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Registered number: 09363975 RANPLAN HOLDINGS LIMITED AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
RANPLAN HOLDINGS LIMITED REGISTERED NUMBER:09363975
BALANCE SHEET AS AT 31 DECEMBER 2024
|  | 2024 |  | 2023
Note |  | $ |  | $
Fixed assets |  |  |  |  |
Fixed asset investments | 6 |  | 1,368,081 |  | 1,368,081
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 7 | 16,166,271 |  | 14,932,065 |
Cash at bank and in hand |  | 996 |  | 2,320 |
|  | 16,167,267 |  | 14,934,385 |
Current liabilities |  |  |  |  |
Creditors: amounts falling due within one year | 8 | (16,657,255) |  | (16,786,855) |
Net current liabilities |  |  | (489,988) |  | (1,852,470)
Total assets less current liabilities |  |  | 878,093 |  | (484,389)
Net assets/(liabilities) |  |  | 878,093 |  | (484,389)
Capital and reserves |  |  |  |  |
Called up share capital | 9 |  | 178,285 |  | 178,285
Share premium account | 10 |  | 8,941,207 |  | 8,941,207
Profit and loss account | 10 |  | (8,241,399) |  | (9,603,881)
Shareholders' funds/(deficit) |  |  | 878,093 |  | (484,389)
The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities. The financial statements have been delivered in accordance with the provisions applicable to companies subject to the small companies regime. The Company has opted not to file the statement of income and retained earnings in accordance with provisions applicable to companies subject to the small companies' regime. The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
Mr G Wells
Director
Date: 20 October 2025
The notes on pages 2 to 8 form part of these financial statements. Page 1
RANPLAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
1. | General information
Ranplan Holdings Limited is a private company, limited by shares and incorporated in England and Wales, registration number 09363975. The registered office address is Upper Pendrill Court, Ermine Street North, Papworth Everard, Cambridge, Cambridgeshire, CB23 3UY. 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 financial statements are rounded to the nearest $. The following principal accounting policies have been applied:
| 2.2 | Compliance with accounting standards
The financial statements have been prepared in accordance with the provisions of FRS102. There were no material departures from that standard.
| 2.3 | Exemption from preparing consolidated financial statements
The Company, and the Group headed by it, qualify as small as set out in section 383 of the Companies Act 2006 and the parent and Group are considered eligible for the exemption to prepare consolidated accounts. Page 2
RANPLAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.4 | Going concern
The Directors have prepared the financial statements on a going concern basis which means that the Company can be expected to meet its liabilities as they fall due for a period of 12 months from the date of signing these financial statements. The Company is a holding company for a number of subsidiaries engaged in the research and development of wireless network tools and software and the sale of related products. The Company is financed by its ultimate parent, Ranplan Group AB, a Swedish listed company. During the year, the Company reported a profit; however, this is primarily driven by an exceptional foreign exchange gain arising from the retranslation of intercompany balances. Excluding this exceptional item, the Company would have reported a small profit. The foreign exchange gain relates to balances on which the auditors have issued a qualified opinion. Retained earnings remain negative in both the current and prior year. In assessing the appropriateness of the going concern basis, the Directors have considered the Company’s financial position, forecast cash flows, and the continued availability of funding from the wider group. The Directors note that Ranplan Group AB has continued to provide financial support to the Company and has confirmed its intention to do so for the foreseeable future. Furthermore, the Directors have taken into account that the ongoing liquidity of the Company is ultimately dependent upon the continued financial support of the majority shareholder of Ranplan Group AB, who has provided assurance of their commitment to maintain funding to the group. On this basis, and after considering all relevant factors, the Directors consider it appropriate to prepare the financial statements on a going concern basis.
| 2.5 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is USD. 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.
| 2.6 | Revenue
Revenue comprises recharged management fees which are invoiced on a quarterly basis. 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. Page 3
RANPLAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.7 | Taxation
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 balance sheet date in the countries where the Company operates and generates income.
| 2.8 | Exceptional items
Exceptional items are transactions that fall within the ordinary activities of the Company but are presented separately due to their size or incidence.
| 2.9 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment.
| 2.10 | 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.
| 2.11 | 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.
| 2.12 | 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.
