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

Intellect Design Arena Ltd is an enterprise-grade financial technology leader, providing composable and intelligent solutions for futuristic global financial institutions across 57 countries. Intellect’s revolutionary First Principles Thinking-based Enterprise Connected Intelligence Platform, eMACH.ai, is the most comprehensive, composable, and intelligent open finance platform in the world. With an impressive array of 386 microservices, 650 events, and over 2015 APIs, eMACH.ai enables financial institutions to design and deploy future-ready technology solutions that provide a significant global competitive edge.

With three decades of domain expertise, Intellect offers a full spectrum of banking and insurance technology platforms through Wholesale Banking, Consumer Banking, Central Banking, Wealth, Capital Markets, Insurance, Treasury, ESG, and Direct to Corporate.

Applying First Principles Thinking, we have elementalised the banking space to a finite number of Events, Microservices, and Application Programming Interfaces (APIs), which significantly simplifies any adoption/transformation initiative. Further supported by our twin technologies – iTurmeric for Composability and Purple Fabric for Enterprise Connected Intelligence (CI), our IP asset vault presents a formidable combination of enterprise-grade robustness, agility, the richness of functionality, and ease of deployment.

As the adoption of AI becomes all-pervasive, Intellect differentiates itself through a holistic, Design Thinking-led approach tailored to the Banking & Financial Services sector. While many in the industry have leveraged AI/ML technologies within parts of the information value chain or through selective, one-off deployments of bots and agents, Intellect focuses on ensuring the quality of input through validated and enriched information.

With the pace of innovation increasing in the financial technology space, banks and financial institutions are facing new demands like never before. At Intellect, we have always believed that we need to continuously reinvent ourselves to retain our competitive edge in the market. The fact that Intellect has one of the largest global teams with over 1000 smart engineers working for over 10 years is proof of the foresight and investment we make in our people. With R&D being one of the key differentiators that gives Intellect a market edge, we have nurtured over the years a diverse workforce of solution architects, technologists, banking and insurance domain experts and customer centric roles in our workforce of 6000+ associates helping us approach problems with Design Thinking and First Principles Thinking leading from the front.

In July 2016, Oxford Business School and Intellect jointly set up the Intellect Oxford School of Wholesale Banking and offered their first program to senior bankers. The school has the aim of helping senior transaction bankers to run day-to-day, a successful transaction banking franchise. It is open by invitation only to heads of cash management, payments, liquidity, trade finance, supply chain finance (or equivalents) or above in banks anywhere in the world. It is an intensive course based on Design Thinking, featuring a curriculum based on a three-level maturity model and six design levels, exercises where scholars practice using Design Thinking on real case studies of economics, CEO attitudes and marketing. The school takes place in the prestigious Rhodes House, Oxford, finishing at the exclusive Oxford and Cambridge Club in London, and also features a networking and cultural programme including a private tour of Oxford. Finally, alumni have private access to a site featuring prime content on transaction banking. On 7th February 2020, Intellect Oxford School of Wholesale Banking debuted in the Middle East.

Intellect Oxford School of Wholesale Banking is designed as a highly participatory executive-level learning event. The course has a series of learning modules covering specific topics and defined learning objectives, namely Growing the Transaction Banking Business, Managing Business at Scale, Building Transaction Banking Technology and Managing the Future. We achieved a record-breaking NPS Score of 96% for the Advanced Programme of the world's only Executive-level Transaction Banking learning experience. So far, we have 300+ senior transaction bankers alumni and 10 in-house bank training cohorts.

From 15th May to 17th May 2024, Intellect hosted its 10th Jubilee edition of Intellect Oxford School of Wholesale Banking, marking a significant milestone, continuing its tradition of fostering thought leadership and operational excellence in transaction banking. This exclusive immersive learning experience, which started in Oxford and culminated at the Oxford and Cambridge Club in London, attracted over 40 participants and 20 distinguished speakers from six continents. The assembly underscored the global influence and outreach of the Intellect Oxford School of Wholesale Banking, solidifying its status as a central hub for significant industry advancement.

