REGISTERED NUMBER: 10988701 (England and Wales)

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

AUDITED

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

I-PHARM CONSULTING GROUP LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Consolidated Income Statement

9

Consolidated Other Comprehensive Income

10

Consolidated Balance Sheet

11

Company Balance Sheet

12

Consolidated Statement of Changes in Equity

13

Company Statement of Changes in Equity

14

Consolidated Cash Flow Statement

15

Notes to the Consolidated Cash Flow Statement

16

Notes to the Consolidated Financial Statements

17

DIRECTORS:

I A Al-Tarafi

S J Lamport-Went

S P McAnaney

SECRETARY:

S J Lamport-Went

REGISTERED OFFICE:

Moor Place

1 Fore Street Avenue

London

EC2Y 9DT

REGISTERED NUMBER:

10988701 (England and Wales)

AUDITORS:

Hartley Fowler LLP

Statutory Auditors

Chartered Accountants

4th Floor Tuition House

27-37 St George's Road

Wimbledon

London

SW19 4EU

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

REVIEW OF BUSINESS

The principal activity of the i-Pharm Consulting Group Limited and its subsidiaries, together "i-Pharm Consulting Group," is a specialist recruitment and staffing solutions business focused on providing both temporary (contract), Statement of Work ("SOW") and permanent placements within the Life Sciences sector.

For 17 years, i-Pharm Consulting Group has been helping clients attract the best global talent, assisting in scaling Life Science research projects, and increasing resourcing capabilities.

Results and Performance

In 2024, the Life Sciences staffing industry continued to face headwinds from wider macroeconomic and market factors, consistent with the trends seen in 2023. These external challenges impacted business performance and prompted the Group to refine its strategy by concentrating on its core markets in the United States, Europe and Australia, while consolidating operations around high-value service lines to protect profitability and strengthen long-term growth potential.

The results for the year saw GP decrease from £11.5m to £7.2m. The directors are satisfied with the results.

Key Performance Indicators (KPIs)

The directors consider the key performance indicators as those that communicate the financial performance of the business.

KPI

2024 (£

)

2023 (£

)

Revenue

18,117

28,307

Gross profit

7,159

11,463

Operating profit/(loss)

(1,314

)

(47

)

RISK MANAGEMENT POLICIES

The Group operates within multiple jurisdictions and geographies. As a result, it is exposed to foreign currency exchange risk. This exposure is continually monitored and mitigated wherever possible.

Management objectives are to continue to retain profits within the businesses, thus growing shareholder equity and thereby enabling the Group to continue to meet its day-to-day operational requirements and to build up its reserves. The businesses currently make little use of financial instruments other than bank accounts and invoice discounting facilities to help fund contract activities. The exposure to price risk, credit risk, liquidity risk and cash flow risk is therefore not material for the businesses. There is substantial headroom available on our invoice discounting facilities to meet current business needs.

Other key business risk areas within the Group (market risk, geographic risk, and talent risk) are being successfully addressed through the continuing diversification in our offerings within technology, ongoing expansion of our geographic reach and our use of staff incentive plans.

People Management

The Board have developed a group-wide wellbeing programme for all staff including an engagement survey to enable staff views and opinions to be heard, establishing an employee benefits scheme and encouraging staff to engage in mentoring schemes. A Global Diversity, Equality & Inclusion working group was created.

This group gives staff members a space to confidentially talk about their experiences and provide feedback on ideas which help the HR team to create an inclusive organisation.

i-Pharm Consulting Group operates an equal opportunities policy that aims to treat individuals fairly and not to discriminate on the basis of sex, race, ethnic origin, disability or any other basis. The Group's policies and procedures are designed to provide for full and fair consideration and selection of disabled applicants, to ensure that they are properly trained to perform safely and effectively and to provide career opportunities that allow them to fulfil their potential.

Business Relationships & Supply Chain

The Board is conscious that the business has a low impact on the environment in which it operates, particularly in terms of energy consumption and business travel. As an organisation, we take climate change seriously. Our Environmental Strategy aims to reduce the Group's carbon footprint and follows industry best practice on Environmental Social and Governance ('ESG') principles.

The Group's operations, being services, are inherently less damaging to the environment than other business sectors. However, the Board recognises that the business must minimise its impact on the environment and utilises recommendations from the Carbon Trust to reduce the organisation's carbon footprint. Where possible, the Group leases office space in buildings with ISO14001 accreditation. A current focus area is IT, where increased virtualisation of servers and systems lowers energy consumption. We also continue to reduce unnecessary travel and, where possible, we encourage teams to work remotely.

Future Outlook

Looking ahead to 2025, the Group enters the year with a strengthened focus on core geographies and high-value service lines, positioning us to capitalise on an evolving market opportunity. Investment in staff training, business development, and technology-enabled recruitment processes is expected to drive further productivity gains and enhance client delivery.

