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Registration number: 11307917

Centigo UK Limited
Filleted Financial Statements
for the Year Ended 30 June 2025

Centigo UK Limited

Contents

Company Information | 1
Balance Sheet | 2
Statement of Changes in Equity | 3
Notes to the Financial Statements | 4 to 9

Centigo UK Limited

Company Information

Directors | C R G Agnell L K Liljefors J E Barenstedt H M Olsson

Company secretary | Goodwille Limited

Registered office | 85 Great Portland Street First Floor London W1W 7LT

Auditors | Bourner Bullock Chartered Accountants 114 St Martin's Lane Covent Garden London WC2N 4BE

Centigo UK Limited

(Registration number: 11307917)
Balance Sheet as at 30 June 2025

| Note | 2025 £ | (As restated) 2024 £
Fixed assets |  |  |
Investments |  | 95,515 | -
Current assets |  |  |
Debtors | 6 | 36,212 | 108,849
Cash at bank and in hand |  | 28,673 | 16,224
|  | 64,885 | 125,073
Creditors: Amounts falling due within one year | 7 | (400,849) | (368,715)
Net current liabilities |  | (335,964) | (243,642)
Net liabilities |  | (240,449) | (243,642)
Capital and reserves |  |  |
Called up share capital | 8 | 200 | 200
Retained earnings |  | (240,649) | (243,842)
Shareholders' deficit |  | (240,449) | (243,642)

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime. As permitted by section 444 (5A) of the Companies Act 2006, the directors have not delivered to the registrar a copy of the Profit and Loss Account.

Approved and authorised by the Board on 15 October 2025 and signed on its behalf by:

......................................... C R G Agnell Director

Centigo UK Limited

Statement of Changes in Equity for the Year Ended 30 June 2025

| Share capital £ | Retained earnings £ | Total £
At 1 July 2024 | 200 | (243,433) | (243,233)
Prior period adjustment | - | (409) | (409)
At 1 July 2024 (As restated) | 200 | (243,842) | (243,642)
Profit for the year | - | 3,193 | 3,193
At 30 June 2025 | 200 | (240,649) | (240,449)

| Share capital £ | Retained earnings £ | Total £
At 1 July 2023 | 200 | (176,755) | (176,555)
Prior period adjustment | - | 3,500 | 3,500
At 1 July 2023 (As restated) | 200 | (173,255) | (173,055)
Loss for the year | - | (70,587) | (70,587)
At 30 June 2024 | 200 | (243,842) | (243,642)

Centigo UK Limited

Notes to the Financial Statements for the Year Ended 30 June 2025

1 | General information

The Company is a private company limited by share capital, incorporated in England and Wales.

The address of its registered office is:
85 Great Portland Street
First Floor
London
W1W 7LT
United Kingdom

Principal activity

The principal activity of the Company is management consultancy activities other than financial management.

These financial statements were authorised for issue by the Board on 15 October 2025.

2 | Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

Basis of preparation

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

Centigo UK Limited

Notes to the Financial Statements for the Year Ended 30 June 2025

Going concern

The company is dependent on the support of its parent company to continue as a going concern. Confirmation of this support has been provided and the directors consider it appropriate to prepare the accounts on a going concern basis.

Prior period errors

During the year it was identified that interest on the intercompany loans has not been calculated correctly in previous years. There were also credit notes raised this year which related to expenses incurred historically.
The table below shows the effect of the above corrections.

| Relating to the current period disclosed in these financial statements £ | Relating to the prior period disclosed in these financial statements £ | Relating to periods before the prior period disclosed in these financial statements £
Other interest payable | - | 3,909 | 3,037
Consultancy fees | (6,537) | - | (6,537)
Amounts owed to group | - | (3,909) | 3,500
Retained earnings B/fwd | 6,537 | 3,500 | -

Turnover recognition

Turnover comprises the fair value of the consideration received or receivable for the provision of services in the ordinary course of the Company’s activities. Turnover is shown net of sales/value added tax, returns, rebates and discounts.
The Company recognises revenue when:
The amount of revenue can be reliably measured;
it is probable that future economic benefits will flow to the entity;
and specific criteria have been met for each of the Company's activities.

Centigo UK Limited

Notes to the Financial Statements for the Year Ended 30 June 2025

Foreign currency transactions and balances

Transactions in foreign currencies are initially recorded at the functional currency rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective functional currency of the entity at the rates prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rate on the date when the fair value is re-measured.
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Tax

The tax expense for the period comprises current tax. Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
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 taxable income.

Financial instruments

The Company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans to/from related parties and investments in non-puttable ordinary shares.
Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in profit or loss.
Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an 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.

Debtors

Trade debtors are amounts due from customers for services performed in the ordinary course of business.
Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the Company will not be able to collect all amounts due according to the original terms of the receivables.

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Centigo UK Limited

Notes to the Financial Statements for the Year Ended 30 June 2025

Creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the Company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.
Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the Company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

3 | Significant judgements and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. In the Directors' opinion there are no significant judgements or key sources of estimation uncertainty.

4 | Summary audit opinion

Audit report

The Independent Auditor's Report was unqualified. We draw attention to notes to the financial statements, which explains the restatement of the prior year’s financial statements to correct the interest charged on intercompany loans and the recognition of expenditure. Our opinion is not modified in respect of this matter..

The name of the Senior Statutory Auditor who signed the audit report on 15 October 2025 was David Wheeler, who signed for and on behalf of Bourner Bullock.

Centigo UK Limited

Notes to the Financial Statements for the Year Ended 30 June 2025

5 | Staff numbers

The average number of persons employed by the Company (including directors) during the year, was 1 (2024 - 2).

6 | Debtors

Current | Note | 2025 £ | 2024 £
Trade debtors |  | - | 844
Amounts owed by related parties | 10 | 34,037 | 104,522
Prepayments |  | 1,540 | 1,764
Other debtors |  | 635 | 1,719
|  | 36,212 | 108,849

7 | Creditors

Creditors: amounts falling due within one year

| Note | 2025 £ | (As restated) 2024 £
Due within one year |  |  |
Trade creditors |  | 2,195 | 1,853
Amounts owed to Group undertakings and undertakings in which the Company has a participating interest | 10 | 381,341 | 353,482
Taxation and social security |  | 10,408 | 363
Accruals and deferred income |  | 4,800 | 4,390
Other creditors |  | 2,105 | 8,627
|  | 400,849 | 368,715

8 | Share capital

Allotted, called up and fully paid shares

| 2025 | 2024
| No. | £ | No. | £
Ordinary shares of £1 each | 200 | 200 | 200 | 200

Centigo UK Limited

Notes to the Financial Statements for the Year Ended 30 June 2025

9 | Dividends

|  | 2025 |  | 2024
|  | £ |  | £
Final dividend of £Nil (2024 - £Nil) per ordinary share |  | - |  | -

10 | Related party transactions

Transactions with Directors

During the year, the Directors paid expenses on behalf of the company totalling £2,105 (2024: £8,627) and were repaid amounts of £nil (2024: £nil). As at the balance sheet date the amount owed to the Directors totalled £2,105 (2024: £8,627).

11 | Parent and ultimate parent undertaking

The Company's immediate parent is Centigo AB, incorporated in Sweden.
The ultimate parent is Business Wellness Group AB, incorporated in Sweden.

The parent of the smallest group in which these financial statements are consolidated is Business Wellness Group AB, incorporated in Sweden.

The address of Business Wellness Group AB is:
Sveavägen 17, 111 57 Stockholm, Sweden.