Company registration number 11641366 (England and Wales)
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
COMPANY INFORMATION
Director
Mr H Bowlby
Secretary
Mr H Bowlby
Company number
11641366
Registered office
Taylor Associates
1st Floor Gallery Court
28 Arcadia Avenue
London
N3 2FG
Auditor
Taylor Associates
1st Floor Gallery Court
28 Arcadia Avenue
London
N3 2FG
Business address
The Printworks
139 Clapham Road
London
SW9 0HP
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
CONTENTS
Page
Strategic report
1
Director's report
2 - 3
Independent auditor's report
4 - 6
Group statement of comprehensive income
7
Group statement of financial position
8
Company statement of financial position
9
Group statement of changes in equity
10
Company statement of changes in equity
11
Group statement of cash flows
12
Company statement of cash flows
13
Notes to the financial statements
14 - 30
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 1 -

The director presents the strategic report for the year ended 31 March 2025.

Review of the business

The results for the year and the financial position at the year end were considered satisfactory by the director who expects growth in the foreseeable future.

Principal risks and uncertainties

Credit risk

The Company's principal financial assets are cash and trade debtors. The principal credit risk arises therefore from its trade debtors.

In order to manage credit risk the directors closely monitor the credit ratings of customers.

Development and performance

The position of the Company at the year end shows sustained levels of profitability and liquidity.

Key performance indicators

Given the straightforward nature of the business, the company's directors are of the opinion that analysis using KPI's is not necessary for an understanding of the development, performance or position of the business.

On behalf of the board

Mr H Bowlby
Director
6 November 2025
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 MARCH 2025
- 2 -

The director presents his annual report and financial statements for the year ended 31 March 2025.

Principal activities

The principal activity of the company continued to be that of the holding company for a group of companies providing telecommunications and IT services to businesses.

Results and dividends

The results for the year are set out on page 7.

Ordinary dividends were paid amounting to £399,087. The director does not recommend payment of a further dividend.

Director

The director who held office during the year and up to the date of signature of the financial statements was as follows:

Mr H Bowlby
Future developments

The Company continues with its commitment to work according to prudent principles for the long term benefit of shareholders, employees and clients alike. This enables continued reinvestment into the company to underpin planned, soundly based and profitable growth.

Auditor

Taylor Associates were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Statement of director's responsibilities

The director is responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the director is required to:

- select suitable accounting policies and then apply them consistently;

- make judgements and accounting estimates that are reasonable and prudent;

- state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.

The director is responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 3 -
Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
Mr H Bowlby
Director
6 November 2025
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF SPITFIRE TECHNOLOGY HOLDINGS LIMITED
- 4 -
Opinion

We have audited the financial statements of Spitfire Technology Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2025 which comprise the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows, the company statement of cash flows and notes to the financial statements, including 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 group's and the parent company's affairs as at 31 March 2025 and of the group's loss 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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 director's 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 director with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The director is responsible for the other information contained within the annual report. 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. 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 course of 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 our audit:

- T he information given in the strategic report and the director's r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- The strategic report and the director's report have been prepared in accordance with applicable legal requirements.

SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SPITFIRE TECHNOLOGY HOLDINGS LIMITED
- 5 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the director's r eport.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

- adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

- the parent company 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 director

As explained more fully in the director's r esponsibilities s tatement, the director is 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 director determines is 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 director is responsible for assessing the parent 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 director either intends to liquidate the parent company or to cease operations, or has no realistic alternative but to do so.

Auditor's 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 an auditor's report 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.

The objectives of our audit, in respect to detecting irregularities including fraud, are;

- to identify and assess the risks of material misstatement of the financial statements due to fraud;

- to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses;

- and to respond appropriately to fraud or suspected fraud identified during the audit.

However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF SPITFIRE TECHNOLOGY HOLDINGS LIMITED
- 6 -

The audit team obtained an understanding of the legal and regulatory frameworks that are applicable to the company and determined that the most significant are those that relate to the reporting framework (FRS102 and the Companies Act 2006), the relevant UK tax compliance regulations and Data Protection Regulation (GDPR).

