Company registration number 11455574 (England and Wales)
I. T NOWHERE (UK) LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
I. T NOWHERE (UK) LIMITED
COMPANY INFORMATION
Director
S H Sham
Secretary
Suk Han Sophia Ho
Company number
11455574
Registered office
1 Marble House
20 Grosvenor Terrace
London
SE5 0DD
Accountants
Riches & Company
34 Anyards Road
Cobham
Surrey
KT11 2LA
I. T NOWHERE (UK) LIMITED
CONTENTS
Page
Strategic report
1
Director's report
2
Director's responsibilities statement
3
Independent auditor's report
4 - 6
Income statement
7
Statement of financial position
8
Statement of changes in equity
9
Notes to the financial statements
10 - 21
I. T NOWHERE (UK) LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

The director presents the strategic report for the year ended 31 December 2024.

Fair Review of the Business

The Company’s sales have recovered steadily as the demand for clothing in London gradually improves , this growth was achieved despite a challenging retail market environment in the UK, we remained focused on controlling costs and optimizing our operations, which enabled us to minimize the impact on our financial performance. Apart from continuously adopting cost control measures, closely monitoring the market situation and timely adjusting the business strategies in view of the development of the post pandemic, the Company has efforted to offering our customers with expanding fashion product range and shopping experience. We are pleased that we are capable to capture growth in this rapidly changing retail environment.

Principal Risks and Uncertainties

Our business faces several challenges, including rising inflation and increased competition from online channels. These factors contribute to an unpredictable environment that can impact sales and profitability. To address these challenges, we will focus on enhancing our digital presence and improving our omnichannel strategy to align with evolving customer expectations. We will also keep examining every expenditure with a sharp focus on increased productivity and cost saving, along with adjustments to buying and inventory levels, with the objectives of mitigating cost pressure and enhancing overall store efficiency. By remaining agile and responsive, we aim to navigate these uncertainties and strengthen our market position.

Development and Performance

It is complicated for the Company to precisely evaluate the influence of rising concerns over the prospect of the global economic recovery, but we expect this very difficult passage will pass over time and our business aimed at striving for long-term sustainable growth. We aim to increase our exposure to customers by opening more new stores and improving our online channel in coming years.

Key Performance Indicators

Under the continued economic downturn pressure in year 2024, the Company recorded a positive turnover growth of 4.3% when comparing with last year, gross profit also increasing by 1.5%. Under our intensive cost saving measures, while simultaneously increasing promotional expenses to enhance visibility, total operating costs increased to GBP3.6 million.

Despite revenue growth, our profitability has declined, resulting in a net loss of GBP 1.7 million. With the ambition on expansion and scaling up operations, we are confident that the Company will overcome the difficult times and remain positive about the future development prospect.

On behalf of the board

S H Sham
Director
18 September 2025
I. T NOWHERE (UK) LIMITED
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -

The director presents her annual report and financial statements for the year ended 31 December 2024.

Principal activities

The company's principal activity is retailing apparel and accessories in London and through its web store.

Results and dividends

The results for the year are set out on page 7.

No ordinary dividends were paid. The director does not recommend payment of a final dividend.

Director

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

S H Sham
Auditor

The auditor, Riches & Company, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Energy and carbon report

As the company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.

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.

On behalf of the board
S H Sham
Director
18 September 2025
I. T NOWHERE (UK) LIMITED
DIRECTOR'S RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -

The director is responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless she is satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the director is required to:

- select suitable accounting policies and then apply them consistently;

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

- state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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

The director is 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. She is 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.

I. T NOWHERE (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF I. T NOWHERE (UK) LIMITED
- 4 -
Opinion

We have audited the financial statements of I. T Nowhere (UK) Limited (the 'company') for the year ended 31 December 2024 which comprise the income statement, the statement of financial position, the 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 Financial Reporting Standard 101 Reduced Disclosure Framework (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; 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.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's 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 identified 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 are authorised for issue. We have obtained sufficient assurance from the shareholders that they will continue to financially support for the next twelve months.