While macroeconomic uncertainty is likely to persist, the Board remains confident that the strategic and operational changes implemented in 2024 have created a more resilient platform for sustainable growth. The Group is well placed to deliver improved results in 2025 and beyond.

Liquidity

The Group currently has a strong balance sheet and significant headroom with its banking facilities. This should ensure it continues to be able to pay suppliers when they become due.

ON BEHALF OF THE BOARD:

S P McAnaney - Director

25 September 2025

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

PRINCIPAL ACTIVITY

The principle activity of the Group continued to be that of the provision of recruitment services.

The principle activity of the Company continued to be that of a holding company.

DIVIDENDS

Ordinary dividends were paid amounting to £392,450 (2023:£490,000). The Directors do not recommend payment of a final dividend.

EVENTS SINCE THE END OF THE YEAR

Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTORS

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

I A Al-Tarafi

S J Lamport-Went

S P McAnaney

Other changes in directors holding office are as follows:

C J Lynam ceased to be a director after 31 December 2024 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), 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 the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

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

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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

AUDITORS

The auditors, Hartley Fowler LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

S P McAnaney - Director

25 September 2025

Opinion

We have audited the financial statements of I-Pharm Consulting Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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

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

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

Basis for opinion

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

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

Other information

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

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

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

Opinions on other matters prescribed by the Companies Act 2006

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

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

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

Matters on which we are required to report by exception

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

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

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

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

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

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

Responsibilities of directors

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

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

Auditors' responsibilities for the audit of the financial statements

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

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

We identify and assess risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

- the nature of the industry and sector, control environment and business performance;

- results of our enquiries of management about their own identification and assessment of the risks of irregularities;

- any matters we identified having obtained and reviewed the company's documentation of their policies and procedures;

- identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;

- detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

- the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;

- the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud. In common with all audits we are also required to perform specific procedures to respond to the risk of management override.

We also obtained an understanding of the legal and regulatory framework that the company operates in. The key laws and regulations we considered in this context included the UK Companies Act and tax legislation.

In addition we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty.

As a result of performing the above, we did not identify any key matters related to the potential risk of fraud or non-compliance with laws and regulations.

Our procedures to respond to risks identified included the following:

- reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provision of relevant laws and regulations described as having a direct effect on the financial statements;

- enquiring of management concerning actual and potential litigation and claims;

- performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;

- reviewing minutes of meetings of those charged with governance, reviewing internal reports and reviewing correspondence with HMRC; and

- in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments, assessing whether the judgements made in making accounting estimates are indicative of a potential bias and evaluating the business rationale for any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members and remained alert to any indication of fraud or non-compliance with laws and regulations throughout the audit.

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.

Jonathan Askew (Senior Statutory Auditor)

for and on behalf of Hartley Fowler LLP

Statutory Auditors

Chartered Accountants

4th Floor Tuition House

27-37 St George's Road

Wimbledon

London

SW19 4EU

29 September 2025

TURNOVER

3

18,116,965

28,306,560

Cost of sales

10,957,852

16,843,631

GROSS PROFIT

7,159,113

11,462,929

Administrative expenses

9,883,598

11,510,139

(2,724,485

)

(47,210

)

Other operating income

1,410,720

-

OPERATING LOSS

5

(1,313,765

)

(47,210

)

Interest receivable and similar income

13,011

-

(1,300,754

)

(47,210

)

Interest payable and similar expenses

6

13

88,202

LOSS BEFORE TAXATION

(1,300,767

)

(135,412

)

Tax on loss

7

5,395

197,074

LOSS FOR THE FINANCIAL YEAR

(1,306,162

)

(332,486

)

Loss attributable to:

Owners of the parent

(1,306,162

)

(314,486

)

Non-controlling interests

-

(18,000

)

(1,306,162

)

(332,486

)

LOSS FOR THE YEAR

(1,306,162

)

(332,486

)

OTHER COMPREHENSIVE INCOME

Share option reserve movement

161,355

103,000

Purchase of own shares

(50,000

)

-

Capital redemption reserve

65

-

Movement in NCI

(18,000

)

-

Currency translation gain

(30,284

)

-

Income tax relating to components of other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

63,136

103,000

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(1,243,026

)

(229,486

)

Total comprehensive income attributable to:

Owners of the parent

(1,261,026

)

(211,486

)

Non-controlling interests

18,000

(18,000

)

(1,243,026

)

(229,486

)

FIXED ASSETS

Intangible assets

10

144,671

165,367

Tangible assets

11

23,643

46,765

Investments

12

-

-

168,314

212,132

CURRENT ASSETS

Debtors

13

2,850,262

7,483,877

Cash at bank and in hand

1,818,741

1,111,115

4,669,003

8,594,992

CREDITORS

Amounts falling due within one year

14

587,108

3,012,439

NET CURRENT ASSETS

4,081,895

5,582,553

TOTAL ASSETS LESS CURRENT LIABILITIES

4,250,209

5,794,685

CAPITAL AND RESERVES

Called up share capital

16

1,201

1,201

Share premium

207,345

207,345

Capital redemption reserve

65

-

Other reserves

161,355

-

Retained earnings

3,880,243

5,604,139

SHAREHOLDERS' FUNDS

4,250,209

5,812,685

NON-CONTROLLING INTERESTS

-

(18,000

)