Some of the key milestones in FY 2024-25:

• A UK-based global bank partnered with Intellect to accelerate its international wholesale banking expansion with eMACH.ai, enabling a seamless, future-ready corporate banking experience

• Intellect participated in Sibos 2024, the premier global financial services event, in Beijing, China, from October 21 to 24. At this event, we showcased how eMACH.ai solutions can empower customers to stay ahead in a rapidly changing industry

• National Bank of Fujairah (NBF), a UAE-based award-winning full-service Corporate Bank, partnered with Intellect to enhance its digital capabilities; Intellect also won an extended mandate with NBK to accomplish a full digital transformation by modernising existing channels and providing new digital capabilities in transaction banking

• Launched eMACH.ai Cloud for Wholesale Banking, which is designed to empower wholesale banks with a comprehensive suite of integrated services, tailored to meet the complex needs of corporate clients across diverse industries, while enabling banks to modernise and scale their operations efficiently

• Jordan Kuwait Bank’s (JKB) successfully implemented Intellect’s eMACH.ai Digital Transaction Banking (DTB). This implementation provides a completely integrated, mobile-first, state-of-the-art, omni-channel experience to power JKB’s growth ambitions in the Arab region based on Jordan Vision 2025.

Intellect Design Arena Ltd, UK, continues to invest in Technology, Platform design, and execution competence and capacity. During the year, substantial investments have been made in this regard to build and scale up Revenue, even if it means we have to take some hit on profitability in the short term. We are confident that we will reap the benefits of the investments in the years to come.

Intellect has adopted an integrated risk management framework approach in various aspects of its business to prevent and minimise any potential risks. The current challenging economic situation, affecting the financial industry continues to be a risk. The nature of our business is such that it involves a long sales cycle to close a deal. Reluctance amongst some banks to move away from legacy systems, the fear of change, also affects our business.

The Company’s principal foreign currency exposure arises from trading in various currencies other than sterling. Trade debtors are monitored on an ongoing basis and provisions are made for doubtful debts where required. Management also monitors and reviews the documentation process for contracts ensuring compliance and adherence to deliverables and service level agreements.

The company's principal focus during the forthcoming year is to continue to increase sales, concentrating its efforts on achieving maximum growth in its existing market operations and to develop relationship with new clients.

The company achieved sales of £59.83m during the current financial year, 31 March 2025, an increase of £6.85m compared with sales of £52.98m in the previous financial year, 31 March 2024. The company posted a pre-tax profit of £5.69m in the current financial year, a decrease of £0.062m from the pre-tax profit of £5.75m in the previous financial year.

Employee Engagement

Our associates and non-associates around the world are treated with dignity and fairness. Intellect is also committed to adhering to all labour standards, including without limitation, nondiscrimination in hiring and the workplace, voluntary labour and no child labour, and compliance with fair working hours and applicable wage laws and regulations.

In addition, Intellect is committed to providing its associates with a safe and healthy work environment in compliance with all applicable laws and regulations and appropriate training and information to prevent workplace hazards.

We are committed to driving a sustainable business that is both commercially successful and socially and environmentally responsible. This includes providing our employees in the UK and overseas with a safe and healthy working environment and having an organisational culture which promotes diversity, inclusivity, personal development and respect.

We know it’s our people who make Intellect successful. We want people to enjoy coming to work and for the workplace to be free from discrimination, harassment and victimisation. In order to achieve this, we adhere to set policies and principles which ensure outcomes of responsible operations and supportive environments for our colleagues. We promote an environment where employees feel that there are open communication channels in which to ask questions and raise concerns.

Engagement with customers and suppliers

Building relationships and partnerships with both suppliers and customers is critical to our success. Our suppliers are fundamental to the quality of our platforms and services, ensuring we meet the high-quality standards we set for ourselves. We provide open communication lines for suppliers and are in regular communication with them. We have a strong, recurring customer base and are continuing to build on this, delivering high-quality platforms and services to our customers when needed.

