REGISTERED NUMBER: 05152465 (England and Wales)

NEXOR LIMITED

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

Page

Strategic Report

1

Report of the Directors

2

Report of the Independent Auditors

3

Income Statement

7

Other Comprehensive Income

8

Balance Sheet

9

Statement of Changes in Equity

10

Cash Flow Statement

11

Notes to the Cash Flow Statement

12

Notes to the Financial Statements

13

The directors present their strategic report for the year ended 31 March 2025.

REVIEW OF BUSINESS

The results for the year reflect the good progress that the Business continues to make against our strategic plan. Our revenues continue to grow in the defence, security and law enforcement markets as our digital solutions range and our consulting solutions portfolio continue to strengthen and mature.

Having now gained our first customer for Protean, our new cloud native cross-domain product, we are pleased to be finding increased opportunities in both our home and international markets with a first mover proposition. Similarly, we made strong progress with our Research and Innovation Solutions stream as well as our Advisory Solutions portfolio.

The ongoing commitment to the development of new technology and a major refresh of our established appliance portfolio, led to an anticipated small loss.

PRINCIPAL RISKS AND UNCERTAINTIES

The principal financial risks faced by the Business, and the Business's objectives and policies in relation to those risks are as follows:

CASH FLOW RISK

The Financial Controller closely manages the Business's cash flow. Detailed cash flow forecasts are regularly prepared with the objective of alerting the Directors to future risks.

CREDIT RISK

The Business primarily operates in the Defence, Security and Law Enforcement markets. As such the majority of customers are government departments or major operators in the government supply chain and are no to low risk of financial failure. The Business also has strong procedures in place with regard to money collection.

CURRENCY RISK

The Business faces a currency risk where it conducts business overseas, mainly in Europe. However the exposure is offset by the purchase of specialist equipment used in some of our solutions from a European source.

FINANCIAL KEY PERFORMANCE INDICATORS

The Directors consider the following Key Performance Indicators when assessing the performance of the Business:

TURNOVER

Turnover for the year increased by 16% to £8.39M (2024 £7.23M)

PROFIT (LOSS) BEFORE TAX

The Loss before tax for the year increased slightly to £189k (2024 £164k) as expected with increased expenditure on developing the new digital solution Protean.

HEADCOUNT

Our headcount remained stable throughout the year reflecting our continued investment in technology and focus on productivity.

ON BEHALF OF THE BOARD:

S N Kingan - Director

28 October 2025

The directors present their report with the financial statements of the company for the year ended 31 March 2025.

DIVIDENDS

No dividends will be distributed for the year ended 31 March 2025.

DIRECTORS

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

S N Kingan

T B Thompson

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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). 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 of the profit or loss of the company 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 transactions and disclose with reasonable accuracy at any time the financial position of the company 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 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 company'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 company's auditors are aware of that information.

AUDITORS

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

ON BEHALF OF THE BOARD:

S N Kingan - Director

28 October 2025

Opinion

We have audited the financial statements of Nexor Limited (the 'company') for the year ended 31 March 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the 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 company's affairs as at 31 March 2025 and of its profit 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 company 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 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 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 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 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, or returns adequate for our audit have not been received from branches not visited by us; or

-	the 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 two, 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 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 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:

Extent to which the audit was considered capable of detecting irregularities, including fraud

We identify and assess the 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.

Identifying and assessing potential risks related to irregularities

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

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

- results of our enquiries of management and those charged with governance 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 relating to:

- 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 and involving other members of staff requiring consultation 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 under ISAs (UK), 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 frameworks that the Company operates in, focusing on provisions of those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the Companies Act 2006, Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (UK GAAP), pensions legislation and tax legislation.

In addition, we considered the 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. These include health and safety regulations.

Audit response to risks identified

As a result of performing the above, our procedures to respond to risks identified included the following:

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

- enquiring of management and those charged with governance 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;

- performing systems walkthrough tests to ensure our understanding of financial controls 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 of any significant transactions that are unusual or outside the normal course of business.

We also communicate relevant identified laws and regulations and potential fraud risks to all engagement team members, including other members of staff consulted, and remain alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

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.

Other matters which we are required to address

The comparative figures in these financial statements have not been subject to audit.

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.

David Ian Baker FCCA (Senior Statutory Auditor)

for and on behalf of CFW Accountants LLP

Chartered Accountants

& Statutory Auditors

3 Weekley Wood Close

Kettering

Northamptonshire

NN14 1UQ

28 October 2025

TURNOVER

3

8,394

7,228

Cost of sales

(1,189

)

(638

)

GROSS PROFIT

7,205

6,590

Administrative expenses

(7,413

)

(6,783

)

OPERATING LOSS

5

(208

)

(193

)

Interest receivable and similar income

23

34

(185

)

(159

)

Interest payable and similar expenses

6

(4

)

(5

)

LOSS BEFORE TAXATION

(189

)

(164

)

Tax on loss

7

547

519

PROFIT FOR THE FINANCIAL YEAR

358

355

PROFIT FOR THE YEAR

358

355

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

358

355

FIXED ASSETS

Tangible assets

8

86

122

CURRENT ASSETS

Stocks

9

27

115

Debtors

10

5,935

4,673

Cash at bank

1,451

1,552

7,413

6,340

CREDITORS

Amounts falling due within one year

11

3,802

3,129

NET CURRENT ASSETS

3,611

3,211

TOTAL ASSETS LESS CURRENT LIABILITIES

3,697

3,333

CREDITORS

Amounts falling due after more than one year

12

374

368

NET ASSETS

3,323

2,965

CAPITAL AND RESERVES

Called up share capital

13

1

1

Retained earnings

14

3,322

2,964

SHAREHOLDERS' FUNDS

3,323

2,965

The financial statements were approved and authorised for issue by the Board of Directors and authorised for issue on 28 October 2025 and were signed on its behalf by:

