Company No: 07078765 (England and Wales)

Contents

• Company Information
• Directors' Report
• Directors' Responsibilities Statement
• Independent Auditor's Report
• Profit and Loss Account
• Balance Sheet
• Statement of Changes in Equity
• Notes to the Financial Statements

DIRECTORS	Mark James Robertson
	Timothy Nicholas Sharp

REGISTERED OFFICE	4 Carlton Gardens
	London
	SW1Y 5AA
	United Kingdom

COMPANY NUMBER

07078765 (England and Wales)

AUDITOR	Dixon Wilson Audit Services LLP
	Statutory Auditor
	22 Chancery Lane
	London
	WC2A 1LS

The directors present their annual report on the affairs of the company, together with the financial statements and auditors’ report, for the financial year ended 31 December 2024.

PRINCIPAL ACTIVITIES

The principal activity of the Company during the financial year was the provision of investment advisory services.

DIRECTORS

The directors, who served during the financial year and to the date of this report except as noted, were as follows:

Mark James Robertson
Timothy Nicholas Sharp

DIRECTORS' INDEMNITIES

The Company has made qualifying third party indemnity provisions for the benefit of its directors which were made during the financial year and remain in force at the date of this report.

Small companies exemption

This Directors' Report has been prepared in accordance with the provisions applicable to companies entitled to the small companies' exemption provided by section 415A of the Companies Act 2006

AUDITOR

Each of the persons who is a director at the date of approval of this report confirms that:

* So far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware; and

* The director has taken all the steps that they ought to have taken as a director in order to make himself/herself aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Approved by the Board of Directors and signed on its behalf by:

Timothy Nicholas Sharp Director

24 September 2025

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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”. 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 financial 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;
* 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 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. The directors 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.

Report on the audit of the financial statements

Opinion

We have audited the financial statements of Hottinger Private Office Limited for the financial year ended 31 December 2024, which comprise the Profit and Loss Account, the Balance Sheet, the Statement of Changes in Equity, the accounting policies, and the related notes, 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 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 of Hottinger Private Office Limited (the ‘Company’):
* Give a true and fair view of the state of the Company’s affairs as at 31 December 2024 and of its profit for the financial year then ended;
* Have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland"; 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)). Our responsibilities under those standards are further described in the auditor's responsibilities for the audit of the financial statements section of our report.

We are independent of the Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

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

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

Other information

The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information. 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 or a material misstatement of the other information. 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.

Report on other legal and regulatory requirements

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:
* The information given in the Directors’ Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
* The Directors’ Report has been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the directors’ report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

* adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or
* the financial statements are not in agreement with the accounting records and returns; or
* certain disclosures of directors’ remuneration specified by law are not made; or
* we have not received all the information and explanations we require for our audit; or
* the directors were not entitled to take advantage of the small companies’ exemptions in preparing the directors’ report and from the requirement to prepare a strategic report.

Responsibilities of directors

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

In preparing the financial statements, the directors are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

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.

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:

We gained an understanding of the legal and regulatory framework applicable to the company by considering, amongst other things, the industry and sector in which it operates, and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the assessed level of risk, but recognised that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

We focused on laws and regulations which could give rise to a material misstatement in the financial statements, including, but not limited to, UK Company Law, UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation, enquiries with management, consideration of the firm’s FCA scope of permission. As in all our audits, we also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by management that represented a risk of material misstatement due to fraud.

There are inherent limitations in the audit procedures described above and, the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. We did not identify any key audit matters relating to irregularities, including fraud.

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: 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.

Steven Wakefield (Senior Statutory Auditor)
For and on behalf of Dixon Wilson Audit Services LLP
Statutory Auditor

22 Chancery Lane
London
WC2A 1LS

25 September 2025

	Note	2024		2023
		£		£
Turnover	2	1,214,178		289,538
Administrative expenses		( 926,486)		( 473,390)
Operating profit/(loss)		287,692		( 183,852)
Interest payable and similar expenses		( 11,222)		( 2,790)
Profit/(loss) before taxation	3	276,470		( 186,642)
Tax on profit/(loss)	7	( 161,291)		43,799
Profit/(loss) for the financial year		115,179		( 142,843)

All amounts relate to continuing operations.

There were no items of other comprehensive income or losses for the current or prior year other than those included in the Profit and Loss Account, accordingly no Statement of Comprehensive Income is presented.