S172 (1) Statement

The Directors fulfil their S172 duties through effective governance, open discussion, and decisions made at Board meetings. The directors of the company must act in a way that they consider is in good faith and would be most likely to promote the success of the company for the benefit of its members as a whole, and in doing so have regard (amongst other matters) to:

• the likely consequence of any decision in the long term;

• the interests of the company’s employees;

• the need to foster the company’s business relationships with suppliers, customers, and others;

• the impact of the company’s operations on the community and the environment;

• the desirability of the company maintaining a reputation for high standards of business conduct;

• the need to act fairly as between members of the company.

As a wholly owned subsidiary, the only other relevant stakeholders are the parent entity. The directors have complied with their duties under S172 of the Companies Act 2006 through the employee, supplier, and customer engagement described above.

Other information and explanations

Award

We are firm believers in the transformative potential of collaboration, which can revolutionise the financial services sector. Working with these valued organisations, we empower our clients to foster innovation and achieve sustained growth.

Some awards and top recognitions of Intellect Wholesale Banking are:

• Intellect registered a remarkable record-breaking achievement of being ranked #1 in three of its banking offerings by the UK-based independent analyst firm, IBS Intelligence. Intellect continues to lead the fintech industry with top rankings in Retail Core Banking for the sixth consecutive year, Transaction Banking for the fifth consecutive year, and Lending for the third consecutive year. Intellect also secured #2 positions in 8 other financial technology categories and retained the #3 ranking in “global leadership for geographic spread” for the fourth year in a row

• Intellect Wholesale Banking Co-pilot recognised as a trendsetter in AI Readiness & Microservices and API-based Integration in Celent’s report ‘Built for Today, Designed for Tomorrow: Modern Architecture for Corporate Banking’

• Intellect’s Global Payments Platform is ranked as LEADER in Omdia Universe: Payment Hubs, 2024–25 & BEST IN CLASS in Solution Breadth & Vendor Execution

• Intellect’s Cash Management is recognised as a Contender in Datos Matrix: U.S. Providers of Cash Management, 2024

• Intellect named a Leading Payments Provider with a Full-Scale Modernisation Solution

On behalf of the board

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

The principal activity of the company continued to be that of computer software development, software engineering and Iinformation Technology consultancy.

The results for the year are set out on page 11.

The directors do not propose payment of an ordinary dividend (2024: £Nil).

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

The company has indemnified the directors of the company for costs incurred, in their capacity as a director, for which they may be held personally liable, except where there is a lack of good faith.

Morgan Berkeley Limited were appointed as an auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

We have applied the 5 principles of carbon accounting to this SECR report: Accuracy, Transparency, Completeness, Relevance, and Consistency. Data has been gathered across all relevant emission sources and applied the UK Government’s Department for Energy Security and Net-Zero (DESNZ) emission factors for global warming potential for the year 2024, in the absence of 2025 DESNZ emission factors.

The intensity metrics chosen are tonnes of carbon dioxide equivalent per total floor space (tCO2e/m2), per company turnover (tCO2e/£M GBP) and per employee (tCO2e/employee).

The new premises is part of Floor 5 at 50 Bank Street, Canary Wharf. This is a rented office space and therefore we have little governance over the energy efficiency of the built environment in-which we operate. We have taken measures to improve energy efficiency in areas we do have control over (e.g. reducing operational energy demand, purchasing energy-efficient technology, and behavioural changes for conserving energy).

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 Financial Reporting Standard FRS 102. 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, the directors are required to:

• select suitable accounting policies and then apply them consistently;

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

• 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;

• provide additional disclosures when compliance with the specific requirements in FRS 102 is insufficient to enable users to understand the impact of particular transactions,other events and conditions on the company financial position and financial performance.

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.

Under applicable law and regulations, the directors are also responsible for preparing a strategic report, directors' report that comply with that law and those regulations. The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website.

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.

