REGISTERED NUMBER: 07395813 (England and Wales)

Strategic Report,

Report of the Directors and

Financial Statements

for the Year Ended 31 December 2024

for

Push Gaming Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Income Statement

7

Other Comprehensive Income

8

Balance Sheet

9

Statement of Changes in Equity

10

Cash Flow Statement

11

Notes to the Cash Flow Statement

12

Notes to the Financial Statements

13

DIRECTORS:

W P Lee

J R Marshall

REGISTERED OFFICE:

10th Floor

10 East Road

London

N1 6AD

REGISTERED NUMBER:

07395813 (England and Wales)

SENIOR STATUTORY AUDITOR:

Paul Colcomb FCCA

AUDITORS:

Wright Vigar Limited

Statutory Auditors

Chartered Accountants & Business Advisers

15 Newland

Lincoln

Lincolnshire

LN1 1XG

The directors present their strategic report for the year ended 31 December 2024.

Purpose of the Report

This strategic report aims to provide shareholders with a comprehensive view of Push Gaming Limited's business activities, financial performance, and strategic direction for the year ended 31 December 2024.

Company Overview

Push Gaming Limited serves as the central manufacturing entity within the Push Gaming Group, tasked with the development, maintenance, hosting, and ongoing support of the various components that make up the gambling system, including the game, platform, and random number generator (RNG) elements. Through intra-group agreements, the intellectual property (IP) generated by Push Gaming Limited is transferred to and owned by Push Gaming Product Limited.

REVIEW OF BUSINESS

Financial Performance

For the year ended 31 December 2024, Push Gaming Limited achieved a revenue of £21,922,936, reflecting a 6.78% decline from the previous year. Profit before tax was £612,959, representing a 89.32% decline. There was a profit before tax before exceptional items of £1,007,379, which represents a 82.45% decline.

PRINCIPAL RISKS AND UNCERTAINTIES

Push Gaming Limited acknowledges potential risks associated with its shift in strategy towards the group tech/hub development function. However, the company ensures the business continuity and resilience in a competitive market environment.

CORPORATE GOVERNANCE

Board Composition and Roles

Our Board of Directors comprises two members. The Board is responsible for overseeing the strategic direction and governance of the company.

Governance Practices

Push Gaming Limited adheres to the UK Corporate Governance Code, ensuring transparency, accountability, and integrity in all our operations. We conduct regular reviews of our governance practices to align with best practices and stakeholder expectations.

Stakeholder Engagement

We engage with our stakeholders, ensuring their views are considered in our decision-making process.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

CSR Initiatives

In 2024, Push Gaming Limited demonstrated its commitment to social responsibility by making donations to charities supporting individuals with gambling addictions.

CONCLUSION

Summary of Key Points

In 2024, Push Gaming Limited achieved significant milestones in financial performance, strategic initiatives, and corporate governance. We remain committed to our long-term goals and are well-positioned to capitalize on future opportunities.

ON BEHALF OF THE BOARD:

W P Lee - Director

26 September 2025

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 in the year under review was that of development of gaming apps.

DIVIDENDS

The profit for the year, after taxation, amounted to £99,551 (2023: £6,833,728).

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

DIRECTORS

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

W P Lee

J R Marshall

FINANCIAL INSTRUMENTS

Treasury operations and financial instruments

The company operates a treasury function which is responsible for managing the liquidity, interest and foreign currency risks associated with the company’s activities.

The company’s principal financial instruments include investment in equity shares, trade debtors and trade creditors arising directly from its operations. The financial risks affecting the company are monitored and reviewed by the directors on a regular basis.

FOREIGN CURRENCY RISK

The company is exposed to the functional currency from its customers and suppliers trade in foreign currencies. It is the policy of the company to have these currency bank accounts in the same currency to minimise the risk.

CREDIT RISK

Investments of cash surpluses are made through banks and companies which must fulfil credit rating criteria approved by the Board. All customers who wish to trade on credit terms are subject to credit verification procedures. Trade debtors are monitored on an ongoing basis and provision is made for doubtful debts where necessary.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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 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.

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 company'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 company's auditors are aware of that information.

