REGISTERED NUMBER: 08640783 (England and Wales)

Pardus Holdings Limited

Report of the Directors and

Consolidated Financial Statements for the Year Ended 31 December 2024

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

4

Consolidated Income Statement

8

Consolidated Balance Sheet

9

Company Balance Sheet

11

Notes to the Consolidated Financial Statements

12

DIRECTORS:

Mr S L Byrne

Mr B A King

Mr D J Stockman

Mr K D Thompson

REGISTERED OFFICE:

Cranbrook Business Centre

High Street

Cranbrook

Kent

TN17 3EJ

REGISTERED NUMBER:

08640783 (England and Wales)

AUDITORS:

Swindells LLP

Chartered Accountants

and Statutory Auditor

Atlantic House

8 Bell Lane

Bellbrook Industrial Estate

Uckfield

East Sussex

TN22 1QL

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

FUTURE DEVELOPMENTS

The reporting of an overall profit for 2024 reflects the continued growth and profitability of the company. The gross premium income (GPI) achieved for 2024 of some £15 million represents an increase of 36% compared to 2023. Income of £1.7 million from commission and fees is an increase of 35% compared to 2023. With the company operating profitably for the last two years, there is a firm base from which to continue growing the business.

The UK marketplace continues to be highly competitive, but Pardus will still look to achieve GPI of some £20 million for 2025 and operate profitably. The first quarter of 2025 has already seen an increase of both GPI and Income of over 40%, with the first quarter of 2024 and provides management with confidence that growth for the year can be achieved.

DIRECTORS

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

Mr S L Byrne

Mr B A King

Mr D J Stockman

Mr K D Thompson

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

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

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

Mr K D Thompson - Director

21 July 2025

Opinion

We have audited the financial statements of Pardus Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated Income Statement, Consolidated Balance Sheet, Company Balance Sheet and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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

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

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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

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

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

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

Other information

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

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

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

Opinions on other matters prescribed by the Companies Act 2006

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

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

-	the Report of the Directors has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

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

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

-	adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-	the parent company financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

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

-	the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Group Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

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

In preparing the financial statements, the directors are responsible for assessing the group's and the parent 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 group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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:

-

the company's internal controls have been discussed and understood prior to our audit testing. Internal controls have been tested through walkthrough testing, to assess whether controls are adequate, whether they are being followed, and whether irregularities and fraud are prevented.

-

deficiencies in internal controls have been highlighted and explained to management, along with recommendations as to how deficiencies can be improved and the risk of irregularity and fraud occurrence minimised.

-

representations have been provided by management that there were no identified cases of fraud or instances of non-compliance during or since the accounting period.

-

substantive testing has been carried out to test the validity of transactions, with entries in the accounting system vouched to corresponding third party documentation and evidence of appropriate authorisation.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Melanie Richardson BA(Hons) FCA (Senior Statutory Audit (Senior Statutory Auditor)

for and on behalf of Swindells LLP

Chartered Accountants

and Statutory Auditor

Atlantic House

8 Bell Lane

Bellbrook Industrial Estate

Uckfield

East Sussex

TN22 1QL

23 July 2025

TURNOVER

1,797,702

1,262,277

Administrative expenses

1,465,501

1,093,121

OPERATING PROFIT

4

332,201

169,156

Interest receivable and similar income

24,606

12,286

356,807

181,442

Interest payable and similar expenses

13,101

19,480

PROFIT BEFORE TAXATION

343,706

161,962

Tax on profit

5

(112,500

)

-

PROFIT FOR THE FINANCIAL YEAR

456,206

161,962

Profit attributable to:

Owners of the parent

456,206

161,962

FIXED ASSETS

Tangible assets

8

10,294

2,294

Investments

9

-

-

10,294

2,294

CURRENT ASSETS

Debtors

10

382,073

139,440

Cash at bank

71,736

24,496

453,809

163,936

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

11

405,362

600,925

NET CURRENT ASSETS/(LIABILITIES)

48,447

(436,989

)

TOTAL ASSETS LESS CURRENT LIABILITIES

58,741

(434,695

)

