ACCOUNTS - Final Accounts

Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors and their associates:

Registered number: 03897329

LEXHAM INSURANCE CONSULTANTS LIMITED

ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Whitings LLP

Chartered Accountants

Greenwood House

Greenwood Court

Skyliner Way

Bury St Edmunds

Suffolk

IP32 7GY

LEXHAM INSURANCE CONSULTANTS LIMITED

CONTENTS

	Page
Company Information	1
Strategic Report	2 - 3
Directors' Report	4 - 5
Independent Auditors' Report	6 - 9
Statement of Comprehensive Income	10
Statement of Financial Position	11 - 12
Statement of Changes in Equity	13
Notes to the Financial Statements	14 - 28

LEXHAM INSURANCE CONSULTANTS LIMITED

COMPANY INFORMATION

Directors	R K Ironmonger (resigned 11 January 2024)
	M R Price (resigned 11 January 2024)
	J S Miller
	A J Goodson (resigned 11 January 2024)
	A Noguera (appointed 11 January 2024)
	M-A J Dupont (appointed 11 January 2024)


Company secretary	M J Bradbury (resigned 11 January 2024)


Registered number	03897329


Registered office	Unit 21
	Hopper Way
	Diss
	Norfolk
	IP22 4NG




Independent auditors	Whitings LLP
	Chartered Accountants & Statutory Auditor
	Greenwood House
	Greenwood Court
	Skyliner Way
	Bury St Edmunds
	Suffolk
	IP32 7GY

Page 1

LEXHAM INSURANCE CONSULTANTS LIMITED

STRATEGIC REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction

The directors present their strategic report and financial statements for the year ended 31 December 2024.
The Company is an Insurance Broker and MGA, and has provided specialist motor insurance for 24 years
In January 2024 the group was acquired by French insurance company April Group, with the existing chairman and founder exiting the business.

Business review

During the year the turnover of the Company increased by 36.8%, following a 30.1% increase in 2023. The Company has benefited from the continued competitor market shift in 2024 along with the sustained hardening market, and with a focus on renewal retention, the company has seen both an increase both policy count and average premium.
Looking ahead, the Company will aim to improve innovate and adapt in everchanging market place, utilising new technologies, new ways of working and new ways to diversify, to better serve our clients and staff alike.

Principal risks and uncertainties

The directors are constantly reviewing business risks and uncertainty, with the primary risks identified as being factors that impact the profitability of the group, such as competitor activity and premium ratings, and those that adversely impact the insurance loss ratio, such as large claims.
Regulatory risk
The group is regulated by the Financial Conduct Authority, to manage regulatory risk the group has an inhouse compliance team who oversee, training, controls, policies and procedures, a relationship also maintained with an external compliance advisory company to give additional input and an independent review.
Operational risk
The group trades in the financial services sector so is reliant on IT system to minimise risk we have robust disaster recovery plans covering both the IT infrastructure and the physical premise and continue to invest in new technologies and adapt to new threats.
Staff
The pressure on the labour market both in terms of numbers and wage inflation continues, but the group continues to invest in inhouse training and external professional qualifications to maximise staff retention and promote personal growth, with the April Groups backing we continue to look at ways to support our staff and offer a wider range of benefits both locally and at group level.
Financial risk
The company maintain a strong cash position so is well placed to deal with any unforeseen expenditure, and now fully aligned with April has the support of a global group with strong base and the ability to adapt to regional challenges.

Page 2

LEXHAM INSURANCE CONSULTANTS LIMITED

STRATEGIC REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Development and performance

The Company continually reviews its position and is always looking to grow and innovate to offer a fair and efficient service to its customers, with projects listed but limited to the below being implemented in the coming year.
Upgrade of the server infrastructure, which will improve processing speed and future proof the business.
New phone system, to give more tools for the staff to engage with clients, improve call data and add in AI advancements.
Deployment of the ReciteMe toolbar, to improve our digital accessibility.
Continued development of our portal and app to enable more self-service opportunities.

