REGISTERED NUMBER: 08092743 (England and Wales)

GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

T.M.L.E. LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Consolidated Income Statement

8

Consolidated Other Comprehensive Income

9

Consolidated Balance Sheet

10

Company Balance Sheet

11

Consolidated Statement of Changes in Equity

12

Company Statement of Changes in Equity

13

Consolidated Cash Flow Statement

14

Notes to the Consolidated Cash Flow Statement

15

Notes to the Consolidated Financial Statements

16

DIRECTORS:

O B R Tomlin-Maughan

I Maconochie

S Hawes

SECRETARY:

O B R Tomlin-Maughan

REGISTERED OFFICE:

Connect 38

1 Dover Place

Ashford

Kent

TN23 1FB

REGISTERED NUMBER:

08092743 (England and Wales)

SENIOR STATUTORY AUDITOR:

Joshua Conlon FCCA

AUDITORS:

Magee Gammon Corporate Limited

Henwood House

Henwood

Ashford

Kent

TN24 8DH

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

This report provides an overview of the Group's performance for the year ended 31 December 2024, together with its strategy and outlook.

REVIEW OF BUSINESS

The Group provides services that help insurers, healthcare providers and related stakeholders understand clinical incidents and support improvements in patient care.

The Group achieved revenue of £12,947,143 (2023: £10,466,969) and an operating profit of £909,186 (2023: £916,084). Profit after tax was £703,094 (2023: £815,259). Cash reserves increased to £3.19m (2023: £2.43m).

Performance was supported by continued investment in services and technologies aimed at enabling earlier and more effective incident investigation.

The Group monitors revenue, profit, and cash generation as its primary measures of performance.

The Group's focus is on scaling its services and technologies to support earlier intervention in clinical incidents, reducing the lag between events and the insights generated.

PRINCIPAL RISKS AND UNCERTAINTIES

The Group faces risks common to its sector, including economic conditions, operational resilience, regulatory changes and financial risks. These are monitored regularly and mitigating measures are in place.

ON BEHALF OF THE BOARD:

O B R Tomlin-Maughan - Director

26 September 2025

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

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of the provision of services aimed at improving patient safety and healthcare standards.

DIVIDENDS

During the year, the company paid interim dividends amounting to £355,001 (2023: £355,001).

RESEARCH AND DEVELOPMENT

During the year, the Group continued to invest in the development of services and technologies designed to reduce the time between clinical incidents and the lessons learned from them.

FUTURE DEVELOPMENTS

The Group intends to build on this progress, with further development of technologies that support earlier investigation and learning, alongside measured expansion into international markets.

DIRECTORS

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

O B R Tomlin-Maughan

I Maconochie

S Hawes

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

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

-	select suitable accounting policies and then apply them consistently;

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

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

AUDITORS

The auditors, Magee Gammon Corporate Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

O B R Tomlin-Maughan - Director

26 September 2025

Opinion

We have audited the financial statements of T.M.L.E. Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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

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

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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 group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

Other information

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

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

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

Opinions on other matters prescribed by the Companies Act 2006

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

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

-	the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

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

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

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

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

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

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

Responsibilities of directors

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

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

Auditors' responsibilities for the audit of the financial statements

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

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

- Discussions with management regarding known or suspected instances of non-compliance with laws and regulations;

- Obtaining an understanding of controls designed to prevent and detect irregularities, including specific consideration of controls and accounting policies relating to accounting estimates;

- Obtaining an understanding of the significant laws and regulations impacting the company;

- Remaining alert to any indications of fraud or non-compliance with laws and regulations throughout the audit;

- Reviewing minutes of meetings of those charged with governance to identify any instances of non-compliance with laws and regulations;

- Assessing journal entries as part of our planned audit approach, with a particular focus on journal entries to key financial statement areas such as revenue and accrued income;

- Consideration of significant management judgements, particularly in respect of accrued income and foreign exchange.

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

Other matters which we are required to address

The previous period's financial statements, the financial statements for the year ended 31 December 2023, were not subjected to an audit as the company took advantage of the exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The members did not require the company to obtain an audit of its financial statements for the year ended 31 December 2023 in accordance with section 476 of the Companies Act 2006.

