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REGISTERED NUMBER: 11622026 (England and Wales)

| Unaudited Financial Statements |

| for the Year Ended 31 December 2024 |

| for |

| Vicelli Media Ventures Limited |

| Vicelli Media Ventures Limited (Registered number: 11622026) |

Contents of the Financial Statements

for the year ended 31 December 2024

Page |

| Company Information | 1 |

| Balance Sheet | 2 |

| Notes to the Financial Statements | 3 |

| Chartered Accountants' Report | 6 |

| Vicelli Media Ventures Limited |

Company Information

for the year ended 31 December 2024

| DIRECTOR: | M S L Hargreaves

| REGISTERED OFFICE: | 2 Maple Court

| Davenport Street

| Macclesfield

| England

| SK10 1JE

| REGISTERED NUMBER: | 11622026 (England and Wales)

| ACCOUNTANTS: | Bennett Brooks & Co Limited

| Chartered Accountants

| St George's Court

| Winnington Avenue

| Northwich

| Cheshire

| CW8 4EE

| Vicelli Media Ventures Limited (Registered number: 11622026) |

Balance Sheet

31 December 2024

2024 | 2023 |

| Notes | £ | £

FIXED ASSETS

Intangible assets | 4 | 24,618 |  | 28,474 |  |

Tangible assets | 5 | 9,264 |  | 1,001 |  |

33,882 |  | 29,475 |  |

CURRENT ASSETS

Debtors | 6 | 861,577 |  | 710,119 |  |

Cash at bank and in hand | 216,941 |  | 421,825 |  |

1,078,518 |  | 1,131,944 |  |

CREDITORS

Amounts falling due within one year | 7 | (1,105,112 | ) | (886,936 | ) |

NET CURRENT (LIABILITIES)/ASSETS | (26,594 | ) | 245,008 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 7,288 |  | 274,483 |  |

PROVISIONS FOR LIABILITIES | (460 | ) | - |  |

NET ASSETS | 6,828 |  | 274,483 |  |

CAPITAL AND RESERVES

Called up share capital | 8 | 100 |  | 100 |  |

Retained earnings | 6,728 |  | 274,383 |  |

SHAREHOLDERS' FUNDS | 6,828 |  | 274,483 |  |

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2024.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2024 in accordance with Section 476 of the Companies Act 2006.

The director acknowledges his 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.

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 Income Statement has not been delivered.

The financial statements were approved by the director and authorised for issue on 15 October 2025 and were signed by:

M S L Hargreaves - Director

| Vicelli Media Ventures Limited (Registered number: 11622026) |

Notes to the Financial Statements

for the year ended 31 December 2024

1. | STATUTORY INFORMATION

| Vicelli Media Ventures 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.

| The presentation currency of the financial statements is the Pound Sterling (£).

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.

| Turnover

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

| Goodwill

| Goodwill, being the amount pad in connection with the acquisition of various businesses, is being reviewed annually for impairment.

| 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.

| Intangible assets are amortised on a straight line basis over their useful lives. The useful lives of intangible assets are as follows:

| Patents & licences - 10 years

| Tangible fixed assets

| Tangible fixed assets are stated at cost less accumulated depreciation. Cost includes the original purchase price of the asset and the costs attributable to bringing the asset to its working condition for its intended use.

| Depreciation is provided on all tangible fixed assets, at rates calculated to write off the cost, less estimated residual value, of each asset on a systematic basis over its expected useful life as follows:

| Fixtures & Fittings - 33% straight line

| Improvements to Property - 33% straight line

| Taxation

| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, 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 balance sheet date.

| Deferred tax

| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet 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.

| 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 the Income Statement in the period to which they relate.

| Vicelli Media Ventures Limited (Registered number: 11622026) |

Notes to the Financial Statements - continued

for the year ended 31 December 2024

2. | ACCOUNTING POLICIES - continued

| Short term debtors and creditors

| Short term debtors and creditors with no stated interest rate are recorded at transaction price. Any losses arising from impairment are recognised in the Income Statement.

| Share capital

| Ordinary shares are classed as equity.

| Distributions to equity holders

| Dividends are recognised as a liability in the financial statements in the period in which the dividends are approved by the company's shareholders. These amounts are recognised in the Statement of Changes in Equity.

| Cash and cash equivalents

| Cash and cash equivalents includes cash in hand, cash held with banks and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

3. | EMPLOYEES AND DIRECTORS

| The average number of employees during the year was 12 (2023 - 12 ) .