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

12

12,964

25,073

NET ASSETS/(LIABILITIES)

45,777

(459,768

)

CAPITAL AND RESERVES

Called up share capital

410,159

410,021

Share premium

4,837,392

4,795,840

Other reserves

38,250

30,600

Retained earnings

(5,240,024

)

(5,696,229

)

SHAREHOLDERS' FUNDS

45,777

(459,768

)

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

The financial statements were approved by the Board of Directors and authorised for issue on 21 July 2025 and were signed on its behalf by:

Mr S L Byrne - Director

Mr K D Thompson - Director

CURRENT ASSETS

Debtors

10

512,591

588,867

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

11

215,083

245,933

NET CURRENT ASSETS

297,508

342,934

TOTAL ASSETS LESS CURRENT LIABILITIES

297,508

342,934

CAPITAL AND RESERVES

Called up share capital

410,159

410,021

Share premium

4,837,392

4,795,840

Other reserves

38,250

30,600

Retained earnings

(4,988,293

)

(4,893,527

)

SHAREHOLDERS' FUNDS

297,508

342,934

Company's loss for the financial year

(94,766

)

(112,284

)

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

The financial statements were approved by the Board of Directors and authorised for issue on 21 July 2025 and were signed on its behalf by:

Mr K D Thompson - Director

Mr S L Byrne - Director

1.	STATUTORY INFORMATION

Pardus Holdings Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Basis of consolidation

The consolidated Income Statement and Statement of Financial Position shows the results and financial position of the company and its subsidiary undertakings made up to 31 December 2022. Intra-group sales and profits are eliminated fully on consolidation.

The financial statements are prepared on the going concern basis.

Turnover

Commission is recognised when the company's contractual right to such income is established, and to the extent that the company's relevant obligations under the contracts concerned have been performed. For most of the company's underwriting activities, this means that commission is recognised at the inception of the underlying contract of insurance concerned.

Where the company has set up delegated authority facilities, income is recognised at the inception of the facility rather than the underlying insurance contracts only to the extent that such income can be reliably estimated, as the company's obligations have been performed in full at that point.

Profit commission arising from the placement of insurance contracts by the company is recognised when the right to such profit commission is established through a contract, but only to the extent that a reliable estimate of the amount receivable can be made. Such estimates are made on a prudent basis to reflect the level of uncertainty involved.

Tangible fixed assets

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

Fixtures and fittings

-

33% on cost

Computer equipment

-

33% on cost

Taxation

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

Current or deferred taxation assets and liabilities are not discounted.

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

Deferred tax

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

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

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

Foreign currencies

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

Pension costs and other post-retirement benefits

The group makes contributions into employees' pension funds. Contributions payable in the year

are charged to the profit and loss account in the period in which they relate.

Insurance balances

The company acts as insurance intermediary in placing the insurable risks of their clients with insurers and as such, is not liable as a principal for amounts due to underwriters. In recognition of this relationship, the company does not include debtors, creditors and cash arising from insurance transactions in its own balance sheet. Therefore, other than commission received and receivable, there is no recognition of the insurance transactions in the company's financial statements

Share based employee remuneration

Enterprise Management Incentive (EMI) scheme options are accounted for based on their fair value at the option date, with the expenses recognised in the profit and loss account over the vesting period. Fair value is calculated as the estimated market price of the option at the grant date and adjustments are made to reflect changes in the estimated number of options that will vest.

If an employee leaves the company before the options vest, the previously recognised expense will be reversed.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was NIL (2023 - NIL).

The average number of employees by undertakings that were proportionately consolidated during the year was 11 (2023 - 9 ) .

4.	OPERATING PROFIT

The operating profit is stated after charging:

2024

2023

as

restated

£

£

Depreciation - owned assets

2,554

2,162

5.

TAXATION

Analysis of the tax credit

The tax credit on the profit for the year was as follows:

2024

2023

as

restated

£

£

Deferred tax

(112,500

)

-

Tax on profit

(112,500

)

-

As at 31 December 2023, the company's subsidiary had £4,632,993 of trading losses. In the year to 31 December 2024, the subsidiary utilised £438,008 of those losses against profits in the year and has £4,194,985 available to utilise against future profits.