S N Kingan - Director

Called up

share

Retained

Total

capital

earnings

equity

£'000

£'000

£'000

Balance at 1 April 2023

1

2,609

2,610

Changes in equity

Total comprehensive income

-

355

355

Balance at 31 March 2024

1

2,964

2,965

Changes in equity

Total comprehensive income

-

358

358

Balance at 31 March 2025

1

3,322

3,323

Cash flows from operating activities

Cash generated from operations

1

(655

)

(43

)

Interest paid

(4

)

(5

)

Tax paid

547

-

Taxation refund

-

318

Net cash from operating activities

(112

)

270

Cash flows from investing activities

Purchase of tangible fixed assets

(12

)

(49

)

Movement of short term deposits

-

1,000

Interest received

23

34

Net cash from investing activities

11

985

(Decrease)/increase in cash and cash equivalents

(101

)

1,255

Cash and cash equivalents at beginning of year

2

1,552

297

Cash and cash equivalents at end of year

2

1,451

1,552

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

2025

2024

£'000

£'000

Loss before taxation

(189

)

(164

)

Depreciation charges

48

49

Finance costs

4

5

Finance income

(23

)

(34

)

(160

)

(144

)

Decrease/(increase) in stocks

88

(69

)

Increase in trade and other debtors

(1,262

)

(39

)

Increase in trade and other creditors

679

209

Cash generated from operations

(655

)

(43

)

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 March 2025

31.3.25

1.4.24

£'000

£'000

Cash and cash equivalents

1,451

1,552

Year ended 31 March 2024

31.3.24

1.4.23

£'000

£'000

Cash and cash equivalents

1,552

297

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.4.24

Cash flow

At 31.3.25

£'000

£'000

£'000

Net cash

Cash at bank

1,552

(101

)

1,451

1,552

(101

)

1,451

Total

1,552

(101

)

1,451

1.	STATUTORY INFORMATION

Nexor Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address are as below:

Registered number:

05152465

Registered office:

8 The Triangle

Enterprise Way

Business Park

Nottingham

NG2 1AE

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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover

Turnover represents amounts (excluding value added tax) derived from the provision of goods and services to customers during the year.

Tangible fixed assets

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

Plant and machinery

-

20% on cost

Fixtures and fittings

-

20% on cost

Computer equipment

-

20% on cost

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses. Cost includes costs directly attributable to making the asset capable of operating as intended.

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.

Debtors and creditors

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risk and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Basic financial liabilities

Basic financial liabilities are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially as transactions price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company's contractual obligations expire or are discharged or cancelled.

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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

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.

3.

TURNOVER

The turnover and loss before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

2025

2024

£'000

£'000

Solutions

5,862

5,195

Support and maintenance

2,532

2,033

8,394

7,228

4.	EMPLOYEES AND DIRECTORS

2025

2024

£'000

£'000

Wages and salaries

4,208

3,758

Social security costs

492

443

Other pension costs

759

546

5,459

4,747

The average number of employees during the year was as follows:

2025

2024

Engineering

30

31

Professional Services

15

12

Markets and Propositions

4

3

Sales

7

6

Corporate Services

9

9

Directorate

3

3

68

64

2025

2024

£

£

Directors' remuneration

327,687

196,767

Directors' pension contributions to money purchase schemes

61,076

58,229

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

2

1

Information regarding the highest paid director for the year ended 31 March 2025 is as follows:

2025

£

Emoluments etc

197,709

Pension contributions to money purchase schemes

60,451

5.	OPERATING LOSS

The operating loss is stated after charging:

2025

2024

£'000

£'000

Other operating leases

101

97

Depreciation - owned assets

48

49

Auditors' remuneration

13

-

Foreign exchange differences

4

18

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£'000

£'000

Bank interest

4

5

7.

TAXATION

Analysis of the tax credit

The tax credit on the loss for the year was as follows:

2025

2024

£'000

£'000

Current tax:

UK corporation tax

(547

)

(519

)

Tax on loss

(547

)

(519

)

Reconciliation of total tax credit included in profit and loss

The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2025

2024

£'000

£'000

Loss before tax

(189

)

(164

)

Loss multiplied by the standard rate of corporation tax in the UK of 19% (2024 - 19%)

(36

)

(31

)

Effects of:

Expenses not deductible for tax purposes

1

6

Capital allowances in excess of depreciation

-

(2

)

Depreciation in excess of capital allowances

6

-

Non-trade loan relationship credits

(2

)

-

R&D claim deduction

(686

)

(653

)

Difference due to change in tax rates

170

161

Total tax credit

(547

)

(519

)

8.	TANGIBLE FIXED ASSETS

Fixtures

Plant and

and

Computer

machinery

fittings

equipment

Totals

£'000

£'000

£'000

£'000

COST

At 1 April 2024

92

69

256

417

Additions

-

2

10

12

At 31 March 2025

92

71

266

429

DEPRECIATION

At 1 April 2024

90

69

136

295

Charge for year

1

1

46

48

At 31 March 2025

91

70

182

343

NET BOOK VALUE

At 31 March 2025

1

1

84

86

At 31 March 2024

2

-

120

122

9.

STOCKS

2025

2024

£'000

£'000

Stocks

27

37

Work-in-progress

-

78

27

115