Our responsibilities and the responsibilities of the director 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 director is 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 director's r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

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

I. T NOWHERE (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF I. T NOWHERE (UK) LIMITED (CONTINUED)
- 5 -
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 identifie d material misstatements in the director's r eport.

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 director's remuneration specified by law are not made; or

- we have not received all the information and explanations we require for our audit.

Responsibilities of director

As explained more fully in the director's r esponsibilities s tatement, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has 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 our procedures are capable of detecting irregularities, including fraud, is detailed below.

As part of our planning process:

- We enquired of management the systems and controls the company has in place, the areas of the financial statements that are mostly susceptible to the risk of irregularities and fraud, and whether there was any known, suspected or alleged fraud.

- We obtained an understanding of the legal and regulatory frameworks applicable to the company. We determined that the following were most relevant: FRS 101, Companies Act 2006, health and safety and employment law.

- We considered the incentives and opportunities that exist in the company, including the extent of management bias, which present a potential for irregularities and fraud to be perpetuated, and tailored our risk assessment accordingly.

- Using our knowledge of the company, together with the discussions held with the company at the planning stage, we formed a conclusion on the risk of misstatement due to irregularities including fraud and tailored our procedures according to this risk assessment.

The key procedures we undertook to detect irregularities including fraud during the course of the audit included:

- Identifying and testing journal entries and the overall accounting records, in particular those that were significant and unusual.

- Reviewing the financial statement disclosures and determining whether accounting policies have been appropriately applied.

- Reviewing and challenging the assumptions and judgements used by management in their significant accounting estimates, in particular in relation to depreciation and impairment of fixed assets.

- Assessing the extent of compliance, or lack of, with the relevant laws and regulations.

- Testing key revenue lines, in particular cut-off, for evidence of management bias.

- Obtaining third-party confirmation of material bank balances.

- Reviewing other documentation irregularities including fraud.

I. T NOWHERE (UK) LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF I. T NOWHERE (UK) LIMITED (CONTINUED)
- 6 -

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.

Richard Bolton (Senior Statutory Auditor)
For and on behalf of Riches & Company
18 September 2025
Chartered Accountants
Statutory Auditor
34 Anyards Road
Cobham
Surrey
KT11 2LA
I. T NOWHERE (UK) LIMITED
INCOME STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
2024
2023
Notes
£
£
Revenue
2
3,748,550
3,594,409
Cost of sales
(1,589,711)
(1,466,511)
Gross profit
2,158,839
2,127,898
Administrative expenses
(3,690,355)
(2,413,731)
Operating loss
3
(1,531,516)
(285,833)
Finance costs
6
(219,895)
(237,425)
Loss before taxation
(1,751,411)
(523,258)
Tax on loss
-
0
-
0
Loss and total comprehensive income for the financial year
(1,751,411)
(523,258)

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

I. T NOWHERE (UK) LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2024
31 December 2024
- 8 -
2024
2023
Notes
£
£
£
£
Non-current assets
Intangible assets
7
14,599
350
Property, plant and equipment
8
7,108,772
7,692,667
Deferred tax asset
14
730,963
730,963
7,854,334
8,423,980
Current assets
Inventories
9
1,262,008
1,487,642
Trade and other receivables
10
1,616,263
1,299,747
Cash and cash equivalents
774,928
1,178,073
3,653,199
3,965,462
Current liabilities
11
(12,843,768)
(11,510,912)
Net current liabilities
(9,190,569)
(7,545,450)
Total assets less current liabilities
(1,336,235)
878,530
Non-current liabilities
11
(5,119,827)
(5,583,181)
Net liabilities
(6,456,062)
(4,704,651)
Equity
Called up share capital
16
1
1
Retained earnings
(6,456,063)
(4,704,652)
Total equity
(6,456,062)
(4,704,651)
The financial statements were approved and signed by the director and authorised for issue on 18 September 2025
S H Sham
Director
Company registration number 11455574 (England and Wales)
I. T NOWHERE (UK) LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
Share capital
Retained earnings
Total
£
£
£
Balance at 1 January 2023
1
(4,181,394)
(4,181,393)
Year ended 31 December 2023:
Loss and total comprehensive income for the year
-
(523,258)
(523,258)
Balance at 31 December 2023
1
(4,704,652)
(4,704,651)
Year ended 31 December 2024:
Loss and total comprehensive income for the year
-
(1,751,411)
(1,751,411)
Balance at 31 December 2024
1
(6,456,063)
(6,456,062)
I. T NOWHERE (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
1
Accounting policies
Company information