Key performance indicators

The Company uses a variety of KPIs to measure the performance of the business. This includes financial and non-financial data, points such as policy count, quote volume, conversion rate, cancellation rate, renewal rates and cost per acquisition (CPA). The Company also monitors client metrics, such as call volumes, claims volumes and complaint levels.

This report was approved by the Board and signed on its behalf.

................................................

J S Miller

Director

Date: 22 September 2025

Page 3

LEXHAM INSURANCE CONSULTANTS LIMITED

DIRECTORS' REPORT

FOR THE YEAR ENDED 31 DECEMBER 2024

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

Results and dividends

The profit for the year, after taxation, amounted to £5,632,062 (2023 - £3,391,301).

The directors have made dividend payments totalling £Nil (2023 - £Nil)

Directors

The directors who served during the year were:

R K Ironmonger (resigned 11 January 2024)

M R Price (resigned 11 January 2024)

J S Miller

A J Goodson (resigned 11 January 2024)

A Noguera (appointed 11 January 2024)

M-A J Dupont (appointed 11 January 2024)

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 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 period.

In preparing these financial statements, the directors are required to:

∙select suitable accounting policies for the Company's financial statements 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;

∙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 to 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.

Future developments

Future developments are included in the Strategic Report.

Page 4

LEXHAM INSURANCE CONSULTANTS LIMITED

DIRECTORS' REPORT (CONTINUED)

FOR THE YEAR ENDED 31 DECEMBER 2024

Employee involvement

The business puts its staff at the heart of everything it does and with the backing of the new ownership are implementing an employee share scheme, an enhanced benefit offering and more tools to develop both personally and professionally.
As the business grows it becomes even more important to keep the employees informed both on local and group matters, so we are creating presentations both in person by way of forums/townhalls and by newsletter and videos as well as introducing an intranet.

Post balance sheet events

There have been no significant events affecting the Company since the year end.

Going concern

The financial statements have been prepared on a going concern basis as the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future.

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:

∙so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Auditors

The auditors, Whitings LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the Board and signed on its behalf.

................................................

J S Miller

Director

Date: 22 September 2025

Page 5

LEXHAM INSURANCE CONSULTANTS LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LEXHAM INSURANCE CONSULTANTS LIMITED

Opinion

We have audited the financial statements of Lexham Insurance Consultants Limited (the 'Company') for the year ended 31 December 2024, which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the related notes, 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 United Kingdom, including the Financial Reporting Council'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.

Page 6

LEXHAM INSURANCE CONSULTANTS LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LEXHAM INSURANCE CONSULTANTS LIMITED (CONTINUED)

Other information

The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. 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. 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 course of 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.

Opinion 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

∙the Strategic Report and the Directors' Report 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 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.

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement set out on page 4, 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.

Page 7

LEXHAM INSURANCE CONSULTANTS LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LEXHAM INSURANCE CONSULTANTS LIMITED (CONTINUED)

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 an Auditors' 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:

• Enquiry of management about any known or suspected instances of non-compliance with laws
   and regulations and fraud;
• Enquiry of management around actual and potential litigation and claims;
• Challanging assumptions and judgements made by management in their significant estimates;
• Reviewing financial statement disclosures and testing to supporting documentation to assess
   compliance with applicable laws and regulations; and
• Performing audit work over the risk of management override of controls, including testing of journal
   entries and other adjustments for appropriateness.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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 Auditors' Report.

Page 8

LEXHAM INSURANCE CONSULTANTS LIMITED

INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF LEXHAM INSURANCE CONSULTANTS LIMITED (CONTINUED)

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 Auditors' 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.

Christopher Ridgeon FCCA (Senior Statutory Auditor)

for and on behalf of

Whitings LLP

Chartered Accountants

Statutory Auditor

Greenwood House

Greenwood Court

Skyliner Way

Bury St Edmunds

Suffolk

IP32 7GY

22 September 2025

Page 9

LEXHAM INSURANCE CONSULTANTS LIMITED

STATEMENT OF COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2024

	2024	2023
Note	£	£


Turnover	4	27,037,265	19,755,997
Cost of sales		(11,673,155)	(8,206,979)
Gross profit		15,364,110	11,549,018
Administrative expenses		(7,960,404)	(7,089,756)
Other operating income	5	10,872	49,236
Operating profit		7,414,578	4,508,498
Interest receivable and similar income	9	136,978	48,865
Interest payable and similar expenses	10	(24,346)	(23,299)
Profit before tax		7,527,210	4,534,064
Tax on profit	11	(1,895,148)	(1,142,763)
Profit for the financial year		5,632,062	3,391,301

There were no recognised gains and losses for 2024 or 2023 other than those included in the statement of comprehensive income.

