IRIS Accounts Production v25.4.0.155 14575227 Board of Directors 31.8.25 1.9.24 31.8.25 31.8.25 Medium entities These accounts have been prepared in accordance with the provisions applicable to companies subject to the medium-sized companies regime. Recruitment consultancy specialising in the Education and Medical sectors. true true true false true true false false false true false Ordinary 0 iso4217:GBP iso4217:USD iso4217:EUR xbrli:shares xbrli:pure utr:tonnes utr:kWh 14575227 2024-08-31 14575227 2025-08-31 14575227 2024-09-01 2025-08-31 14575227 2023-08-31 14575227 2023-09-01 2024-08-31 14575227 2024-08-31 14575227 ns15:EnglandWales 2024-09-01 2025-08-31 14575227 ns14:PoundSterling 2024-09-01 2025-08-31 14575227 ns10:Director1 2024-09-01 2025-08-31 14575227 ns10:Consolidated 2025-08-31 14575227 ns10:ConsolidatedGroupCompanyAccounts 2024-09-01 2025-08-31 14575227 ns10:PrivateLimitedCompanyLtd 2024-09-01 2025-08-31 14575227 ns10:Consolidated ns10:MediumEntities 2024-09-01 2025-08-31 14575227 ns10:Consolidated ns10:Audited 2024-09-01 2025-08-31 14575227 ns10:Medium-sizedCompaniesRegimeForDirectorsReport 2024-09-01 2025-08-31 14575227 ns10:Medium-sizedCompaniesRegimeForAccounts 2024-09-01 2025-08-31 14575227 ns10:Consolidated 2024-09-01 2025-08-31 14575227 ns10:Consolidated ns10:Medium-sizedCompaniesRegimeForDirectorsReport 2024-09-01 2025-08-31 14575227 ns10:Medium-sizedCompaniesRegimeForAccounts ns10:Consolidated 2024-09-01 2025-08-31 14575227 ns10:FullAccounts 2024-09-01 2025-08-31 14575227 ns5:Subsidiary1 2024-09-01 2025-08-31 14575227 ns10:OrdinaryShareClass1 2024-09-01 2025-08-31 14575227 ns10:Director2 2024-09-01 2025-08-31 14575227 ns10:RegisteredOffice 2024-09-01 2025-08-31 14575227 ns10:Consolidated 2023-09-01 2024-08-31 14575227 ns5:CurrentFinancialInstruments 2025-08-31 14575227 ns5:CurrentFinancialInstruments 2024-08-31 14575227 ns5:ShareCapital 2025-08-31 14575227 ns5:ShareCapital 2024-08-31 14575227 ns5:RetainedEarningsAccumulatedLosses 2025-08-31 14575227 ns5:RetainedEarningsAccumulatedLosses 2024-08-31 14575227 ns5:ShareCapital 2023-08-31 14575227 ns5:RetainedEarningsAccumulatedLosses 2023-08-31 14575227 ns5:RetainedEarningsAccumulatedLosses 2023-09-01 2024-08-31 14575227 ns5:RetainedEarningsAccumulatedLosses 2024-09-01 2025-08-31 14575227 ns5:FurnitureFittings 2024-09-01 2025-08-31 14575227 ns5:ComputerEquipment 2024-09-01 2025-08-31 14575227 ns5:CostValuation 2024-08-31 14575227 1 ns5:Subsidiary1 2024-09-01 2025-08-31 14575227 ns5:Subsidiary1 2025-08-31 14575227 ns5:Subsidiary1 2024-08-31 14575227 ns5:Subsidiary1 2023-09-01 2024-08-31 14575227 ns5:WithinOneYear ns5:CurrentFinancialInstruments 2025-08-31 14575227 ns5:WithinOneYear ns5:CurrentFinancialInstruments 2024-08-31 14575227 ns10:OrdinaryShareClass1 2025-08-31 14575227 ns5:RetainedEarningsAccumulatedLosses 2024-08-31

REGISTERED NUMBER: 14575227 (England and Wales)

Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 31 August 2025

for

TLTP Holdings Limited

TLTP Holdings Limited (Registered number: 14575227)

Contents of the Consolidated Financial Statements

for the Year Ended 31 August 2025

Page |

Company Information | 1 |

Group Strategic Report | 2 |

Report of the Directors | 4 |

Report of the Independent Auditors | 6 |

Consolidated Income Statement | 10 |

Consolidated Other Comprehensive Income | 11 |

Consolidated Balance Sheet | 12 |

Company Balance Sheet | 13 |

Consolidated Statement of Changes in Equity | 14 |

Company Statement of Changes in Equity | 15 |

Consolidated Cash Flow Statement | 16 |

Notes to the Consolidated Cash Flow Statement | 17 |

Notes to the Consolidated Financial Statements | 18 |

TLTP Holdings Limited

Company Information

for the Year Ended 31 August 2025

| DIRECTORS: | Mr D M Mydat

| Mr A J N Sugarman

| REGISTERED OFFICE: | 3rd Floor, North Wing, St James House,

| 27-43 Eastern Road

| Romford

| Essex

| RM1 3NH

| REGISTERED NUMBER: | 14575227 (England and Wales)

| AUDITORS: | Nordens Audit Limited

| Statutory Auditors

| The Retreat

| 406 Roding Lane South

| Woodford Green

| Essex

| IG8 8EY

TLTP Holdings Limited (Registered number: 14575227)

Group Strategic Report

for the Year Ended 31 August 2025

The directors present their strategic report of the company and the group for the year ended 31 August 2025.

The Company TLTP Holdings acts as a 100% Holding Company for London Teaching Pool Limited.

London Teaching Pool Limited (LTPL) has been a trusted name in education and medical recruitment since 2006, operating with a strong reputation for quality, compliance, and service excellence. Over the past year, the company has undergone significant change as we adapted to difficult market conditions, particularly in our medical division, and initiated a strategic restructure to realign our operations for sustainable growth.

Our mission remains clear: to build a robust, scalable, and people-focused recruitment business that mirrors our long-standing success in education across all future sectors we operate in.

RESTRUCTURE AND MARKET TRANSITION

The past financial year has presented both challenges and opportunities. Market volatility within the medical recruitment sector has intensified, with increasing competition, downward pressure on margins, and unpredictable demand cycles. As a result, LTPL made the strategic decision to withdraw from medical recruitment operations, recognising that continued investment in that area no longer aligned with our profitability and long-term vision.

This decision followed an earlier closure of the care division in May 2024, allowing the business to focus on consolidation and efficiency. During this transitional phase, we have restructured our operations to strengthen the education division, the core of our business, and realign resources around our most profitable and stable markets. This process involved reviewing our internal systems, team structures, and leadership approach to ensure that we are equipped to grow sustainably from a leaner, more agile foundation.

The restructure has already delivered improvements in internal communication, compliance, and performance management. Our teams are now better positioned to rebuild at pace, supported by a stronger operational framework and renewed strategic clarity.

REBUILD AND FUTURE GROWTH

LTPL is now firmly in a rebuilding phase, focused on strategic recruitment, business development, and targeted sector expansion within education across London, the Home Counties and other geographical areas across the nation. Despite the challenges of the past year, we remain confident that our reputation, systems, and people provide the foundation for a strong recovery and profitable growth.

Our long-term objective is clear: To grow to 58 consultants across London and the Home Counties, increasing by a minimum of six consultants per year and to grow our presence nationally, building new teams at an organic rate.

This growth target is supported by a structured recruitment and development plan, investment in leadership capability, and enhanced data-driven performance tracking. We aim to balance the pace of expansion with the quality of delivery that has defined our brand.

Our focus will be on replicating the proven success of our education business model, which consistently delivers strong gross profit margins (35.29% in FY2025). By applying the same operational excellence, training structure, and client relationship management principles that have underpinned our education success, we are confident we can rebuild a broader, profitable business with multiple revenue streams over the next five years.