| 2.13 | 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 Balance Sheet when the Company becomes party to the contractual provisions of the instrument. Basic financial assets Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs 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 receivables due with the operating cycle fall into this category of Page 4
RANPLAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 2.Accounting policies (continued)
| 2.13 | Financial instruments (continued)
financial instruments. Impairment of financial assets Financial assets are assessed for indicators of impairment at each reporting date. Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate. If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss. Financial liabilities Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments 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 payables, bank loans and other loans are initially measured at their transaction price after transaction costs. 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 payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables 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 instruments 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 5
RANPLAN HOLDINGS 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
In preparing the financial statements, management is required to make judgement, estimates and assumptions which affect reported income, expenses, assets, liabilities and disclosure of contingent assets and liabilities. Use of available information and application of judgement are inherent in the formation of estimates, together with past experience and expectations of future events that are believed to be reasonable under the circumstances. Actual results in the future could differ from such estimates. Management do not consider the Company to have any key sources of estimation uncertainty nor any significant judgements or assumptions in preparing these financial statements.
4. | Employees
| The Company has no employees, other than the Directors who did not receive any remuneration (2023 - NIL).
5. | Exceptional items
|  |  |  |  | 2024 | 2023
|  |  |  |  | $ | $
| Foreign exchange (gain)/loss | (1,407,953) | 125,462
| In the current year, due to volatile exchange rate movements, the Company recognised a foreign exchange gain of $1,407,953 on the translation of foreign currency of denominated balances.
6. | Fixed asset investments
|  | Investments in subsidiary companies
|  | $
| Cost or valuation |
| At 1 January 2024 | 1,368,081
| At 31 December 2024 | 1,368,081
7. | Debtors
|  |  |  |  | 2024 | 2023
|  |  |  |  | $ | $
| Amounts owed by group undertakings | 16,166,271 | 14,932,065
| Amounts owed by group undertakings are interest free and repayable on demand.
Page 6
RANPLAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
8. | Creditors: Amounts falling due within one year
|  |  |  |  | 2024 | 2023
|  |  |  |  | $ | $
| Amounts owed to group undertakings | 16,645,923 | 16,774,289
| Accruals and deferred income | 11,332 | 12,566
|  | 16,657,255 | 16,786,855
| Amounts owed to group undertakings are interest free and repayable on demand.
9. | Share capital
|  |  |  |  | 2024 | 2023
|  |  |  |  | $ | $
|  | Allotted, called up and fully paid |  |
|  | 21,392,490 (2023 - 21,392,490) Ordinary A shares of $0.008334 each | 178,285 | 178,285
10. | Reserves
Share premium account The share premium account represents the difference between the par value of the shares issued and the issue price. Profit and loss account The profit and loss account represents cumulative profits and losses net of dividends and other adjustments.
11. | Related party transactions
| The Company is exempt under the terms of Financial Reporting Standard 102 (FRS102) paragraph 33.1A, from disclosing related party transactions with other group companies, on the grounds that the Company is wholly owned within the Group.
12. | Controlling party
The immediate and ultimate parent undertaking is Ranplan Group AB. The registered office address and principal place of business is Riddargatan 18, Floor 1, S-114 51 Stockholm, Sweden. The smallest and largest group of financial statements into which the results of the company are consolidated is headed by Ranplan Group AB. The financial statements for Ranplan Group AB can be obtained from Bolagsverket, SE-851 81 Sundsvall, Sweden. Page 7
RANPLAN HOLDINGS LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024
13. | Auditors' information
The auditors' report on the financial statements for the year ended 31 December 2024 was qualified. The qualification in the audit report was as follows: We were unable to obtain audit evidence to substantiate the recoverability of intercompany receivable balances totalling $16,166,271 and the valuation of investments in subsidiary undertakings of $1,368,081. The Directors have prepared a discounted cash flow calculation to support the valuation of these balances using inputs based on managements expectations of future performance. However, management have not been able to provide sufficient audit evidence to substantiate the reasonableness of the inputs used and have not provided alternative sufficient audit evidence to support the valuation. As a result, we were unable to obtain sufficient appropriate audit evidence to support the valuation of these balances. We draw attention to note 2.3 of the financial statements which sets out the going concern basis of preparation of the financial staetments and the assessment undertaken by the Directors to support the position. Our opinion is not modified in respect of this matter. The audit report was signed on 20 October 2025 by Mark Nelligan FCA (Senior Statutory Auditor) on behalf of Wellden Turnbull Limited.
Page 8