There was no other comprehensive income for 2024 (2023 - £Nil).

The notes on pages 14 to 28 form part of these financial statements.

Page 10

LEXHAM INSURANCE CONSULTANTS LIMITED

REGISTERED NUMBER: 03897329

STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2024

		2024		2023
Note		£		£

Fixed assets
Tangible assets	12		499,650		320,566
Investments	13		102		1
			499,752		320,567
Current assets
Debtors: amounts falling due within one year	14	14,246,588		11,726,143
Cash at bank and in hand		6,436,799		2,490,997
		20,683,387		14,217,140
Current liabilities
Creditors: amounts falling due within one year	15	(6,727,015)		(5,864,927)
Net current assets			13,956,372		8,352,213
Total assets less current liabilities			14,456,124		8,672,780
Provisions for liabilities
Deferred tax	16		(80,552)		(6,732)
Net assets			14,375,572		8,666,048

Page 11

LEXHAM INSURANCE CONSULTANTS LIMITED

REGISTERED NUMBER: 03897329

STATEMENT OF FINANCIAL POSITION (CONTINUED)

AS AT 31 DECEMBER 2024

		2024		2023
Note		£		£

Capital and reserves
Called up share capital	17	2	2,620
Share premium account	18	679,978	599,898
Capital redemption reserve	18	3,139	500
Other reserves	18	-	176,460
Profit and loss account	18	13,692,453	7,886,570
		14,375,572	8,666,048

The financial statements were approved and authorised for issue by the Board and were signed on its behalf by:

................................................

J S Miller

Director

Date: 22 September 2025

The notes on pages 14 to 28 form part of these financial statements.

Page 12


		LEXHAM INSURANCE CONSULTANTS LIMITED

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

	Called up share capital	Share premium account	Capital redemption reserve	Other reserve	Profit and loss account	Total equity
	£	£	£	£	£	£
At 1 January 2023	2,620	599,898	500	176,460	4,495,269	5,274,747

Profit for the year	-	-	-	-	3,391,301	3,391,301

At 1 January 2024	2,620	599,898	500	176,460	7,886,570	8,666,048

Profit for the year	-	-	-	-	5,632,062	5,632,062
Shares issued during the year	20	-	-	-	-	20
Transfer to/from profit and loss account	-	80,080	-	-	173,821	253,901
Other movements	(2,638)	-	2,639	(176,460)	-	(176,459)
At 31 December 2024	2	679,978	3,139	-	13,692,453	14,375,572

The notes on pages 14 to 28 form part of these financial statements.

Page 13

LEXHAM INSURANCE CONSULTANTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1.	General information

The company is a private company limited by shares and is incorporated in England. The address of its registered office is Unit 21 Diss Business Hub, Hopper Way, Diss, Norfolk, IP22 4NG.
The company's principal activity is insurance brokers and MGA.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. 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 preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

2.2

Exemption from preparing consolidated financial statements

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of a state other then the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 401 of the Companies Act 2006.

2.3

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

∙the requirements of Section 7 Statement of Cash Flows;

∙the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);

∙the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);

∙the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;

∙the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Athena TopCo as at 31 December 2024 and these financial statements may be obtained from Immeuble Next, 12 rue Juliette Recamier, 69006 Lyon, France.

2.4

Going concern

The financial statements have been prepared on a going concern basis as the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future.

Page 14

LEXHAM INSURANCE CONSULTANTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.5

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

∙the amount of revenue can be measured reliably;

∙it is probable that the Company will receive the consideration due under the contract;

∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and

∙the costs incurred and the costs to complete the contract can be measured reliably.

