REGISTERED NUMBER: 09834093 (England and Wales)

REPORT OF THE DIRECTORS AND

UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

TLS MANAGEMENT LIMITED

Page

Company Information

1

Report of the Directors

2

Statement of Directors' Responsibilities

3

Income Statement

4

Balance Sheet

5

Notes to the Financial Statements

7

Directors:

N J Mettyear

Pinecroft Corporate Services Limited

Registered office:

C/O Foresight Group LLP

The Shard

32 London Bridge Street

London

SE1 9SG

Registered number:

09834093 (England and Wales)

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

Principal activity

The principal activity of the company is to invest into trading companies.

Directors

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

N J Mettyear

Pinecroft Corporate Services Limited

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

On behalf of the board:

N J Mettyear - Director

26 September 2025

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

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and 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;

-	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 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.

Turnover

-

-

Administrative expenses

120,814

(20,010

)

120,814

(20,010

)

Gains on sale of investments

100,000

92,934

Unrealised gain on investments

2,696,175

1,146,552

Operating profit

2,916,989

1,219,476

Interest receivable and similar income

226,009

20,000

Profit before taxation

3,142,998

1,239,476

Tax on profit

(785,276

)

(308,621

)

Profit for the financial year

2,357,722

930,855

Fixed assets

Investments held at fair value

through profit or loss

4

8,757,432

6,761,252

8,757,432

6,761,252

Current assets

Debtors

5

100

99

Cash at bank

2,001,756

874,790

2,001,856

874,889

Creditors

Amounts falling due within one year

6

(111,232

)

(19,851

)

Net current assets

1,890,624

855,038

Total assets less current liabilities

10,648,056

7,616,290

Creditors

Amounts falling due after more than one year

7

(1,200,000

)

(1,200,000

)

Provisions for liabilities

(2,189,357

)

(1,515,313

)

Net assets

7,258,699

4,900,977

Capital and reserves

Called up share capital

100

100

Retained earnings

7,258,599

4,900,877

7,258,699

4,900,977

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2024.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2024 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

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

N J Mettyear - Director

1.	Statutory information

TLS Management 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 Company Information page.

2.	Accounting policies

Basis of preparing the financial statements

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

Financial instruments

Investments held by the Company have been valued in accordance with the International Private Equity and Venture Capital Valuations (IPEV) Guidelines (as updated in December 2022 including further COVID-19 guidance in March 2020) developed by the British Venture Capital Association and other organisations. Through these guidelines, investments are valued at "fair value".

Taxation

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

Current or deferred taxation assets and liabilities are not discounted.

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

Deferred tax

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

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

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

3.	Employees and directors

There were no staff costs for the year ended 31 December 2024 nor for the year ended 31 December 2023.

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

4.	Investments held at fair value

through profit or loss

Other

investments

£

Cost or valuation

At 1 January 2024

6,761,252

Disposals

(699,995

)

Revaluations

2,696,175

At 31 December 2024

8,757,432

Net book value

At 31 December 2024

8,757,432

At 31 December 2023

6,761,252

Cost or valuation at 31 December 2024 is represented by:

Other

investments

£

Valuation in 2018

393,303

Valuation in 2019

(229,787

)

Valuation in 2020

174,538

Valuation in 2021

3,235,153

Valuation in 2022

1,341,493

Valuation in 2023

1,146,552

Valuation in 2024

2,696,175

Cost

5

8,757,432

5.

Debtors: amounts falling due within one year

31.12.24

31.12.23

£

£

Other debtors

100

99

6.

Creditors: amounts falling due within one year

31.12.24

31.12.23

£

£

Taxation and social security

111,232

19,851

7.

Creditors: amounts falling due after more than one year

31.12.24

31.12.23

£

£

Other creditors

1,200,000

1,200,000