Use of our report

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

Joshua Conlon FCCA (Senior Statutory Auditor)

for and on behalf of Magee Gammon Corporate Limited

Henwood House

Henwood

Ashford

Kent

TN24 8DH

26 September 2025

TURNOVER

3

12,947,143

10,466,969

Cost of sales

(7,698,764

)

(5,986,681

)

GROSS PROFIT

5,248,379

4,480,288

Administrative expenses

(4,339,193

)

(3,564,204

)

OPERATING PROFIT

5

909,186

916,084

Interest receivable and similar income

20,164

19,077

929,350

935,161

Interest payable and similar expenses

7

(11,665

)

(8,338

)

PROFIT BEFORE TAXATION

917,685

926,823

Tax on profit

8

(214,591

)

(111,564

)

PROFIT FOR THE FINANCIAL YEAR

703,094

815,259

Profit attributable to:

Owners of the parent

703,094

815,259

PROFIT FOR THE YEAR

703,094

815,259

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

703,094

Prior year adjustment

715,115

TOTAL COMPREHENSIVE INCOME SINCE LAST ANNUAL REPORT

1,530,374

Total comprehensive income attributable to:

Owners of the parent

703,094

1,530,374

FIXED ASSETS

Intangible assets

12

778,404

864,893

Tangible assets

13

716,101

683,909

Investments

14

-

-

1,494,505

1,548,802

CURRENT ASSETS

Debtors

15

3,086,642

2,877,178

Cash and cash equivalents

3,187,223

2,431,625

6,273,865

5,308,803

CREDITORS

Amounts falling due within one year

16

(3,551,440

)

(3,039,253

)

NET CURRENT ASSETS

2,722,425

2,269,550

TOTAL ASSETS LESS CURRENT LIABILITIES

4,216,930

3,818,352

CREDITORS

Amounts falling due after more than one year

17

(273,117

)

(222,632

)

NET ASSETS

3,943,813

3,595,720

CAPITAL AND RESERVES

Called up share capital

21

108

108

Retained earnings

22

3,943,705

3,595,612

SHAREHOLDERS' FUNDS

3,943,813

3,595,720

The financial statements were approved by the Board of Directors and authorised for issue on 26 September 2025 and were signed on its behalf by:

O B R Tomlin-Maughan - Director

FIXED ASSETS

Intangible assets

12

-

-

Tangible assets

13

716,101

683,909

Investments

14

1,000,000

1,000,000

1,716,101

1,683,909

CURRENT ASSETS

Debtors

15

3,001,978

2,830,211

Cash at bank

2,997,022

2,273,006

5,999,000

5,103,217

CREDITORS

Amounts falling due within one year

16

(3,476,486

)

(2,955,987

)

NET CURRENT ASSETS

2,522,514

2,147,230

TOTAL ASSETS LESS CURRENT LIABILITIES

4,238,615

3,831,139

CREDITORS

Amounts falling due after more than one year

17

(273,117

)

(222,632

)

NET ASSETS

3,965,498

3,608,507

CAPITAL AND RESERVES

Called up share capital

21

108

108

Retained earnings

22

3,965,390

3,608,399

SHAREHOLDERS' FUNDS

3,965,498

3,608,507

Company's profit for the financial year

711,992

828,116

The financial statements were approved by the Board of Directors and authorised for issue on 26 September 2025 and were signed on its behalf by:

O B R Tomlin-Maughan - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

108

2,420,239

2,420,347

Prior year adjustment

-

715,115

715,115

As restated

108

3,135,354

3,135,462

Changes in equity

Dividends

-

(355,001

)

(355,001

)

Total comprehensive income

-

815,259

815,259

Balance at 31 December 2023

108

3,595,612

3,595,720

Changes in equity

Dividends

-

(355,001

)

(355,001

)

Total comprehensive income

-

703,094

703,094

Balance at 31 December 2024

108

3,943,705

3,943,813

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2023

108

2,420,169

2,420,277

Prior year adjustment

-

715,115

715,115

As restated

108

3,135,284

3,135,392

Changes in equity

Dividends

-

(355,001

)

(355,001

)

Total comprehensive income

-

828,116

828,116

Balance at 31 December 2023

108

3,608,399

3,608,507

Changes in equity

Dividends

-

(355,001

)

(355,001

)

Total comprehensive income

-

711,992

711,992

Balance at 31 December 2024

108

3,965,390

3,965,498

Cash flows from operating activities

Cash generated from operations

1

1,331,422

1,484,934

Interest element of hire purchase payments paid

(11,665

)