Going Concern

The financial statements of Intellect Design Arena Limited (the Company) have been prepared on a going concern basis as the Directors have concluded that the Company will continue in operational existence and meet its liabilities as they fall due at least for the 12 months to 30 June 2026. The Company has net current assets of £11.48m as at 31 March 2025. The Company does not have any bank debt or other external borrowings or facilities.

Given the assessment performed, the Directors are satisfied that sufficient financial resources will be generated by the Company to continue in operation and meet its liabilities as they fall due at least for the 12 months to 30 June 2026. Accordingly, the Directors of the Company believe that it is appropriate to adopt the going concern basis in preparing the financial statements.

Branches outside the United Kingdom

The company's principal activities during the year continued to be that of computer software development, software engineering and I.T. consultancy in UK and through branches in Spain, Sweden, Austria and France.

We have audited the financial statements of Intellect Design Arena Limited for the year ended 31 March 2025 which comprise the Profit and Loss Account, the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes 1 to 28, 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 FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”(United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

• give a true and fair view of the state of the company's affairs as at 31 March 2025 and of its 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 Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company’s ability to continue as a going concern for the review period to 30 June 2026.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the company’s ability to continue as a going concern.

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 this 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 the 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 strategic report and the directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the strategic report and directors’ report have 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 strategic report or 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.

As explained more fully in the directors’ responsibilities statement set out on page 6 , 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.

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. We also considered laws and regulations that have a direct impact on the preparation of the financial statements, such as the Companies Act 2006.

We evaluated the directors’ and management’s incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principal risks were related to posting manual journal entries to manipulate financial performance.

Our audit procedures were designed to respond to those identified risks, including non-compliance with laws and regulations (irregularities) and fraud that are material to the financial statements. Our audit procedures included but were not limited to:

• Discussing with the directors and management their policies and procedures regarding compliance with laws and regulations;

• Communicating identified laws and regulations throughout our engagement team and remaining alert to any indications of non-compliance throughout our audit; and

• Considering the risk of acts by the company which were contrary to applicable laws and regulations, including fraud.

Our audit procedures in relation to fraud included but were not limited to:

• Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud;

• Gaining an understanding of the internal controls established to mitigate risks related to fraud;

• Discussing amongst the engagement team the risks of fraud; and

• Addressing the risks of fraud through management override of controls by performing journal entry testing.

There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls.

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 profit and loss account has been prepared on the basis that all operations are continuing operations.

The notes on pages 15 to 28 are an integral part of these financial statements.

Intellect Design Arena Limited is a private company limited by shares incorporated and domiciled in England and Wales. The registered office is Level 5, 50 Bank Street, London, England, E14 5NS.

These financial statements have been prepared in compliance with United Kingdom Accounting Standard including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

• Section 4 ‘Statement of Financial Position’ – Reconciliation of the opening and closing number of shares;

• Section 7 ‘Statement of Cash Flows’ – Presentation of a statement of cash flow and related notes and disclosures;

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’ – Carrying amounts, interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

• Section 26 ‘Share based Payment’ – Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

• Section 33 ‘Related Party Disclosures’ – Compensation for key management personnel.

The company has taken advantage of the exemption under section 401 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.

Intellect Design Arena Limited is a wholly owned subsidiary of Intellect Design Arena Limited, a company incorporated in India, and the results of Intellect Design Arena Limited are included in the consolidated financial statements of Intellect Design Arena Limited which can be obtained from Intellect Design Arena Limited, Polaris House, 244, Anna Salai, Chennai 600006, India.

The financial statements of Intellect Design Arena Limited (the Company) have been prepared on a going concern basis as the Directors have concluded that the Company will continue in operational existence and meet its liabilities as they fall due at least for the 12 months period to 30 June 2026. The Company has net current assets of £11.48m as at 31 March 2025. The Company does not have any bank debt or other external borrowings or facilities. true

Given the assessment performed, the Directors are satisfied that sufficient financial resources will be generated by the Company to enable the Company to continue in operation and meet its liabilities as they fall due at least for the 12 months period to 30 June 2026. Accordingly, the Directors of the Company believe that it is appropriate to adopt the going concern basis in preparing the financial statements.