We understood how the company complies with laws and regulations by making enquiries of management, internal audit, those responsible for legal and compliance procedures. We made enquiries through our review of board minutes and internal controls process documentation and considered the results of our audit procedures.

We assessed the susceptibility of the company’s financial statements to material misstatement, including how fraud might occur by meeting with management to discuss areas where we considered there was susceptibility to fraud. We considered the internal controls that the company has implemented to address any risks identified, or to prevent, deter and detect fraud, and how senior management monitor them.

In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.

In addition to the above, our procedures to respond to the risks identified included the following:

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

- performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;

- enquiring of management and in-house legal counsel concerning actual and potential litigation and claims, and instances of non-compliance with laws and regulations; and

- reading minutes of meetings of those charged with governance

The key audit areas identified at planning included revenue recognition, accounting estimates and testing manual journals. We planned and designed our work to provide reasonable assurance that the financial statements were free from fraud or error. However due to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected an irregularity or fraud that could result in a material misstatement in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

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 an auditor's report 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.

Paul Winter
Senior Statutory Auditor
For and on behalf of Taylor Associates
6 November 2025
Chartered Accountants
1st Floor
Statutory Auditor
Gallery Court
28 Arcadia Avenue
London
N3 2FG
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025
- 7 -
2025
2024
Notes
£
£
Turnover
3
22,151,482
21,984,399
Cost of sales
(12,659,543)
(12,637,063)
Gross profit
9,491,939
9,347,336
Distribution costs
(551,464)
(719,227)
Administrative expenses
(10,125,197)
(10,115,597)
Operating loss
4
(1,184,722)
(1,487,488)
Interest receivable and similar income
7
20,945
15,340
Interest payable and similar expenses
8
(44,635)
(49,985)
Loss before taxation
(1,208,412)
(1,522,133)
Tax on loss
9
123,872
-
0
Loss for the financial year
(1,084,540)
(1,522,133)
Loss for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.

The income statement has been prepared on the basis that all operations are continuing operations.

SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
GROUP STATEMENT OF FINANCIAL POSITION
AS AT
31 MARCH 2025
31 March 2025
- 8 -
2025
2024
Notes
£
£
£
£
Fixed assets
Goodwill
11
4,670,154
5,943,816
Tangible assets
12
1,565,179
1,718,526
6,235,333
7,662,342
Current assets
Stocks
15
226,648
208,961
Debtors
16
1,349,763
1,245,262
Cash at bank and in hand
826,969
1,504,289
2,403,380
2,958,512
Creditors: amounts falling due within one year
17
(4,338,399)
(4,234,561)
Net current liabilities
(1,935,019)
(1,276,049)
Total assets less current liabilities
4,300,314
6,386,293
Creditors: amounts falling due after more than one year
18
(268,251)
(803,852)
Net assets
4,032,063
5,582,441
Capital and reserves
Called up share capital
23
1,231,748
1,231,748
Share premium account
7,587,568
7,587,568
Profit and loss reserves
(4,787,253)
(3,236,875)
Total equity
4,032,063
5,582,441

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved and signed by the director and authorised for issue on 6 November 2025
06 November 2025
Mr H Bowlby
Director
Company registration number 11641366 (England and Wales)
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2025
31 March 2025
- 9 -
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
13
16,216,516
16,216,516
16,216,516
16,216,516
Current assets
Cash at bank and in hand
112
130,483
Creditors: amounts falling due within one year
17
(2,041,091)
(1,649,367)
Net current liabilities
(2,040,979)
(1,518,884)
Total assets less current liabilities
14,175,537
14,697,632
Creditors: amounts falling due after more than one year
18
(234,606)
(689,764)
Net assets
13,940,931
14,007,868
Capital and reserves
Called up share capital
23
1,231,748
1,231,748
Share premium account
7,587,568
7,587,568
Profit and loss reserves
5,121,615
5,188,552
Total equity
13,940,931
14,007,868

As permitted by s408 Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s profit for the period was £398,901 (2024 - £777,353 profit).