Turnover consists of commissions receivable from underwriters for insurance policies written during the year and commission arising from credit arrangement facilities supplied to insurance clients during the year.

2.6

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following bases:

Short-term leasehold property	-	10% on cost
Motor vehicles	-	25% on cost
Fixtures and fittings	-	20% on cost
Office equipment	-	25% on cost

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

Page 15

LEXHAM INSURANCE CONSULTANTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.7

Insurance broking debtors and creditors

Insurance brokers usually act as agents in placing insurable risks of their clients with insurers and, as such, generally are not liable as Principals for amounts arising from such transactions. Notwithstanding these legal relationships, debtors and creditors arising from insurance broking transactions are shown as assets and liabilities because they provide the insurance broker with access to future economic benefits and, as such, meet the definitions of assets and liabilities.

2.8

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

2.9

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.10

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

2.11

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

2.12

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

2.13

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Company's Statement of Financial Position when the Company becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of

Page 16

LEXHAM INSURANCE CONSULTANTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.13

Financial instruments (continued)

financial instruments.

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 the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.

Page 17

LEXHAM INSURANCE CONSULTANTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.14

Share-based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.

2.15

Operating leases: the Company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

2.16

Leasing and hire purchase

Assets obtained under hire purchase contracts and finance leases are capitalised as tangible fixed assets. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful lives. Assets acquired by hire purchase are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to profit or loss so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

2.17

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Company in independently administered funds.

2.18

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Page 18

LEXHAM INSURANCE CONSULTANTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.19

Current and deferred taxation

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

The current income 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 Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:

∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

2.20

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

Page 19

LEXHAM INSURANCE CONSULTANTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

3.	Judgements in applying accounting policies and key sources of estimation uncertainty

Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
i) Useful economic lives of tangible assets:-
The annual depreciation charge for tangible assets is sensitive to changes in the estimated useful economic lives and residual values of assets. The useful economic lives and residual values are reassessed annually. They are amended when necessary to reflect current estimates, based on technological advancement, future investments, economic utilisation and the physical condition of the asset.
ii) Impairment of debtors:-
The company makes an estimate of the recoverable value of trade and other debtors. When assessing impairment of trade and other debtors, management considers factors including the current credit rating of the debtor, the ageing profile of debtors and historical experience.

Turnover

The whole of the turnover is attributable to the company's principal activity.

All turnover arose within the United Kingdom.

5.	Other operating income
		2024	2023
		£	£

Marketing income	10,872	13,236
Sundry income	-	36,000
	10,872	49,236

Fees payable to the Company's auditors and their associates for the audit of the Company's financial statements	17,500	13,500
Fees payable to the Company's auditors and their associates in respect of:
Taxation compliance services	5,250	4,500
All non-audit services not included above	7,900	4,000

Page 20

LEXHAM INSURANCE CONSULTANTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Wages and salaries	5,938,923	4,558,256
Social security costs	558,423	467,758
Cost of defined contribution scheme	110,712	106,731
	6,608,058	5,132,745

	Key management personnel remuneration amounted to £252,411.
	The average monthly number of employees, including directors, during the year was 173 (2023 - 156).

8.	Directors' remuneration
		2024	2023
		£	£

Directors' emoluments	144,008	393,635
Company contributions to defined contribution pension schemes	1,399	3,963
	145,407	397,598

	During the year retirement benefits were accruing to 1 director (2023 - 4) in respect of defined contribution pension schemes.
	The highest paid director received remuneration of £136,237 (2023 - £134,448).
	The value of the Company's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £1,321 (2023 - £1,321).