Turnover represents amounts receivable for software engineering products and services net of VAT and trade discounts.

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.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

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

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

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:

Tangible fixed assets 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:

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

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

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

At each reporting period 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.

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.

Research and development expenditure is written off as incurred, except that development expenditure incurred on an individual project is capitalised as an intangible asset when the company can demonstrate the technical feasibility of completing the intangible asset so that it will be available for use or sale, its intention to complete and its ability to use or sell the asset, how the asset will generate future economic benefits, the availability of resources to complete the asset and the ability to measure reliably the expenditure during development.

Following initial recognition of the development expenditure as an asset, the cost model is applied requiring the asset to be carried at cost less any accumulated amortisation and accumulated impairment losses. Amortisation of the asset begins when development is complete and the asset is available for use. It is amortised evenly over the period of expected future benefit. During the period of development the asset is tested for impairment annually.

Cash and cash equivalents are basic financial assets and 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.

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

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

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

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

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

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

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

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

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

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

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

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 stock or fixed 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.

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

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.

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Development expenditure is capitalised in accordance with the accounting policy given above. Initial capitalisation of costs is based on management’s judgement that technical and economic feasibility is confirmed, usually when a product development project has reached a defined milestone according to an established project management model. In determining the amounts to be capitalised management makes assumptions regarding the expected future cash generation of the assets, discount rates to be applied and the expected period of benefits.

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

The key areas requiring critical judgment include:

• Percentage of Completion: Revenue and profit are recognised based on the estimated progress of each project. This involves estimating the total costs and the proportion of costs incurred to date.

• Cost to Complete: Future costs are projected based on historical data and current conditions. Accurate estimation is crucial to reflect the true financial position.

• Revenue Recognition: Revenue is recognised according to project progress, with adjustments made for contract variations and claims.

• Provision for Expected Losses: Provisions are made for projects expected to incur losses, based on total cost forecasts and potential risks.

Management regularly reviews and updates these estimates to ensure accuracy. Changes in these estimates can significantly impact the financial statements.

An analysis of the company's turnover is as follows:

The turnover of the company during the year, derived from its principal activity, attributable to the various geographies are 73% (2024: 75%) from the UK, 17% (2024: 19%) from Europe and the remaining 11% (2024: 6%) predominantly from the African, Indian and American subcontinent.

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Their aggregate remuneration comprised:

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

Factors that may affect future tax charges.

As a step to rebuild its finance after Covid 19 Pandemic, the Government increased the main Corporation Tax rate to 25% from 1 April 2023 on profits over £250,000.

More information on impairment movements in the year is given in note .

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

Nature of Business: Computer Software Development, Software Engineering and I.T. Consultancy

Chile Registered Office Address : Monsefior Sotero Sanz N° 161, Piso 8,Providencia, Santiago, Chile

Canada Registered Office Address : Suite 400, 181 University Avenue, Toronto, ON M5H 3M7, Canada

The investments in the subsidiaries are stated at cost.

Amounts owed by group undertakings are unsecured, interest free and repayable on demand.

Group Company Loan bear interest rate of 3.25% p.a. and repayable on demand.

Amounts owed to group undertakings are unsecured, interest free and repayable on demand.

Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

Operating lease payments represent rentals payable by the company for one of its properties. The lease has been negotiated for a term of two years and rentals are fixed for the same term.

At the reporting end date the company had commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Advances or credits have been granted by the company to its directors as follows:

During the year, consultancy fees amounting to £164,075 (2024: £104,919) were payable to ONYX Global Consulting Limited, a company in which Mr Andrew Ralph England is a director.

The ultimate parent company is Intellect Design Arena Limited, a company registered in India and listed on the Bombay Stock Exchange (BSE) and the National Stock Exchange of India Limited (NSE). This is the only consolidated financial statement in which Intellect Design Arena Limited, UK, is included. The Consolidated financial statements can be obtained from Polaris House, 244, Anna Salai, Chennai - 600 006, India.