I. T Nowhere (UK) Limited is a private company limited by shares incorporated in England and Wales. The registered office is 1 Marble House, 20 Grosvenor Terrace, London, SE5 0DD. The principal place of business is Devlin House, 24-25 Conduit Street and 36-37 St. George Street, London, W1S 2XU.

1.1
Accounting convention

The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards.

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 principal accounting policies adopted are set out below.

The company has taken advantage of the following disclosure exemptions under FRS 101:

- the requirements of paragraphs 45(b) and 46-52 of IFRS 2 Share based Payment;

- the requirements of paragraphs 62, B64(d), B64(e), B64(g), B64(h), B64(j) to B64(m), B64(n)(ii), B64 (o)(ii), B64(p), B64(q)(ii), B66 and B67of IFRS 3 Business Combinations. Equivalent disclosures are included in the consolidated financial statements of I. T Limited, a company incorporated in Bermuda, in which the entity is consolidated;

- the requirements of paragraph 33 (c) of IFRS 5 Non current Assets Held for Sale and Discontinued Operations;

- the requirements of IFRS 7 Financial Instruments: Disclosures;

- the requirements of paragraphs 91-99 of IFRS 13 Fair Value Measurement;

- the requirement in paragraph 38 of IAS 1 ‘Presentation of Financial Statements’ to present comparative information in respect of: (i) paragraph 79(a) (iv) of IAS 1, (ii) paragraph 73(e) of IAS 16 Property Plant and Equipment (iii) paragraph 118 (e) of IAS 38 Intangibles Assets, (iv) paragraphs 76 and 79(d) of IAS 40 Investment Property and (v) paragraph 50 of IAS 41 Agriculture;

- the requirements of paragraphs 10(d), 10(f), 16, 38A to 38D, 39 to 40 ,111 and 134-136 of IAS 1 Presentation of Financial Statements;

- the requirements of IAS 7 Statement of Cash Flows;

- the requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors;

- the requirements of paragraph 17 of IAS 24 Related Party Disclosures;

- the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member ; and

- the requirements of paragraphs 134(d)-134(f) and 135(c)-135(e) of IAS 36 Impairment of Assets.

As permitted by FRS 101, the company has taken advantage of the disclosure exemptions available under that standard in relation to share based payments, financial instruments, capital management, presentation of a cash flow statement, presentation of comparative information in respect of certain assets, standards not yet effective, impairment of assets, business combinations, discontinued operations and related party transactions.

1.2
Going concern

These financial statements are prepared on the going concern basis. The director has a reasonable expectation that the company will continue in operational existence for the foreseeable future. However, the director is aware of certain material uncertainties which may cause doubt on the company's ability to continue as a going concern. The company is currently trading at a loss, and has a negative balance sheet. The company currently owes BAPE Hong Kong Limited and I.T Nowhere Holdings (HK) Limited £10,756,210. Support letters have been signed by both companies.

I. T NOWHERE (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 11 -
1.3
Revenue

Revenue is measured based on the consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties. The company recognises revenue when it transfers control of a product to a customer.

Revenue 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.