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

The financial statements were approved and signed by the director and authorised for issue on 6 November 2025
06 November 2025
Mr H Bowlby
Director
Company registration number 11641366 (England and Wales)
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
- 10 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 April 2023
1,231,748
7,587,568
(1,287,549)
7,531,767
Year ended 31 March 2024:
Loss and total comprehensive income
-
-
(1,522,133)
(1,522,133)
Dividends
10
-
-
(427,193)
(427,193)
Balance at 31 March 2024
1,231,748
7,587,568
(3,236,875)
5,582,441
Year ended 31 March 2025:
Loss and total comprehensive income
-
-
(1,084,540)
(1,084,540)
Dividends
10
-
-
(465,838)
(465,838)
Balance at 31 March 2025
1,231,748
7,587,568
(4,787,253)
4,032,063
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025
- 11 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 April 2023
1,231,748
7,587,568
4,838,392
13,657,708
Year ended 31 March 2024:
Profit and total comprehensive income for the year
-
-
777,353
777,353
Dividends
10
-
-
(427,193)
(427,193)
Balance at 31 March 2024
1,231,748
7,587,568
5,188,552
14,007,868
Year ended 31 March 2025:
Profit and total comprehensive income
-
-
398,901
398,901
Dividends
10
-
-
(465,838)
(465,838)
Balance at 31 March 2025
1,231,748
7,587,568
5,121,615
13,940,931
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2025
- 12 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
25
544,610
56,206
Interest paid
(44,635)
(49,985)
Income taxes refunded/(paid)
123,872
(23,824)
Net cash inflow/(outflow) from operating activities
623,847
(17,603)
Investing activities
Purchase of tangible fixed assets
(226,987)
(842,919)
Proceeds from disposal of tangible fixed assets
-
4,471
Interest received
20,945
15,340
Net cash used in investing activities
(206,042)
(823,108)
Financing activities
Repayment of preference shares
(468,430)
(93,686)
Repayment of bank loans
(60,300)
(246,942)
Payment of finance leases obligations
(20,143)
48,799
Dividends paid to equity shareholders
(546,252)
(517,171)
Net cash used in financing activities
(1,095,125)
(809,000)
Net decrease in cash and cash equivalents
(677,320)
(1,649,711)
Cash and cash equivalents at beginning of year
1,504,289
3,154,000
Cash and cash equivalents at end of year
826,969
1,504,289
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
COMPANY STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2025
- 13 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
26
485,224
336,524
Interest paid
-
0
(7,310)
Net cash inflow from operating activities
485,224
329,214
Investing activities
Dividends received
399,087
784,846
Net cash generated from investing activities
399,087
784,846
Financing activities
Repayment of preference shares
(468,430)
(93,686)
Repayment of bank loans
-
(392,667)
Dividends paid to equity shareholders
(546,252)
(517,171)
Net cash used in financing activities
(1,014,682)
(1,003,524)
Net (decrease)/increase in cash and cash equivalents
(130,371)
110,536
Cash and cash equivalents at beginning of year
130,483
19,947
Cash and cash equivalents at end of year
112
130,483
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
- 14 -
1
Accounting policies
Company information

Spitfire Technology Holdings Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 1st Floor Gallery Court, 28 Arcadia Avenue, London, N3 2FG.

The group consists of Spitfire Technology Holdings Limited and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Basis of consolidation

In the parent company financial statements, t he cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. I nvestments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

The consolidated group financial statements consist of the financial statements of the parent company Spitfire Technology Holdings Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 31 March 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the g roup.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

1.3
Going concern

At the time of approving the financial statements, the director has a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 15 -
1.4
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.5
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Land and buildings Leasehold
Amortised over lease term
Plant and machinery
12.5% Straight line basis
Fixtures, fittings & equipment
15% Reducing balance basis
Motor vehicles
25% Reducing balance basis
Mobile Virtual Network Operator (MVNO)
Amortised over useful life

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.

1.7
Fixed asset investments

Equity in vest ments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

I n the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 16 -

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the g roup’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.

Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.

In the parent c ompany financial statements, investments in associates are accounted for at cost less impairment.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.8
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 17 -
1.9
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.10
Cash at bank and in hand

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.11
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the group's statement of financial position when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally 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.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest m ethod 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. Financial assets classified as receivable within one year are not amortised.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 18 -
Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

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 group transfers the financial asset and substantially all the risks 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.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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 paymen ts 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 at transaction price and subsequently measured at amortised cost using the effective interest method.

Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value th r ough profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 19 -
Derecognition of financial liabilities

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

1.12
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.13
Derivatives

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.

A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability.

1.14
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.15
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
1
Accounting policies
(Continued)
- 20 -
1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.17
Share-based payments

For cash-settled share-based payments, a liability is recognised for the goods and services acquired, measured initially at the fair value of the liability. At each succeeding financial reporting period end and at the date of settlement, the fair value of the liability is remeasured, with any changes in fair value recognised in profit or loss for the period.

The fair value of equity-settled share based payments to employees is determined at the date of grant and is expensed on a straight-line basis over the vesting period based on the group’s estimate of shares or options that will eventually vest.

1.18
Leases

Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.

Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the statement of financial position as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.

2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

3
Turnover and other revenue

An analysis of the group's turnover is as follows:

2025
2024
£
£
Turnover analysed by class of business
Telcommunications and internet services
22,151,482
21,984,399
2025
2024
£
£
Other revenue
Interest income
20,945
15,340
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 21 -
4
Operating loss
2025
2024
£
£
Operating loss for the year is stated after charging/(crediting):
Depreciation of owned tangible fixed assets
380,334
291,034
Profit on disposal of tangible fixed assets
-
(1,350)
Amortisation of intangible assets
1,273,662
1,273,662
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
-
-
Audit of the financial statements of the company's subsidiaries
20,000
21,500
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
97
100
0
0

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
5,840,821
5,884,002
-
0
-
0
Social security costs
619,073
620,778
-
-
Pension costs
141,086
139,009
-
0
-
0
6,600,980
6,643,789
-
0
-
0
7
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
10,474
15,340
Other interest income
10,471
-
Total income
20,945
15,340
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
7
Interest receivable and similar income
(Continued)
- 22 -
2025
2024
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
10,474
15,340
8
Interest payable and similar expenses
2025
2024
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
43,815
49,507
Other finance costs:
Interest on finance leases and hire purchase contracts
820
478
Total finance costs
44,635
49,985
9
Taxation
2025
2024
£
£
Current tax
Adjustments in respect of prior periods
(123,872)
-
0

The actual (credit)/charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Loss before taxation
(1,208,412)
(1,522,133)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2024: 19.00%)
(302,103)
(289,205)
Tax effect of expenses that are not deductible in determining taxable profit
481
1,298
Tax effect of utilisation of tax losses not previously recognised
(41,402)
123,872
Unutilised tax losses carried forward
93
39,492
Adjustments in respect of prior years
(123,872)
-
0
Permanent capital allowances in excess of depreciation
(70,568)
(172,750)
Depreciation on assets not qualifying for tax allowances
68,595
35,165
Amortisation on assets not qualifying for tax allowances
344,904
262,128
Taxation credit
(123,872)
-
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 23 -
10
Dividends
Recognised as distributions to equity holders:
2025
2024
2025
2024
Per share
Per share
Total
Total
Pence
Pence
£
£
Ordinary A shares
Final paid
32.40
32.40
379,173
379,173
Ordinary B shares
Final paid
32.40
32.40
19,914
19,914
Preference shares
Final paid
5.00
5.00
66,751
28,106
Total dividends
Final paid
465,838
427,193
In accordance with the company's articles of association, preference dividends have been accrued up to 31 December 2023 from when they are being paid in quarterly instalments.
The preference dividends accrued as at 31 March 2025 is £141,700 (2024: £245,731).
11
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 April 2024 and 31 March 2025
12,736,620
Amortisation and impairment
At 1 April 2024
6,792,804
Amortisation charged for the year
1,273,662
At 31 March 2025
8,066,466
Carrying amount
At 31 March 2025
4,670,154
At 31 March 2024
5,943,816
The company had no intangible fixed assets at 31 March 2025 or 31 March 2024.
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 24 -
12
Tangible fixed assets
Group
Land and buildings Leasehold
Plant and machinery
Fixtures, fittings & equipment
Motor vehicles
Total
£
£
£
£
£
Cost
At 1 April 2024
907,984
2,547,064
65,101
(2,170)
3,517,979
Additions
-
0
226,093
894
-
0
226,987
Disposals
-
0
(1,733)
-
0
-
0
(1,733)
At 31 March 2025
907,984
2,771,424
65,995
(2,170)
3,743,233
Depreciation and impairment
At 1 April 2024
565,099
1,204,903
37,090
(7,639)
1,799,453
Depreciation charged in the year
105,955
268,702
4,310
1,367
380,334
Eliminated in respect of disposals
-
0
(1,733)
-
0
-
0
(1,733)
At 31 March 2025
671,054
1,471,872
41,400
(6,272)
2,178,054
Carrying amount
At 31 March 2025
236,930
1,299,552
24,595
4,102
1,565,179
At 31 March 2024
342,885
1,342,161
28,011
5,469
1,718,526
The company had no tangible fixed assets at 31 March 2025 or 31 March 2024.

