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REGISTERED NUMBER: 12475630 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

FOR

BMS TECHNOLOGY SALES LIMITED

BMS TECHNOLOGY SALES LIMITED (REGISTERED NUMBER: 12475630) |

CONTENTS OF THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

Page |

| Company Information | 1 |

| Statement of Financial Position | 2 |

| Notes to the Financial Statements | 4 |

| BMS TECHNOLOGY SALES LIMITED |

COMPANY INFORMATION

FOR THE YEAR ENDED 31 MARCH 2025

| DIRECTORS: | D R Carroll

| T Cuthbert

| D Murray

| REGISTERED OFFICE: | 4th Floor St. James House

| St. James' Square

| Cheltenham

| Gloucestershire

| GL50 3PR

| REGISTERED NUMBER: | 12475630 (England and Wales)

| ACCOUNTANTS: | Crowe U.K. LLP

| 4th Floor

| St James House

| St James Square

| Cheltenham

| Gloucestershire

| GL50 3PR

BMS TECHNOLOGY SALES LIMITED (REGISTERED NUMBER: 12475630) |

STATEMENT OF FINANCIAL POSITION

31 MARCH 2025

| 2025 | 2024 |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Intangible assets | 4 | - |  | 603,869 |  |

Property, plant and equipment | 5 | 10,790 |  | 12,353 |  |

Investments | 6 | 19,255 |  | 19,255 |  |

30,045 |  | 635,477 |  |

CURRENT ASSETS

Debtors | 7 | 120,173 |  | 133,656 |  |

Cash at bank | 107,789 |  | 210,714 |  |

227,962 |  | 344,370 |  |

CREDITORS

Amounts falling due within one year | 8 | 397,327 |  | 447,802 |  |

NET CURRENT LIABILITIES | (169,365 | ) | (103,432 | ) |

TOTAL ASSETS LESS CURRENT LIABILITIES | (139,320 | ) | 532,045 |  |

CREDITORS

Amounts falling due after more than one year | 9 | (354,403 | ) | (573,482 | ) |

PROVISIONS FOR LIABILITIES | - |  | (33,333 | ) |

NET LIABILITIES | (493,723 | ) | (74,770 | ) |

CAPITAL AND RESERVES

Called up share capital | 100 |  | 100 |  |

Retained earnings | (493,823 | ) | (74,870 | ) |

SHAREHOLDERS' FUNDS | (493,723 | ) | (74,770 | ) |

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 March 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

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

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

BMS TECHNOLOGY SALES LIMITED (REGISTERED NUMBER: 12475630) |

STATEMENT OF FINANCIAL POSITION - continued

31 MARCH 2025

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

In accordance with Section 444 of the Companies Act 2006, the Statement of Income and Retained Earnings has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 29 September 2025 and were signed on its behalf by:

D R Carroll - Director

BMS TECHNOLOGY SALES LIMITED (REGISTERED NUMBER: 12475630) |

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

1. | STATUTORY INFORMATION

| BMS Technology Sales Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. | ACCOUNTING POLICIES

| Basis of preparing the financial statements

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

| The directors consider that in preparing the financial statements they have taken into account all information available, and on this basis the financial statements are prepared on a going concern basis.

| Turnover

| Revenue is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

| Goodwill

| Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer's interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight line basis to the Statement of income and retained earnings over its useful economic life of 8 years. This is the deemed longevity of the goodwill acquired.

| The current year has a goodwill write off of £452,902 which represents an exceptional non cash event.

| Intangible assets

| Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

| Tangible fixed assets

| Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

| Fixtures and fittings | - | 33% on cost

| Computer equipment | - | 33% on cost

| Taxation

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

| Current or deferred taxation assets and liabilities are not discounted.

| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

| Deferred tax

| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date.

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

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

BMS TECHNOLOGY SALES LIMITED (REGISTERED NUMBER: 12475630) |

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2025

2. | ACCOUNTING POLICIES - continued

| Foreign currency translation

| Functional and presentation currency

| The Company's functional and presentational currency is GBP.

| Transactions and balances

| Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

| At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

| Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

| Foreign exchange gains and losses that relate to borrowings and cash equivalents are presented in the Statement of Income and Retained Earnings within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss with 'other operating income'.

| 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.

| Going concern

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

| Goodwill of £452,902 was written off during the year, this was not a cash event but does reduce the distributable reserves.