9.	Interest receivable
		2024	2023
		£	£

Interest receivable from group companies	12,137	-
Bank interest receivable	124,841	48,865
	136,978	48,865

Page 21

LEXHAM INSURANCE CONSULTANTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

10.	Interest payable and similar expenses
		2024	2023
		£	£

Bank interest payable	24,326	22,907
Finance leases and hire purchase contracts	20	392
	24,346	23,299

Corporation tax
Current tax on profits for the year	1,821,328	1,215,210
Adjustments in respect of previous periods	-	(56,300)

	Deferred tax
	Origination and reversal of timing differences	73,820	(16,147)


	Tax on profit	1,895,148	1,142,763

Profit on ordinary activities before tax

7,527,210

4,534,064

Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.52%)	1,881,802	1,066,412
Effects of:
Expenses not deductible for tax purposes, other than goodwill amortisation and impairment	11,709	108,329
Adjustments to tax charge in respect of prior periods	-	(56,300)
Short term timing difference leading to an increase (decrease) in taxation	1,637	(2,190)
130% enhanced capital allowances	-	(742)
Other tax charge (relief)	-	28,210
Change in tax rate	-	(956)
Total tax charge for the year	1,895,148	1,142,763

Page 22

LEXHAM INSURANCE CONSULTANTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

11.Taxation (continued)

Factors that may affect future tax charges

There were no factors that may affect future tax charges.

12.	Tangible fixed assets

	Short-term leasehold property	Motor vehicles	Fixtures and fittings	Office equipment	Total
	£	£	£	£	£
Cost or valuation
At 1 January 2024	136,052	106,499	121,840	337,393	701,784
Additions	3,466	-	38,762	269,944	312,172
At 31 December 2024	139,518	106,499	160,602	607,337	1,013,956
Depreciation
At 1 January 2024	29,808	83,858	77,965	189,588	381,219
Charge for the year on owned assets	13,800	10,642	18,677	89,968	133,087
At 31 December 2024	43,608	94,500	96,642	279,556	514,306
Net book value
At 31 December 2024	95,910	11,999	63,960	327,781	499,650
At 31 December 2023	106,245	22,641	43,875	147,805	320,566

Included in Motor Vehicles are assets financed that were fully repaid in the year.

Page 23

LEXHAM INSURANCE CONSULTANTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

13.	Fixed asset investments

		Investments in subsidiary companies
		£
	Cost or valuation
	At 1 January 2024	1
	Additions	101
	At 31 December 2024	102

	Net book value
	At 31 December 2024	102
	At 31 December 2023	1

On 11 January 2024 there was a company re-organisation in which LXM Management Limited and CAM Legal Services Ltd became subsidiaries.

Subsidiary undertakings
The following were subsidiary undertakings of the Company:
Name	Registered office	Class of shares	Holding

Lancaster Gate Assistance Limited	Unit 21, Diss Business Hub, Hopper Way, Diss, Norfolk, IP22 4NG	Ordinary	100%
LXM Management Limited	Unit 21, Diss Business Hub, Hooper Way, Diss, Norfolk, IP22 4NG	Ordinary	100%
CAM Legal Services Ltd	Unit U, Diss Business Hub, Hooper Way, Diss, Norfolk, IP22 4GT	Ordinary	100%

Page 24

LEXHAM INSURANCE CONSULTANTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

14.

Debtors

					2024	2023
					£	£


Trade debtors	641,179	1,489,376
Amounts owed by group undertakings	13,072,796	8,904,338
Other debtors	12,900	829,696
Prepayments and accrued income	519,713	502,733
	14,246,588	11,726,143

Total debtors impaired amounted to £1,250,000 (2023 - £600,000)

15.	Creditors: Amounts falling due within one year
		2024	2023
		£	£

Trade creditors	5,231,229	3,802,057
Amounts owed to group undertakings	337,765	236,577
Corporation tax	495,286	1,179,632
Other taxation and social security	128,100	112,448
Obligations under finance lease and hire purchase contracts	-	2,787
Other creditors	534,635	531,426
	6,727,015	5,864,927

Trade creditors of £1,495,756 (2023 - £1,501,070) are secured on assets.
Obligations under finance leases and hire purchase contracts are secured against the assets to which they relate.

Page 25

LEXHAM INSURANCE CONSULTANTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

16.	Deferred taxation

	2024	2023
	£	£

At beginning of year	(6,732)	(22,879)
Charged to profit or loss	(73,820)	16,147
At end of year	(80,552)	(6,732)

The provision for deferred taxation is made up as follows:
	2024	2023
	£	£

Accelerated capital allowances

(80,552)

(6,732)

The net deferred tax liability expected to reverese in 2025 is £29,821. This relates to the reveral of timing differences on capital allowances.