AUDITORS

The auditors, Wright Vigar Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

W P Lee - Director

26 September 2025

Opinion

We have audited the financial statements of Push Gaming Limited (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the 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 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.

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 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 directors are responsible for the other information. The other information comprises the information in the 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 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 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, 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.

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 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.

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:

Our work is performed to include an assessment of the susceptibility of the entity's financial statements to material misstatement, including the risk of fraud. Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK).

In identifying and assessing risk of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following:

- We plan our work to gain an understanding of the significant laws and regulations that are of significance to the entity and the sector in which they operate. We perform our work to ensure that the entity is complying with its legal and regulatory framework.

- We obtained an understanding of how the company is complying with those legal and regulatory frameworks by making inquiries to the management and people charged with governance.

We assessed the susceptibility of the Company's financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included:

- Substantive procedures performed in accordance with the ISAs (UK).

- Challenging assumptions and judgments made by management in its significant accounting estimates.

- Identifying and testing journal entries, in particular material journal entries and an assessment of year end journals.

- Assessing the extent of compliance with the relevant laws and regulations.

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.

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.

Paul Colcomb FCCA (Senior Statutory Auditor)

for and on behalf of Wright Vigar Limited

Statutory Auditors

Chartered Accountants & Business Advisers

15 Newland

Lincoln

Lincolnshire

LN1 1XG

26 September 2025

TURNOVER

3

21,922,936

23,517,556

Cost of sales

8,341,292

6,382,019

GROSS PROFIT

13,581,644

17,135,537

Administrative expenses

12,578,882

11,395,521

1,002,762

5,740,016

Other operating income

2,533

-

OPERATING PROFIT

5

1,005,295

5,740,016

Exceptional items

6

394,420

-

610,875

5,740,016

Interest receivable and similar income

7

2,084

1,038

PROFIT BEFORE TAXATION

612,959

5,741,054

Tax on profit

8

513,408

(1,092,674

)

PROFIT FOR THE FINANCIAL YEAR

99,551

6,833,728

PROFIT FOR THE YEAR

99,551

6,833,728

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

99,551

6,833,728

FIXED ASSETS

Tangible assets

9

138,235

139,763

Investments

10

-

47,975

138,235

187,738

CURRENT ASSETS

Debtors

11

27,674,002

29,382,418

Cash at bank

272,744

1,082,019

27,946,746

30,464,437

CREDITORS

Amounts falling due within one year

12

6,591,659

9,258,404

NET CURRENT ASSETS

21,355,087

21,206,033

TOTAL ASSETS LESS CURRENT LIABILITIES

21,493,322

21,393,771

CAPITAL AND RESERVES

Called up share capital

15

3,101

3,101

Share premium

16

2,584,703

2,584,703

Retained earnings

16

18,905,518

18,805,967

SHAREHOLDERS' FUNDS

21,493,322

21,393,771

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:

W P Lee - Director

Called up

Share

share

Retained

Share

option

Total

capital

earnings

premium

reserve

equity

£

£

£

£

£

Balance at 1 January 2023

3,101

8,183,169

2,584,703

710,027

11,481,000

Changes in equity

Share option movement

-

-

-

3,079,043

3,079,043

Total comprehensive income

-

10,622,798

-

(3,789,070

)

6,833,728

Balance at 31 December 2023

3,101

18,805,967

2,584,703

-

21,393,771

Changes in equity

Total comprehensive income

-

99,551

-

-

99,551

Balance at 31 December 2024

3,101

18,905,518

2,584,703

-

21,493,322

Cash flows from operating activities

Cash generated from operations

1

(714,354

)

1,494,535

Tax paid

-

(1,335,313

)

Net cash from operating activities

(714,354

)

159,222

Cash flows from investing activities

Purchase of tangible fixed assets

(97,005

)

(100,091

)

Interest received

2,084

1,038

Net cash from investing activities

(94,921

)

(99,053

)

(Decrease)/increase in cash and cash equivalents

(809,275

)