TOTAL EQUITY

4,250,209

5,794,685

The financial statements were approved by the Board of Directors and authorised for issue on 25 September 2025 and were signed on its behalf by:

S P McAnaney - Director

FIXED ASSETS

Intangible assets

10

-

-

Tangible assets

11

-

-

Investments

12

230,138

230,138

230,138

230,138

CURRENT ASSETS

Debtors

13

2,221

52,156

CREDITORS

Amounts falling due within one year

14

174

73,741

NET CURRENT ASSETS/(LIABILITIES)

2,047

(21,585

)

TOTAL ASSETS LESS CURRENT LIABILITIES

232,185

208,553

CAPITAL AND RESERVES

Called up share capital

16

1,201

1,201

Share premium

207,345

207,345

Capital redemption reserve

65

-

Retained earnings

23,574

7

SHAREHOLDERS' FUNDS

232,185

208,553

Company's profit for the financial year

393,017

490,000

The financial statements were approved by the Board of Directors and authorised for issue on 25 September 2025 and were signed on its behalf by:

S P McAnaney - Director

Called up

Capital

share

Retained

Share

redemption

capital

earnings

premium

reserve

£

£

£

£

Balance at 1 January 2023

1,201

6,507,894

207,345

-

Changes in equity

Dividends

-

(490,000

)

-

-

Total comprehensive income

-

(413,755

)

-

-

Balance at 31 December 2023

1,201

5,604,139

207,345

-

Changes in equity

Dividends

-

(319,450

)

-

-

Total comprehensive income

-

(1,404,446

)

-

65

Balance at 31 December 2024

1,201

3,880,243

207,345

65

Other

Non-controlling

Total

reserves

Total

interests

equity

£

£

£

£

Balance at 1 January 2023

-

6,716,440

-

6,716,440

Changes in equity

Dividends

-

(490,000

)

-

(490,000

)

Total comprehensive income

-

(413,755

)

(18,000

)

(431,755

)

Balance at 31 December 2023

-

5,812,685

(18,000

)

5,794,685

Changes in equity

Dividends

-

(319,450

)

-

(319,450

)

Total comprehensive income

161,355

(1,243,026

)

18,000

(1,225,026

)

Balance at 31 December 2024

161,355

4,250,209

-

4,250,209

Called up

Capital

share

Retained

Share

redemption

Total

capital

earnings

premium

reserve

equity

£

£

£

£

£

Balance at 1 January 2023

1,201

7

207,345

-

208,553

Changes in equity

Dividends

-

(490,000

)

-

-

(490,000

)

Total comprehensive income

-

490,000

-

-

490,000

Balance at 31 December 2023

1,201

7

207,345

-

208,553

Changes in equity

Dividends

-

(319,450

)

-

-

(319,450

)

Total comprehensive income

-

343,017

-

65

343,082

Balance at 31 December 2024

1,201

23,574

207,345

65

232,185

Cash flows from operating activities

Cash generated from operations

1

1,146,633

371,025

Interest paid

(13

)

(88,202

)

Tax paid

(138,230

)

(916,123

)

Net cash from operating activities

1,008,390

(633,300

)

Cash flows from investing activities

Purchase of tangible fixed assets

(4,843

)

(45,585

)

Interest received

13,011

-

Net cash from investing activities

8,168

(45,585

)

Cash flows from financing activities

Share buyback

(50,000

)

-

Equity dividends paid

(392,450

)

(490,000

)

Net cash from financing activities

(442,450

)

(490,000

)

Increase/(decrease) in cash and cash equivalents

574,108

(1,168,885

)

Cash and cash equivalents at beginning of year

2

1,111,115

2,174,000

Effect of foreign exchange rate changes

133,518

106,000

Cash and cash equivalents at end of year

2

1,818,741

1,111,115

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

2024

2023

£

£

Loss before taxation

(1,300,767

)

(135,412

)

Depreciation charges

47,714

75,189

Finance costs

13

88,202

Finance income

(13,011

)

-

(1,266,051

)

27,979

Decrease in trade and other debtors

4,082,818

2,565,607

Decrease in trade and other creditors

(1,670,134

)

(2,222,561

)

Cash generated from operations

1,146,633

371,025

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

1,818,741

1,111,115

Year ended 31 December 2023

31/12/23

1/1/23

£

£

Cash and cash equivalents

1,111,115

2,174,000

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1/1/24

Cash flow

At 31/12/24

£

£

£

Net cash

Cash at bank and in hand

1,111,115

707,626

1,818,741

1,111,115

707,626

1,818,741

Total

1,111,115

707,626

1,818,741