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

Group
Company
2025
2024
2025
2024
£
£
£
£
Plant and machinery
60,550
60,550
-
0
-
0
13
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
14
-
0
-
0
16,216,516
16,216,516
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
13
Fixed asset investments
(Continued)
- 25 -
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 April 2024 and 31 March 2025
16,216,516
Carrying amount
At 31 March 2025
16,216,516
At 31 March 2024
16,216,516
14
Subsidiaries

Details of the company's subsidiaries at 31 March 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Spitfire Technology Group Limited
England & Wales
Ordinary
100.00
-
Spitfire Network Services Limited
England & Wales
Ordinary
0
100.00
Spitfire Digital Networks Limited
England & Wales
Ordinary
0
100.00
Spitfire Security Systems Limited
England & Wales
Ordinary
0
100.00
Spitfire Telecommunications Limited
England & Wales
Ordinary
0
100.00
Hurricane Broadband Limited
England & Wales
Ordinary
0
100.00
The aggregate capital and reserves and the result for the year of the subsidiaries noted above was as follows:
Name of undertaking
Capital and Reserves
Profit/(Loss)
£
£
Spitfire Technology Group Limited
900,904
398,905
Spitfire Network Services Limited
799,899
189,671
Spitfire Digital Networks Limited
30,946
(180)
Spitfire Security Systems Limited
(7,269)
Spitfire Telecommunications Limited
3,018
Hurricane Broadband Limited
1

The investments in subsidiaries are all stated at cost.

15
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Finished goods and goods for resale
226,648
208,961
-
0
-
0
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 26 -
16
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
369,315
327,603
-
0
-
0
Other debtors
19,272
19,641
-
0
-
0
Prepayments and accrued income
961,176
898,018
-
0
-
0
1,349,763
1,245,262
-
-
17
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans
19
60,300
60,300
-
0
-
0
Obligations under finance leases
20
20,136
20,136
-
0
-
0
Preference shares of £1 each
19
374,744
468,430
374,744
468,430
Trade creditors
907,953
670,164
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
1,571,880
1,062,853
Other taxation and social security
574,845
579,137
-
-
Preference dividends payable
94,467
118,084
94,467
118,084
Accruals and deferred income
2,305,954
2,318,310
-
0
-
0
4,338,399
4,234,561
2,041,091
1,649,367
18
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
19
25,125
85,425
-
0
-
0
Obligations under finance leases
20
8,520
28,663
-
0
-
0
Preference shares of £1 each
19
187,373
562,117
187,373
562,117
Preference dividends payable
47,233
127,647
47,233
127,647
268,251
803,852
234,606
689,764
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 27 -
19
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Bank loans
85,425
145,725
-
0
-
0
Preference shares
374,744
468,430
374,744
468,430
Preference shares of £1 each
187,373
562,117
187,373
562,117
647,542
1,176,272
562,117
1,030,547
Payable within one year
435,044
528,730
374,744
468,430
Payable after one year
212,498
647,542
187,373
562,117

A loan amounting to £180,900 was secured on 12th September 2023. The loan stipulates 36 monthly

repayments of £5,219, inclusive of interest. The interest rate applied to the loan is 1.32% per annum.

Preference shares of £1 each are to be redeemed over twelve quarterly instalments from the 31 December 2023 accruing interest at 5% per annum.