	Note	2024		2023
		£		£
Fixed assets
Investments	9	4,550,251		4,062,751
		4,550,251		4,062,751
Current assets
Debtors	10	993,092		1,267,387
Cash at bank and in hand		365,981		65,861
		1,359,073		1,333,248
Creditors: amounts falling due within one year	11	( 2,203,550)		( 1,805,557)
Net current liabilities		(844,477)		(472,309)
Total assets less current liabilities		3,705,774		3,590,442
Net assets		3,705,774		3,590,442
Capital and reserves	13
Called-up share capital		1,000		1,000
Capital contribution reserve		1,478,400		1,478,400
Other reserves		258		105
Profit and loss account		2,226,116		2,110,937
Total shareholder's funds		3,705,774		3,590,442

The financial statements of Hottinger Private Office Limited (registered number: 07078765) were approved and authorised for issue by the Board of Directors on 24 September 2025. They were signed on its behalf by:

Timothy Nicholas Sharp Director

	Called-up share capital		Capital contribution reserve		Other reserves		Profit and loss account		Total
	£		£		£		£		£
At 01 January 2023	1,000		1,478,400		0		2,253,780		3,733,180
Loss for the financial year	0		0		0		( 142,843)		( 142,843)
Total comprehensive loss	0		0		0		( 142,843)		( 142,843)
Costs of group equity settled share option scheme	0		0		105		0		105
At 31 December 2023	1,000		1,478,400		105		2,110,937		3,590,442
At 01 January 2024	1,000		1,478,400		105		2,110,937		3,590,442
Profit for the financial year	0		0		0		115,179		115,179
Total comprehensive income	0		0		0		115,179		115,179
Costs of group equity settled share option scheme	0		0		153		0		153
At 31 December 2024	1,000		1,478,400		258		2,226,116		3,705,774

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

Hottinger Private Office Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the company's registered office is 4 Carlton Gardens, London, SW1Y 5AA, United Kingdom.

The principal activities are set out in the Directors’ Report.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Financial Reporting Standard 102 (FRS 102) applicable in the UK and Republic of Ireland issued by the Financial Reporting Council and the requirements of the Companies Act 2006.

The financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.

Hottinger Private Office Limited meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it. Exemptions have been taken in relation to financial instruments, presentation of a Cash Flow Statement, share based payment arrangements and remuneration of key management personnel.

Group accounts exemption

Group accounts exemption s400
The Company has taken advantage of the exemption under section 400 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.

Hottinger Private Office Limited is a wholly owned subsidiary of Hottinger Group Limited and the results of Hottinger Private Office Limited are included in the consolidated financial statements of Hottinger Group Limited.

Foreign currency

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Turnover

Turnover comprises the fair value of the consideration received or receivable for the provision of financial services and related commission. Turnover is shown net of value added tax and discounts. Turnover is recognised in the period in which services are provided.

Taxation

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.

Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements, and on unused tax losses to the extent it is considered more likely than not there will be profits within the group against which the losses can be used. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

Fixed asset investments

Investments in the subsidiary in the company's individual financial statements are measured at cost less impairment.

Trade and other debtors

Trade debtors are amounts due from customers for services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtors.

Trade and other creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the group does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method

2. Turnover

Breakdown by business class

An analysis of the company's turnover by class of business is set out below.

	2024		2023
	£		£
Investment advisory services	279,719		289,538
Other transaction services	934,459		0
	1,214,178		289,538

The company does not supply geographical markets that differ substantially from each other.

3. Profit/(loss) before taxation

Profit/(loss) before taxation is stated after charging/(crediting):

	2024		2023
	£		£
Foreign exchange (gains)/losses	( 4,489)		24,181

4. Auditor's remuneration

An analysis of the auditor's remuneration is as follows:

	2024		2023
	£		£
Fees payable to the company’s auditor and its associates for the audit of the company's annual financial statements:	5,040		4,050
Total audit fees	5,040		4,050
Taxation compliance services	1,000		750
Other services	1,160		1,050
Total non-audit fees	2,160		1,800

5. Staff number and costs

	2024		2023
	Number		Number
The average monthly number of employees (including directors) was:
Administration and support	2		2
Operations	2		2
Senior management	2		3
	6		7

Their aggregate remuneration comprised:

	2024		2023
	£		£
Wages and salaries	219,590		234,476
Social security costs	23,512		29,383
	243,102		263,859

Staff provide services across the group. Staff numbers above include group staff who have provided services in full or in part to the company in the year, and staff costs are the share of group staff costs charged to the company.

6. Directors' remuneration

	2024		2023
	£		£
Directors' emoluments	350,333		445,115
Company contributions to money purchase pension schemes	17,750		16,750
	368,083		461,865

	2024		2023
	Number		Number
Members of a money purchase pension scheme	1		1

Remuneration of the highest paid director

	2024		2023
	£		£
Director's emoluments	177,500		267,615

Directors provide services across the group. Amounts above include remuneration allocated as directors of the company, and whilst directors of the company, for services as directors of the company's subsidiary. Remuneration charged solely to the company was £nil (2023 - £57,615).

