement with the University of Bristol to commence a research project. At the year end the company are committed to pay £50,000 (2024:£150,000).

The company is not subject to any externally imposed capital requirements.

The remuneration of key management personnel, including directors, is included here since it relates to the Board members of Superdielectrics Group Plc and is set out below in aggregate for each of the categories specified in IAS 24 Related Party Disclosures.

The following amounts were outstanding at the reporting end date:

The following amounts were outstanding at the reporting end date:

The Company's immediate and ultimate parent undertaking is Superdielectrics Group Plc. The registered office is the same as of Superdielectrics Ltd.

During the current reporting period, management identified that certain balances previously presented as “Cash and Cash Equivalents” in the prior year’s financial statements more appropriately meet the definition of “Short-Term Investments” under IAS 7 Statement of Cash Flows. These balances relate to term deposits and other financial instruments with original maturities exceeding three months, which do not qualify as cash equivalents under IFRS.

In accordance with IAS 8, a retrospective reclassification has been made to the comparative figures, resulting in a reclassification of £2,203,337 from “Cash and Cash Equivalents” to “Short-Term Investments” as at 31 March 2024. This adjustment does not affect total assets, net profit, or equity for the prior period, but enhances the accuracy and comparability of the financial statements.