20
Finance lease obligations
Group
Company
2025
2024
2025
2024
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
20,136
20,136
-
0
-
0
In two to five years
8,520
28,663
-
0
-
0
28,656
48,799
-
-

Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 3 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.

21
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
141,086
139,009

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 28 -
22
Share-based payment transactions

Enterprise Management Incentive (EMI) Share Option Plan

In February 2020, the options to acquire ordinary shares in Spitfire Technology Group Limited under the Enterprise Management Incentive Scheme were surrendered by the eligible directors and employees of the subsidiary companies.

Also in February 2020, options to acquire ordinary shares in Spitfire Technology Holdings Limited were granted to directors and employees of the subsidiary companies under the Enterprise Management Incentive Scheme. The options will vest if the employee remains in service for a period of one year from the date of grant. The exercise price of the options is equal to the estimated market price of the shares as applicable to the EMI plan. The contractual life of the options is for an unlimited period from the date of grant.

Group
Number of share options
Weighted average exercise price
2025
2024
2025
2024
Number
Number
£
£
Outstanding at 1 April 2024
229,860
264,611
3.53
6.77
Forfeited
(25,625)
(34,751)
5.65
3.94
Outstanding at 31 March 2025
204,235
229,860
6.56
7.20
Exercisable at 31 March 2025
204,235
229,860
6.56
7.20

The options outstanding at 31 March 2025 had an average exercise price of £6.56 over an unlimited contractual life.

Company
Number of share options
Weighted average exercise price
2025
2024
2025
2024
Number
Number
£
£
Outstanding at 1 April 2024
229,860
264,611
3.53
6.77
Forfeited
(25,625)
(34,751)
5.65
3.94
Outstanding at 31 March 2025
204,235
229,860
6.56
7.20
Exercisable at 31 March 2025
204,235
229,860
6.56
7.20

The options outstanding at 31 March 2025 had an average exercise price of £6.56 over an unlimited contractual life.

SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 29 -
23
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A shares of £1 each
1,170,284
1,170,284
1,170,284
1,170,284
Ordinary B shares of £1 each
61,464
61,464
61,464
61,464
1,231,748
1,231,748
1,231,748
1,231,748
2025
2024
2025
2024
Preference share capital
Number
Number
£
£
Issued and fully paid
Preference shares of £1 each
562,117
1,030,547
562,117
1,030,547
Preference shares classified as liabilities
562,117
1,030,547
24
Events after the reporting date

Following the year end, the directors approved the payment of an interim dividend of £99,771.66 (8.10 pence per issued share).

25
Cash generated from group operations
2025
2024
£
£
Loss after taxation
(1,084,540)
(1,522,133)
Adjustments for:
Taxation credited
(123,872)
-
0
Finance costs
44,635
49,985
Investment income
(20,945)
(15,340)
Gain on disposal of tangible fixed assets
-
(1,350)
Amortisation and impairment of intangible assets
1,273,662
1,273,662
Depreciation and impairment of tangible fixed assets
380,334
291,034
Movements in working capital:
(Increase)/decrease in stocks
(17,687)
2,718
Increase in debtors
(104,501)
(233,737)
Increase in creditors
197,524
211,367
Cash generated from operations
544,610
56,206
SPITFIRE TECHNOLOGY HOLDINGS LIMITED
GROUP
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025
- 30 -
26
Cash generated from operations - company
2025
2024
£
£
Profit after taxation
398,901
777,353
Adjustments for:
Finance costs
-
0
7,310
Investment income
(399,087)
(784,846)
Movements in working capital:
Increase in creditors
485,410
336,707
Cash generated from operations
485,224
336,524
27
Analysis of changes in net funds - group
1 April 2024
Cash flows
31 March 2025
£
£
£
Cash at bank and in hand
1,504,289
(677,320)
826,969
Borrowings excluding overdrafts
(1,176,272)
528,730
(647,542)
Obligations under finance leases
(48,799)
20,143
(28,656)
279,218
(128,447)
150,771
28
Analysis of changes in net debt - company
1 April 2024
Cash flows
31 March 2025
£
£
£
Cash at bank and in hand
130,483
(130,371)
112
Borrowings excluding overdrafts
(1,030,547)
468,430
(562,117)
(900,064)
338,059
(562,005)
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