3. | EMPLOYEES AND DIRECTORS

| The average number of employees during the year was 7 (2024 - 10 ) .

4. | INTANGIBLE FIXED ASSETS

| Goodwill

£ |

| Cost

| At 1 April 2024

| and 31 March 2025 | 1,230,614 |  |

| Amortisation

| At 1 April 2024 | 626,745 |  |

| Amortisation for year | 150,967 |  |

| Impairments | 452,902 |  |

| At 31 March 2025 | 1,230,614 |  |

| Net book value

| At 31 March 2025 | - |  |

| At 31 March 2024 | 603,869 |  |

BMS TECHNOLOGY SALES LIMITED (REGISTERED NUMBER: 12475630) |

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2025

5. | PROPERTY, PLANT AND EQUIPMENT

| Fixtures |

| and |  | Computer |

| fittings |  | equipment |  | Totals

£ | £ | £ |

| Cost

| At 1 April 2024 | 1,602 |  | 24,527 |  | 26,129 |  |

| Additions | - |  | 4,802 |  | 4,802 |  |

| Disposals | - |  | (1,871 | ) | (1,871 | ) |

| At 31 March 2025 | 1,602 |  | 27,458 |  | 29,060 |  |

| Depreciation

| At 1 April 2024 | 773 |  | 13,003 |  | 13,776 |  |

| Charge for year | 529 |  | 4,547 |  | 5,076 |  |

| Eliminated on disposal | - |  | (582 | ) | (582 | ) |

| At 31 March 2025 | 1,302 |  | 16,968 |  | 18,270 |  |

| Net book value

| At 31 March 2025 | 300 |  | 10,490 |  | 10,790 |  |

| At 31 March 2024 | 829 |  | 11,524 |  | 12,353 |  |

6. | FIXED ASSET INVESTMENTS

| Unlisted

| investments

£ |

| Cost

| At 1 April 2024

| and 31 March 2025 | 19,255 |  |

| Net book value

| At 31 March 2025 | 19,255 |  |

| At 31 March 2024 | 19,255 |  |

7. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

2025 | 2024 |

£ | £ |

| Trade debtors | 73,724 |  | 34,827 |  |

| Other debtors | 46,449 |  | 98,829 |  |

120,173 |  | 133,656 |  |

8. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

2025 | 2024 |

£ | £ |

| Other loans (see note 10) | 122,321 |  | 113,354 |  |

| Trade creditors | 77,814 |  | 79,956 |  |

| Social security and other taxes | 160,498 |  | 217,515 |  |

| Other creditors | 23,164 |  | 25,977 |  |

| Accruals and deferred income | 13,530 |  | 11,000 |  |

397,327 |  | 447,802 |  |

9. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |

2025 | 2024 |

£ | £ |

| Other loans (see note 10) | 354,403 |  | 573,482 |  |

BMS TECHNOLOGY SALES LIMITED (REGISTERED NUMBER: 12475630) |

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2025

9. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR - continued

| The amounts repayable after more than five years after the balance sheet date is repayable monthly, by installment, is interest free and is unsecured.

10. | LOANS

| An analysis of the maturity of loans is given below:

2025 | 2024 |

£ | £ |

| Amounts falling due within one year or on demand:

| Other loans | 122,321 |  | 113,354 |  |

| Amounts falling due between one and two years:

| Other loans - 1-2 years | 131,949 |  | 122,321 |  |

| Amounts falling due between two and five years:

| Other loans - 2-5 years | 222,454 |  | 451,161 |  |

11. | RELATED PARTY DISCLOSURES

| Included in debtors: amounts falling due within one year are directors' loan accounts in the sum of £9,438 (2024: £6,468) which have been provided to the directors and will be repaid within 9 months after the year end.

| Included in debtors: amounts falling due within one year is a loan to BMS Tech Sales Inc, a connected company by virtue of common control, in the sum of £19,819 (2024: £49,341). The loan is unsecured, interest free and carries no fixed date of repayment.