1.4
Intangible assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

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

- Software - 4 years straight line

1.5
Property, plant and equipment

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

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

Leasehold land and buildings
15 years straight line
Leasehold improvements
13 years straight line
Fixtures and fittings
4 years straight line
Computers
4 years straight line
Reinstatement costs
13 years straight line

Reinstatement costs represent an estimate of the costs needed to restore the leasehold premises to their original state at the end of the lease term. As the premises are now in use, these costs and the leasehold improvements are being depreciated over the remainder of the lease term, i.e. 13 years.

1.6
Impairment of tangible and intangible assets

At each reporting end date, the company reviews the carrying amounts of its tangible and intangible 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.

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment annually, and whenever there is an indication that the asset may be impaired.

I. T NOWHERE (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 12 -

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.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.7
Inventories

Inventories are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition.

Inventories held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

Net realisable value is the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.

1.8
Cash and cash equivalents

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. Bank overdrafts are shown within borrowings in current liabilities.

1.9
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 assets at fair value through profit or loss

When any of the above-mentioned conditions for classification of financial assets is not met, a financial asset is classified as measured at fair value through profit or loss. Financial assets measured at fair value through profit or loss are recognized initially at fair value and any transaction costs are recognised in profit or loss when incurred. A gain or loss on a financial asset measured at fair value through profit or loss is recognised in profit or loss, and is included within finance income or finance costs in the statement of income for the reporting period in which it arises.

I. T NOWHERE (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -
Financial assets held at amortised cost

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.

Financial assets at fair value through other comprehensive income

Debt instruments are classified as financial assets measured at fair value through other comprehensive income where the financial assets are held within the company’s business model whose objective is achieved by both collecting contractual cash flows and selling financial assets, and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

A debt instrument measured at fair value through other comprehensive income is recognised initially at fair value plus transaction costs directly attributable to the asset. After initial recognition, each asset is measured at fair value, with changes in fair value included in other comprehensive income. Accumulated gains or losses recognised through other comprehensive income are directly transferred to profit or loss when the debt instrument is derecognised.

The company has made an irrevocable election to recognize changes in fair value of investments in equity instruments through other comprehensive income, not through profit or loss. A gain or loss from fair value changes will be shown in other comprehensive income and will not be reclassified subsequently to profit or loss. Equity instruments measured at fair value through other comprehensive income are recognized initially at fair value plus transaction cost directly attributable to the asset. After initial recognition, each asset is measured at fair value, with changes in fair value included in other comprehensive income. Accumulated gains or losses recognized through other comprehensive income are directly transferred to retained earnings when the equity instrument is derecognized or its fair value substantially decreased. Dividends are recognized as finance income in profit or loss.

Impairment of financial assets

Financial assets carried at amortised cost and FVOCI are assessed for indicators of impairment at each reporting end date.

The expected credit losses associated with these assets are estimated on a forward-looking basis. A broad range of information is considered when assessing credit risk and measuring expected credit losses, including past events, current conditions, and reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

1.10
Financial liabilities

The company recogni s es 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'.

I. T NOWHERE (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
Other financial liabilities

Other financial liabilities, including borrowings, t rade 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.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.

1.11
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.12
Employee benefits

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.

1.13
Retirement benefits

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

1.14
Leases

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, apart from those that meet the definition of investment property.

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any 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 depreciated using the straight-line method 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. The estimated useful lives of right-of-use assets are determined on the same basis as those of other property, plant and equipment. The right-of-use asset is periodically reduced by impairment losses, if any, and adjusted for certain remeasurements of the lease liability.

I. T NOWHERE (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -

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 remeasured when there is a change in: future lease payments arising from a change in an index or rate; the company's estimate of the amount expected to be payable under a residual value guarantee; or the company's assessment of whether it will exercise a purchase, extension or termination option. 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.

1.15
Foreign exchange

Transactions in currencies other than pounds sterling 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.