7. Tax on profit/(loss)

	2024		2023
	£		£
Current tax on profit/(loss)
UK corporation tax	0		( 5,967)
Amounts payable for surrender of losses within group	123,459		0
Adjustments in respect of prior years
Amounts receivable for surrender of losses within group	0		0
Total current tax	123,459		( 5,967)
Deferred tax
Origination and reversal of timing differences	37,832		( 37,832)
Total deferred tax	37,832		( 37,832)
Total tax on profit/(loss)	161,291		( 43,799)

Tax reconciliation

The tax assessed for the year is higher than (2023: higher than) the standard rate of corporation tax in the UK:

	2024		2023
	£		£
Profit/(loss) before taxation	276,470		(186,642)
Tax on profit/(loss) at standard UK corporation tax rate of 25% (2023: 23.52%)	69,118		( 43,898)
Effects of:
Expenses not deductible for tax purposes	92,173		919
Changes in tax rates	0		(820)
Total tax charge/(credit) for year	161,291		(43,799)

At 31 December 2024 deferred tax assets amounted to £Nil, deferred tax liabilities amounted to £Nil (2023: deferred tax assets £37,832, deferred tax liability £Nil).

8. Share-based payments

Equity-settled share-based payment schemes

During the year the group of which the company is a part set up an equity settled EMI share option scheme. Options have terms of up to ten years, are subject to service conditions, and are granted by and over the equity of the group parent. The company measures its share-based payment expense as a reasonable allocation of the expense for the group based on the the proportions of group staff wages allocated to the company.

.

9. Fixed asset investments

	2024		2023
	£		£
Subsidiary undertakings	4,550,251		4,062,751

Investments in subsidiaries

	2024
	£
Cost
At 01 January 2024	4,062,751
Additions	487,500
At 31 December 2024	4,550,251
Carrying value at 31 December 2024	4,550,251
Carrying value at 31 December 2023	4,062,751

Investments in shares

Name of entity	Registered office	Class of shares	Ownership 31.12.2024	Ownership 31.12.2023	Held
Hottinger & Co Limited	4 Carlton Gardens, London, SW1Y 5AA	Ordinary	97.50%	97.50%	Direct
Hottinger and Co (Pty) Ltd	22 Kindoon Road, Bryanston, South Africa	Ordinary	100.00%	0.00%	Indirect

10. Debtors

	2024		2023
	£		£
Trade debtors	37,971		51,589
Amounts owed by group undertakings (note 14)	929,494		1,118,154
Amounts owed by related parties (note 14)	25,234		25,234
VAT recoverable	0		28,321
Corporation tax	0		6,257
Prepayments	393		0
Deferred tax asset	0		37,832
	993,092		1,267,387

Amounts owed by group undertakings are repayable on demand and do not bear interest.

11. Creditors: amounts falling due within one year

	2024		2023
	£		£
Trade creditors	0		14,217
Amounts owed to group undertakings (note 14)	1,906,190		1,782,896
Accruals and deferred income	297,725		8,444
Other creditors	( 365)		0
	2,203,550		1,805,557

There are no amounts included above in respect of which any security has been given by the entity.

Amounts owed to group undertakings are repayable on demand and do not bear interest.

12. Deferred tax

	2024		2023
	£		£
At the beginning of financial year	37,832		0
(Charged)/credited to the Profit and Loss Account	( 37,832)		37,832
At the end of financial year	0		37,832

The deferred taxation balance is made up as follows:

	2024		2023
	£		£
Tax losses carry forward	0		37,832

13. Called-up share capital and reserves

	2024		2023
	£		£
Allotted, called-up and fully-paid
1,000 Ordinary shares of £ 1.00 each	1,000		1,000
Presented as follows:
Called-up share capital presented as equity	1,000		1,000

The Company's other reserves are as follows:

The profit and loss reserve represents cumulative profits or losses, net of dividends paid and other adjustments.

The share based payment reserve represents the charge to profit or loss for services received in relation to equity settled share based payments not yet settled.

Capital contributions reserve

Other capital contributions are amounts provided to the company by its parent entity without a formal issue of shares but where the company has no obligation to make repayment. The amounts were contributed to enable the company to purchase the subsidiary.

14. Related party transactions

The company has availed of the exemption provided in FRS 102 Section 33 Related Party Disclosures not to disclose transactions entered into with fellow group companies that are wholly owned within the group of companies of which the company is a wholly owned member.

At 31 December 2024 amounts due from group companies that are not wholly controlled within the group were £233,862 (2023 - £100,387). Net costs recharged with such companies in the year came to £466,183 (2023 - £357,976).

15. Controlling party

Parent Company:

Hottinger Group Limited

4 Carlton Gardens, London, England, SW1Y 5AA

The ultimate controlling party during the period was as disclosed above. Following the end of the period, Edmond de Rothschild (Suisse) SA agreed to increase its shareholding in Hottinger Group Limited from 42.5% to 70%. The transaction was conditional on regulatory approval, which was granted by the FCA in April 2025. Following further share allotments, as of the date of approval of these financial statements, Edmond de Rothschild (Suisse) SA's shareholding has increased to 88.21%.

The only company preparing group accounts including the results of Hottinger Private Office Limited for the period is Hottinger Group Limited.