17.	Share capital
		2024	2023
		£	£

Allotted, called up and fully paid

13,070,360 (2023 - 60,200) Ordinary A shares of £0.0000001 - each	1.3	602.0
3,223,134 (2023 - 2,000) Ordinary B shares of £0.0000001 - each	0.3	2,000.0
Nil (2023 - 15,300) Ordinary C shares of £0.001000 each	-	15.3
Nil (2023 - 3,000) Ordinary D shares of £0.001000 each	-	3.0

	1.6	2,620.3

Ordinary A shares are non-redeemable, with rights to vote and participate in dividends and distributions of capital (including on a winding up).
Ordinary B shares are non-redeemable, with rights to vote and participate in dividends and distributions of capital (including on a winding up).
Prior to the sale of the Company to April SAS, a restructure of the Share Capital took place as part of the group reorganisation. As part of the reorganisation shares were issued and credited as fully paid in consideration for the transfer to the Company of the entire issued share capital of CAM Legal Services Limited and LXM Management Limited.

Page 26

LEXHAM INSURANCE CONSULTANTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

18.

Reserves

Share premium account

The share premium account represents the amount paid for shares in excess of the shares nominal value.

Capital redemption reserve

The capital redemption reserve represents the nominal value of the company's ordinary shares purchased back in the current and prior periods.

Other reserve

The other reserve relates to an undistributable reserve for share based payments vested in the current and prior periods.

Profit and loss account

The profit and loss account includes all current and prior period profits and losses less dividends declared and paid, and amounts paid for the company's own shares in the current and prior periods.

19.	Share-based payments
	The Company operated a share option scheme for executives. These options were vested as part of the sale to April SAS on 11 January 2024.
		Weighted average exercise price (pence) 2024	Number 2024	Weighted average exercise price (pence) 2023	Number 2023

Outstanding at the beginning of the year	0.4	3,000	0.4	3,000
Exercised during the year	-0.4	(3,000)		-
Outstanding at the end of the year	-	-	0.4	3,000

20.	Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £110,712 (2023 - £106,732. Contributions totalling £Nil (2023 - £Nil) were payable to the fund at the balance sheet date and are included in creditors.

Page 27

LEXHAM INSURANCE CONSULTANTS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

Not later than 1 year	223,161	176,764
Later than 1 year and not later than 5 years	871,255	420,152
Later than 5 years	1,079,193	73,700
	2,173,609	670,616

Lease payments of £193,628 (2023 - £269,034) were recognised as an expense during the year.

22.	Transactions with directors

During the year, advances were made to the directors totalling £Nil (2023 - £105,224) and dividends of £Nil (2023 - £Nil) were paid. The balances outstanding at the year end were £Nil (2023 - £213,272) which are included in other debtors. The maximum balances outstanding in aggregate during the year was £213,272 (2023 - £213,272).
The balances outstanding relating to other loans at year end was £Nil (2023 - £600,000), and are included in other debtors.
The advances have been made on an interest-free basis, repayable to the company on demand.

23.	Related party transactions
	As the Company is a wholly owned subsidiary of April SAS, the Company has taken advantage of the exemption contained in FRS102.33 and has therefore not disclosed transactions or balances with wholly owned subsidiaries which form part of the Group.

24.	Controlling party

On 11 January 2024, April SAS acquired the majority shareholding in Lexham Insurance Consultants Limited. As a result, April SAS is now the Company’s immediate parent undertaking of Lexham Insurance Consultants Limited. April SAS is a Company incorporated in France under registered number 377 994 553. The registered office address is 12 Rue Juliette Recamier, 69006 Lyon.
The largest and smallest group of undertakings for which group accounts have been drawn up is that headed by Athena TopCo. Incorporated in France. Copies of the financial statements, in which the company is included, are available from Immeuble Next, 12 rue Juliette Recamier, 69006 Lyon, France.
Following a sale of The April Group to KKR & Co Inc they became the ultimate parent and controlling party.

Page 28