The directors believe that while the company will remain profitable in the future, it would not be prudent to account for the whole of the trading losses at this stage. After careful consideration, the directors have included a deferred tax asset in these financial statements of £112,500 (2023: £nil), calculated by reference to the profits generated in the year to 31 December 2024.

6.	INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.

7.	PRIOR YEAR ADJUSTMENT

The comparatives for the year ended 31 December 2023 have been restated to reflect the issue of Enterprise Management Incentive (EMI) options in March 2022. The effect of this restatement is to increase the deficit on retained reserves brought forward by £30,600 and to increase the share options reserve by £30,600.

8.	TANGIBLE FIXED ASSETS

Group

Fixtures

and

Computer

fittings

equipment

Totals

£

£

£

COST

At 1 January 2024

10,981

94,442

105,423

Additions

1,843

8,711

10,554

At 31 December 2024

12,824

103,153

115,977

DEPRECIATION

At 1 January 2024

9,234

93,895

103,129

Charge for year

716

1,838

2,554

At 31 December 2024

9,950

95,733

105,683

NET BOOK VALUE

At 31 December 2024

2,874

7,420

10,294

At 31 December 2023

1,747

547

2,294

9.	FIXED ASSET INVESTMENTS

The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

Subsidiary

Pardus Underwriting Limited

Registered office: England and Wales

Nature of business: Insurance underwriting

%

Class of shares:

holding

Ordinary

100.00

2024

2023

£

£

Aggregate capital and reserves

(251,731

)

(802,703

)

Profit for the year

550,972

274,245

10.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group

Company

2024

2023

2024

2023

as restated

as restated

£

£

£

£

Trade debtors

249,248

123,924

-

-

Amounts owed by group undertakings

-

-

512,591

588,867

Other debtors

132,825

15,516

-

-

382,073

139,440

512,591

588,867

11.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group

Company

2024

2023

2024

2023

as restated

as restated

£

£

£

£

Bank loans and overdrafts

10,000

10,000

-

-

Other loans

100,000

90,000

100,000

90,000

Social security and other taxes

77,028

36,672

-

-

Other creditors

22,144

139,483

-

-

Directors' current accounts

102,500

144,190

102,500

144,190

Accrued expenses

93,690

180,580

12,583

11,743

405,362

600,925

215,083

245,933

12.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

Group

2024

2023

as

restated

£

£

Bank loans - 1-2 years

12,964

20,000

Bank loans - 2-5 years

-

5,073

12,964

25,073

13.	DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

The following advances and credits to directors subsisted during the years ended 31 December 2024 and 31 December 2023:

2024

2023

as

restated

£

£

Mr D J Stockman

Balance outstanding at start of year

77,500

77,500

Amounts repaid

(25,000

)

-

Amounts written off

-

-

Amounts waived

-

-

Balance outstanding at end of year

52,500

77,500

Mr B A King

Balance outstanding at start of year

50,000

50,000

Amounts repaid

-

-

Amounts written off

-

-

Amounts waived

-

-

Balance outstanding at end of year

50,000

50,000

During the year, one of the directors was issued 83 Ordinary shares of £1 each in consideration for which, his loan account with the company was reduced by £25,000.

14.	RELATED PARTY DISCLOSURES

During the year the company agreed to convert a loan from a company owned by one of the directors into 55 Ordinary shares of £1 each at a price per share of £303.

At the year end, the balance outstanding to the company owned by one of the directors was £nil (2023: £16,690)

15.	ULTIMATE CONTROLLING PARTY

The directors consider that there is no one controlling party.

16.	SHARE-BASED PAYMENT TRANSACTIONS

The company has an Enterprise Management Incentive (EMI) scheme in place, under which options were granted to 5 individuals in March 2022.

The options can only be exercised in the event of a sale of trade and assets or shares in the company. The maximum term of the option is 10 years

The number of options in issue at the beginning and end of the year was 600 (2023: 600) and the exercise price is £255.