2
Revenue
2024
2023
£
£
Revenue analysed by class of business
Retail sales
2,365,969
2,747,953
E-commerce sales
848,959
834,000
Other sales
533,622
12,456
3,748,550
3,594,409
3
Operating loss
2024
2023
Operating loss for the year is stated after charging/(crediting):
£
£
Exchange losses/(gains)
510,504
(67,832)
Depreciation of property, plant and equipment
771,495
754,168
Profit on disposal of property, plant and equipment
(19,856)
-
Amortisation of intangible assets (included within administrative expenses)
1,601
280
Cost of inventories recognised as an expense
1,457,452
1,306,566
Write downs of inventories recognised as an expense
2,335
36,290
I. T NOWHERE (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 16 -
4
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
8,750
8,300
5
Employees

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

2024
2023
Number
Number
Employees
83
58

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
876,441
592,849
Social security costs
79,659
87,164
Pension costs
17,542
8,140
973,642
688,153
6
Finance costs
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on lease liabilities
219,895
237,425
7
Intangible fixed assets
Software
£
Cost
At 31 December 2023
1,120
Additions - purchased
15,850
At 31 December 2024
16,970
I. T NOWHERE (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
7
Intangible fixed assets
Software
£
(Continued)
- 17 -
Amortisation and impairment
At 31 December 2023
770
Charge for the year
1,601
At 31 December 2024
2,371
Carrying amount
At 31 December 2024
14,599
At 31 December 2023
350
8
Property, plant and equipment
Leasehold land and buildings
Leasehold improvements
Fixtures and fittings
Computers
Reinstatement costs
Total
£
£
£
£
£
£
Cost
At 1 January 2024
6,084,097
4,261,422
37,187
65,278
131,872
10,579,856
Additions
-
0
232,246
-
0
4,333
-
0
236,579
Disposals
-
0
(68,835)
-
0
-
0
-
0
(68,835)
At 31 December 2024
6,084,097
4,424,833
37,187
69,611
131,872
10,747,600
Accumulated depreciation and impairment
At 1 January 2024
1,926,629
869,642
19,945
43,077
27,896
2,887,189
Charge for the year
405,606
331,458
7,205
17,082
10,144
771,495
Eliminated on disposal
-
0
(19,856)
-
0
-
0
-
0
(19,856)
At 31 December 2024
2,332,235
1,181,244
27,150
60,159
38,040
3,638,828
Carrying amount
At 31 December 2024
3,751,862
3,243,589
10,037
9,452
93,832
7,108,772
At 31 December 2023
4,157,468
3,391,780
17,242
22,201
103,976
7,692,667

Property, plant and equipment includes right-of-use assets, as follows:

Right-of-use assets
2024
2023
£
£
Net values at the year end
Property
3,751,862
4,157,468
Depreciation charge for the year
Property
405,606
405,606
I. T NOWHERE (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
8
Property, plant and equipment
(Continued)
- 18 -
9
Inventories
2024
2023
£
£
Finished goods
1,262,008
1,487,642

At the year end, the carrying amount of inventories was written down by £508,890 to reflect inventory ageing.

10
Trade and other receivables
Current
Non-current
2024
2023
2024
2023
£
£
£
£
Trade receivables
141,754
130,571
-
-
Amounts owed by fellow group undertakings
291,183
179,196
-
0
-
0
Amounts owed by related parties
613,836
460,402
-
-
Other receivables
-
-
332,500
332,500
Prepayments and accrued income
236,990
197,078
-
-
1,283,763
967,247
332,500
332,500
11
Liabilities
Current
Non-current
2024
2023
2024
2023
Notes
£
£
£
£
Trade and other payables
12
11,731,262
10,496,726
-
0
-
0
Taxation and social security
649,151
569,081
-
-
Lease liabilities
13
463,355
445,105
5,119,827
5,583,181
12,843,768
11,510,912
5,119,827
5,583,181
12
Trade and other payables
2024
2023
£
£
Amount owed to parent undertaking
2,450,770
1,224,484
Amounts owed to fellow group undertakings
8,305,441
8,147,267
Accruals and deferred income
973,968
1,123,638
Other payables
1,083
1,337
11,731,262
10,496,726
I. T NOWHERE (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 19 -
13
Lease liabilities
2024
2023
Maturity analysis
£
£
In two to five years
2,514,698
2,415,656
In over five years
3,068,484
3,612,630
Total undiscounted liabilities
5,583,182
6,028,286

