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

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

iPensions Group Limited is a private company limited by shares incorporated in England and Wales. The registered office is 2nd Floor, Marshall House, 2 Park Avenue, Sale.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

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.

iPensions Group Limited is a wholly owned subsidiary of iWealth Holdings Limited and the results of iPensions Group Limited are included in the consolidated financial statements of iWealth Holdings Limited which are available from Companies House, Crown Way, Maindy, Cardiff.

Revenue is measured based on the consideration specified in a contract with a customer and excludes amounts collected on behalf of third parties. The company recognises revenue when (or as) it satisfies a performance obligation by transferring control of a promised service to the customer.

The main sources of income derived by the company from the provision of services are recognised as follows:

• Annual trust fee is realised as revenue over the passage of time.

• Set up fees are recognised over time which is determined to be the period required by the Scheme and the Company to acquire the initial investment portfolio for a member.

• Termination fees are recognised at the time a member leaves.

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

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

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.

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.

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks.

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.

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.

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, including creditors and loans from connected entities, 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 receipts 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.

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.

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.

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.

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation. Provisions are measured at the directors' best estimate of the expenditure required to settle the present obligation at the end of the financial year, taking into account the risks and uncertainties surrounding the obligation.

The costs of short-term employee benefits are recognised as a liability and an expense.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

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

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 leased asset are consumed.

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

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

The Company operates in a legal and regulatory environment that exposes it to certain litigation risks. Each complaint is dealt with on its merits. The recognition of provisions and establishment of contingent liabilities requires application of judgement to existing facts and circumstances which can be subject to change.

In accordance with the Group's policy, provisions are made based on risk: 20% for low risk, 50% for medium risk, and 100% for high risk.

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

The company had subordinated loans repayable after 60 months written notice and included in the accounts at the present value of future payments. The loans are interest free. The loans were taken out in the year to 31 December 2021 and the associated finance costs discounted. The discounted value of the loan has been included in other reserves.

Contingent liabilities represent potential obligations that depend on the occurrence of uncertain future events not entirely within the control of the Company. These are not recognised in the financial statements when the likelihood of payment is not probable and/or the amount cannot be measured reliably. The Company exercises judgement in evaluating and recognising contingent liabilities and assets, particularly in relation to outstanding claims that are subject to negotiation or arbitration. Outcomes of arbitration may be appealed, and judgement is required to assess the likelihood of success for any pending claims.

Provisions are recognised when the Company has a present legal or constructive obligation arising from a past event for which it is probable that an outflow of economic benefit will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. This process involves significant judgement and the use of assumptions about the likelihood and magnitude of any cash outflow. The Company analyses its exposure based on available information, including consultation with professional indemnity insurers and external legal advisors where appropriate, to assess any potential liability.

The company operates in a legal and regulatory environment that exposes it to certain litigation risks. Each complaint is assessed on its individual merits. Disputes in respect of legal matters are subject to many uncertainties and the outcome of individual matters cannot be predicted with any certainty however, based upon their experience and discussions with the Financial Ombudsman, a best estimate of potential cash outflows has been calculated by the directors and is reflected as a provision of just under £1.5m in the financial statements (2023: £0.5m).

The total value of claims as at 31 December 2024 stood at £2.6m (2023: £2.0m) subject to the company’s excess through their Professional Indemnity Insurance in place with AIG Europe, this represents the expected maximum potential outflow.

The Directors recognise that not all the claims are similar and therefore have assessed the risk of unfavourable outcomes based on detailed external legal advice and the facts and circumstances of each different group of claims. They have therefore provisioned according to the risk with the total provision calculated at £1.5m representing 57% of the total potential claim. The provision has been calculated using the methodology detailed in note 2. The Directors are also comfortable with the level of Company Reserves and Bank Balances, and predict they will be able to meet such claims in case these go above such provisions.

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006.

The auditor's report is unqualified and includes the following:

In our opinion the financial statements:

• give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its 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.

Emphasis of matter

We draw attention to note 9, which discloses ongoing member claims. Whilst a provision has been included in the financial statements representing managements best estimate of the potential liability, it is not possible to determine the exact future outcome of each claim.

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

During the year the company entered into the following transactions with related parties:

The company holds subordinated loans from the shareholders amounting to £800,000, which were outstanding at the year end. These loans are interest free and repayable after 60 months written notice.

Ultimate shareholders that are not directors of the company have received employee benefits of £12,112 (2023: £12,200) during the year.

The parent company is iWealth Holdings Limited, with the registered office of Marshall House, 2 Park Avenue, Sale, United Kingdom.

iWealth Holdings Limited prepares group consolidated financial statements, copies can be obtained from Companies House, Crown Way, Maindy, Cardiff.