(8,338

)

Tax paid

(26,029

)

(16,897

)

Net cash from operating activities

1,293,728

1,459,699

Cash flows from investing activities

Purchase of intangible fixed assets

-

(1,000,000

)

Purchase of tangible fixed assets

(179,537

)

(515,087

)

Sale of tangible fixed assets

29,303

7,750

Interest received

20,164

19,077

Net cash from investing activities

(130,070

)

(1,488,260

)

Cash flows from financing activities

Capital repayments in year

(36,605

)

(17,493

)

Amount introduced by directors

208,825

202,856

Amount withdrawn by directors

(225,279

)

(181,460

)

Equity dividends paid

(355,001

)

(355,001

)

Net cash from financing activities

(408,060

)

(351,098

)

Increase/(decrease) in cash and cash equivalents

755,598

(379,659

)

Cash and cash equivalents at beginning of year

2

2,431,625

2,811,284

Cash and cash equivalents at end of year

2

3,187,223

2,431,625

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31.12.24

31.12.23

as restated

£

£

Profit before taxation

917,685

926,823

Depreciation charges

331,825

144,456

(Profit)/loss on disposal of fixed assets

(932

)

3,172

Finance costs

11,665

8,338

Finance income

(20,164

)

(19,077

)

1,240,079

1,063,712

Increase in trade and other debtors

(395,122

)

(138,523

)

Increase in trade and other creditors

486,465

559,745

Cash generated from operations

1,331,422

1,484,934

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

3,187,223

2,431,625

Year ended 31 December 2023

31.12.23

1.1.23

as restated

£

£

Cash and cash equivalents

2,431,625

2,811,284

3.	ANALYSIS OF CHANGES IN NET FUNDS

Other

non-cash

At 1.1.24

Cash flow

changes

At 31.12.24

£

£

£

£

Net cash

Cash and cash equivalents

2,431,625

755,598

3,187,223

2,431,625

755,598

3,187,223

Debt

Finance leases

(228,657

)

36,605

(126,360

)

(318,412

)

(228,657

)

36,605

(126,360

)

(318,412

)

Total

2,202,968

792,203

(126,360

)

2,868,811

1.	STATUTORY INFORMATION

T.M.L.E. Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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

Basis of consolidation

The consolidated financial statements include the financial statements of the parent company T.M.L.E. Limited and its subsidiary, TMLEP Asia Pacific Pty Ltd, up to 31 December each year until the parent ceases control of the subsidiary.

All intra-Group transactions, balances, income and expenses are eliminated on consolidation.

Where necessary, adjustments are made to the accounts of subsidiaries to bring the accounting policies into line with those used in the Group.

Significant judgements and estimates

In the application of the Company's accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amounts 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.

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Turnover is measured as the fair value of consideration received or receivable, excluding discounts, rebates and value added tax.

Goodwill

Goodwill represents the future economic benefits arising from a business combination that are not individually identified and separately recognised. Goodwill is carried at cost less accumulated impairment losses and amortisation. Amortisation is charged in accordance with the requirements of FRS 102: in the absence of any alternative basis, the annual amortisation charge is based on an estimated useful life of ten years.

An impairment review is carried out annually by the directors by reference to the amount by which the unit's carrying amount exceeds its recoverable amount, being the higher of fair value less costs of disposal and value in use. Value in use is determined by reference to estimated expected future cash flows, discounted by an appropriate discount rate to calculate the present value of those cash flows.

Tangible fixed assets

Depreciation is provided in order to write off each asset over its estimated useful life on the following basis:

- Improvements to property: Straight line basis over 8 years 8 months

- Fixtures and fittings: Straight line basis over 4 years

- Motor vehicles: Reducing balance basis over 4 years

- Computer equipment: Straight line basis over 3 years

Financial instruments

The Group 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 Group's Statement of Financial Position when the Group 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

Basic financial assets, which include debtors, prepayments and cash and cash equivalents, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest rate 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

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 and any gain or loss arising, measured against average cost, is recognised in profit or loss. Such assets are carried at fair value and any subsequent changes in fair value are recognised in profit or loss.

Impairment of financial assets

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.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the Group 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.

Classification of financial liabilities

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 Group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from related parties 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 rate method.