4. | INTANGIBLE FIXED ASSETS

Other |

intangible |

Goodwill | assets | Totals |

| £ | £ | £

| COST

| At 1 January 2024

| and 31 December 2024 | 3 |  | 32,327 |  | 32,330 |  |

| AMORTISATION

| At 1 January 2024 | - |  | 3,856 |  | 3,856 |  |

| Charge for year | - |  | 3,856 |  | 3,856 |  |

| At 31 December 2024 | - |  | 7,712 |  | 7,712 |  |

| NET BOOK VALUE

| At 31 December 2024 | 3 |  | 24,615 |  | 24,618 |  |

| At 31 December 2023 | 3 |  | 28,471 |  | 28,474 |  |

5. | TANGIBLE FIXED ASSETS

Plant and |

machinery |

etc |

| £

| COST

| At 1 January 2024 | 1,501 |  |

| Additions | 10,025 |  |

| At 31 December 2024 | 11,526 |  |

| DEPRECIATION

| At 1 January 2024 | 500 |  |

| Charge for year | 1,762 |  |

| At 31 December 2024 | 2,262 |  |

| NET BOOK VALUE

| At 31 December 2024 | 9,264 |  |

| At 31 December 2023 | 1,001 |  |

| Vicelli Media Ventures Limited (Registered number: 11622026) |

Notes to the Financial Statements - continued

for the year ended 31 December 2024

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

2024 | 2023 |

| £ | £

| Trade debtors | 37,900 |  | 363,186 |  |

| Other debtors | 823,677 |  | 346,933 |  |

861,577 |  | 710,119 |  |

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

2024 | 2023 |

| £ | £

| Trade creditors | 10,588 |  | 8,290 |  |

| Taxation and social security | 265,393 |  | 254,759 |  |

| Other creditors | 829,131 |  | 623,887 |  |

1,105,112 |  | 886,936 |  |

8. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 2024 | 2023 |

value: |  | £ | £

| 100 | Ordinary | 1 | 100 |  | 100 |  |

9. | DIRECTOR'S ADVANCES, CREDITS AND GUARANTEES

| The following advances and credits to a director subsisted during the years ended 31 December 2024 and 31 December 2023:

2024 | 2023 |

| £ | £

| M S L Hargreaves

| Balance outstanding at start of year | 231,365 |  | 2,900 |  |

| Amounts advanced | 340,807 |  | 231,365 |  |

| Amounts repaid | (347,774 | ) | (2,900 | ) |

| Amounts written off | - |  | - |  |

| Amounts waived | - |  | - |  |

| Balance outstanding at end of year | 224,398 |  | 231,365 |  |

| This loan is repayable on demand and attracts no interest.

10. | ULTIMATE CONTROLLING PARTY

| The ultimate controlling party is Talent Everywhere Ltd.

Chartered Accountants' Report to the Director

on the Unaudited Financial Statements of

Vicelli Media Ventures Limited

The following reproduces the text of the report prepared for the director in respect of the company's annual unaudited financial statements. In accordance with the Companies Act 2006, the company is only required to file a Balance Sheet. Readers are cautioned that the Income Statement and certain other primary statements and the Report of the Director are not required to be filed with the Registrar of Companies.

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Vicelli Media Ventures Limited for the year ended 31 December 2024 which comprise the Income Statement, Balance Sheet, Statement of Changes in Equity and the related notes from the company's accounting records and from information and explanations you have given us.

As a practising member firm of the Institute of Chartered Accountants in England and Wales (ICAEW), we are subject to its ethical and other professional requirements which are detailed within the ICAEW's regulations and guidance at http://www.icaew.com/en/membership/regulations-standards-and-guidance.

This report is made solely to the director of Vicelli Media Ventures Limited in accordance with our terms of engagement. Our work has been undertaken solely to prepare for your approval the financial statements of Vicelli Media Ventures Limited and state those matters that we have agreed to state to the director of Vicelli Media Ventures Limited in this report in accordance with ICAEW Technical Release 07/16AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Vicelli Media Ventures Limited and its director for our work or for this report.

It is your duty to ensure that Vicelli Media Ventures Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and loss of Vicelli Media Ventures Limited. You consider that Vicelli Media Ventures Limited is exempt from the statutory audit requirement for the year.

We have not been instructed to carry out an audit or a review of the financial statements of Vicelli Media Ventures Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.

Bennett Brooks & Co Limited

Chartered Accountants

St George's Court

Winnington Avenue

Northwich

Cheshire

CW8 4EE

15 October 2025