60,169

Cash and cash equivalents at beginning of year

2

1,082,019

1,021,850

Cash and cash equivalents at end of year

2

272,744

1,082,019

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

2024

2023

£

£

Profit before taxation

612,959

5,741,054

Depreciation charges

98,533

72,476

Loss on disposal of fixed assets

-

432

Equity settled share-based payment

-

3,079,043

Impairment of investment

47,975

-

Finance income

(2,084

)

(1,038

)

757,383

8,891,967

Decrease/(increase) in trade and other debtors

848,565

(14,717,913

)

(Decrease)/increase in trade and other creditors

(2,320,302

)

7,320,481

Cash generated from operations

(714,354

)

1,494,535

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

272,744

1,082,019

Year ended 31 December 2023

31.12.23

1.1.23

£

£

Cash and cash equivalents

1,082,019

1,021,850

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.24

Cash flow

At 31.12.24

£

£

£

Net cash

Cash at bank

1,082,019

(809,275

)

272,744

1,082,019

(809,275

)

272,744

Total

1,082,019

(809,275

)

272,744

1.	STATUTORY INFORMATION

Push Gaming 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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

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 £.

Going Concern

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Preparation of consolidated financial statements

The financial statements contain information about Push Gaming Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Push Gaming Holding PLC, 66, Sonor, Level 1, Cathedral Street, Sliema SLM 1524, Malta.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the provision of services (Intercompany sales and income from relax platform) is recognised on completion and delivery to the customer, 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.

Tangible fixed assets

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:

Office and computer equipment

3 years

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.

Investments in subsidiaries

Interests in subsidiaries 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.

Financial instruments

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 instruments

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.

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 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.

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 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.

Derecognition of financial liabilities

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

Taxation

Current 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

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.

Research and development

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Leases

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.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Equity instruments

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

Employee benefits

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.

Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

3.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

2024

2023

£

£

Sales - Intercompany

21,922,936

23,517,556

21,922,936

23,517,556

4.	EMPLOYEES AND DIRECTORS

2024

2023

£

£

Wages and salaries

7,077,607

4,714,199

Social security costs

739,611

511,269

Other pension costs

186,739

122,404

8,003,957

5,347,872

The average number of employees during the year was as follows:

2024

2023

Game development

27

19

Platform

23

23

Art

10

7

QA

6

5

Math

11

8

Audio

6

27

HR

7

-

Product

14

-

Marketing

5

-

Other departments

14

-

123

89

2024

2023

£

£

Directors' remuneration

260,000

260,000

Information regarding the highest paid director is as follows:

2024

2023

£

£

Emoluments etc

130,000

130,000

The number of Directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2023: 2).

5.	OPERATING PROFIT

The operating profit is stated after charging:

2024

2023

£

£

Other operating leases

297,489

251,190

Depreciation - owned assets

98,533

72,476

Loss on disposal of fixed assets

-

432

Auditors' remuneration

20,800

22,000

Auditors' remuneration for non audit work

3,200

3,000

Foreign exchange differences

954,937

304,462

6.	EXCEPTIONAL ITEMS

2024

2023

£

£

Exceptional items

(394,420

)

-

During the year, the company recognised an expense totalling £394,420 in relation to its investment in Game Server Integrations Limited.

This expense comprises:

- An impairment charge of £47,975 against the carrying value of the investment in the subsidiary, following a review of the subsidiary’s financial position and future prospects.

- A waiver of intercompany debt amounting to £346,444, relating to trading balances previously due from the subsidiary. The waiver was made following a review of the subsidiary’s financial position and reflects the company's decision not to pursue recovery of the outstanding amount.

These items have been presented as exceptional due to their size and non-recurring nature, and are included within their own line in the profit and loss account below operating profit.

7.

INTEREST RECEIVABLE AND SIMILAR INCOME

2024

2023

£

£

Deposit account interest

2,084

1,038

8.

TAXATION

Analysis of the tax charge/(credit)

The tax charge/(credit) on the profit for the year was as follows:

2024

2023

£

£

Current tax:

Prior year over provision

-

(50,705

)

Deferred tax

513,408

(1,041,969

)

Tax on profit

513,408

(1,092,674

)

UK corporation tax has been charged at 25% (2023 - 25%).