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:

2024
2023
£
£
Current liabilities
463,355
445,105
Non-current liabilities
5,119,827
5,583,181
5,583,182
6,028,286
2024
2023
Amounts recognised in profit or loss include the following:
£
£
Interest on lease liabilities
219,895
237,425

Lease payments represent rentals payable by the company for its London premises. The lease has a term of 15 years and the rent payable is to be reviewed every 5 years. The lease is on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

Due to an extended rent-free period as a result of the Covid-19 pandemic, in the prior year lease liabilities we re included within non-current liabilities in the statement of financial position.

Other leasing information is included in note .
14
Deferred taxation
Assets
2024
2023
£
£
Deferred tax balances
730,963
730,963
Deferred tax assets are expected to be recovered after more than one year.
I. T NOWHERE (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
14
Deferred taxation
(Continued)
- 20 -

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting period.

Tax losses
£
Asset at 1 January 2023
730,963
Asset at 1 January 2024 and 31 December 2024
730,963

Deferred tax assets and liabilities are offset in the financial statements only where the company has a legally enforceable right to do so.

A deferred tax asset has been recognised on the basis that the director believes that future taxable profits will be in excess of the profits arising from the reversal of taxable temporary differences.

15
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
17,542
8,140

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.

16
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
1
1
1
1

The company has one class of ordinary non-redeemable shares which each carry one vote and rank equally for voting purposes. Each share ranks equally for any dividend declared and for any distribution made on a winding up.

17
Related party transactions
I. T NOWHERE (UK) LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
17
Related party transactions
(Continued)
- 21 -

The following related parties had no transactions in the year:

I. T Apparels Limited, a company controlled by Sham Sau Han.

I. T Sourcing Limited, a company controlled by Sham Sau Han.

Neith Limited, a company controlled by Sham Sau Han.

I. T ezhop (HK) Limited, a company controlled by Sham Sau Han.

I. T Nowhere Holdings (HK) Limited, a fellow subsidiary.

During the year, expenses totalling £1,282,539 were paid on behalf of the company by BAPE Hong Kong Limited, the immediate parent company of I. T Nowhere (UK) Limited and a company incorporated in Hong Kong. Foreign exchange differences of £56,253 arose upon retranslation of the year end balance The balance owed to BAPE Hong Kong Limited at the period end was £2,450,769 (2023: £1,224,483).

During the year, expenses totalling £4,240 were paid to the company from USAPE LLC, a fellow subsidiary incorporated in the USA. Foreign exchange differences of £414 arose upon retranslation of the year end balance. The balance owed from USApe LLC at the period end was £28,027 (2023: £31,853).

During the year, expenses totalling £117,111 were paid by the company on behalf of BAPE Italy S.R.L, a fellow subsidiary incorporated in Italy. Foreign exchange differences of £1,297 arose upon retranslation of the year end balance. The balance owed from BAPE ITALY S.R.L at the period end was £115,814 (2023: £0).

18
Controlling party

The parent company of I. T Nowhere (UK) Limited is BAPE Hong Kong Limited, a company registered in Hong Kong. The ultimate parent company is Brooklyn Investment Limited, whose principle place of business is 31/F, Tower A, Southmark, 11 Yip Hing Street, Wong Chuk Hang, Hong Kong.

Both the smallest and largest group into which the company's results are consolidated is Brooklyn Investment Limited, a company incorporated in Cayman Islands. Its consolidated financial statements may be obtained from 31/F, Tower A, Southmark, 11 Yip Hing Street, Wong Chuk Hang, Hong Kong.

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