TLTP Holdings Limited (Registered number: 14575227)

Group Strategic Report

for the Year Ended 31 August 2025

STRATEGIC PRIORITIES FOR 2026-2030

Sustain and Strengthen the Education Division

• Continue to build market share in London and the Home Counties.

• Recruit and retain high-performing consultants with clear development pathways.

• Expand partnerships with schools and academies while enhancing candidate loyalty.

Operational Efficiency and Investment in People

• Invest in digital transformation to improve workflow, compliance, and analytics.

• Enhance training and performance management frameworks for consultants.

• Maintain a strong focus on staff wellbeing and internal communication.

Measured Sector Expansion

• Explore selective re-entry into healthcare or specialist segments only when market conditions and margins support sustainable growth.

• Use education as the blueprint for disciplined, profitable expansion.

Financial Stability and Shareholder Value

• Maintain prudent cash management and cost control.

• Target consistent annual consultant growth, leading to revenue expansion and improved EBITDA performance.

• Reinstate strong dividend returns once the rebuild reaches maturity and consistent profitability is restored.

CONCLUSION

The year ending August 2025 marked a pivotal point in LTPL's evolution. The loss of our medical recruitment business was a difficult but strategically necessary decision that allows us to focus resources where we excel. Our restructure has delivered a leaner, more efficient organisation ready for sustainable growth.

With a disciplined rebuild strategy, clear consultant growth targets, and a proven education model as our foundation, LTPL is well positioned to re-establish itself as a leading recruitment business across London and the Home Counties. The next five years will focus on scaling with quality, rebuilding profitability, and ensuring that our culture, systems, and leadership align with our long-term vision for success.

ON BEHALF OF THE BOARD:

Mr D M Mydat - Director

13 November 2025

TLTP Holdings Limited (Registered number: 14575227)

Report of the Directors

for the Year Ended 31 August 2025

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

DIVIDENDS

No interim dividend was paid during the year. The directors recommend a final dividend of 3,715 per share.

The total distribution of dividends for the year ended 31 August 2025 will be £ 371,500 .

DIRECTORS

Mr D M Mydat has held office during the whole of the period from 1 September 2024 to the date of this report.

Other changes in directors holding office are as follows:

Mr A J N Sugarman - appointed 30 April 2025

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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

TLTP Holdings Limited (Registered number: 14575227)

Report of the Directors

for the Year Ended 31 August 2025

AUDITORS

The auditors, Nordens Audit Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mr D M Mydat - Director

13 November 2025

Report of the Independent Auditors to the Members of

TLTP Holdings Limited

Opinion

We have audited the financial statements of TLTP Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 August 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated 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 group's and of the parent company affairs as at 31 August 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 group's and the parent 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 Group 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 Group 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 Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Report of the Independent Auditors to the Members of

TLTP Holdings Limited

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 its environment obtained in the course of the audit, we have not identified material misstatements in the Group 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 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 directors

As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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 group's and 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 directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Report of the Independent Auditors to the Members of

TLTP Holdings Limited

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:

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We obtained an understanding of the legal and regulatory frameworks that are applicable to the entity and

determined that the most significant are those that:

- had a direct effect on the determination of material amounts and disclosures in the financial statements. These include but are not limited to the Companies Act 2006, GDPR, employment and Health & Safety legislation and tax legislation, and

- 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 operational and employment laws and regulations including health and safety regulations, environmental regulations and GDPR.

We obtained an understanding of how the company are complying with those legal and regulatory frameworks by making enquiries with management and those responsible for legal and compliance frameworks. We corroborated our enquiries through review of correspondence with regulatory bodies and gaining an understanding of the entity level controls of the company in respect of these areas and the controls in place to reduce opportunity for fraudulent transactions.

We discussed among the audit engagement team including relevant internal tax specialists, regarding the opportunities and incentives, including management override of controls, that may exist within the organisation for fraud and how and where fraud might occur in the financial statements. We also communicated the applicable laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit.

The risk of management override of controls is the area where the financial statements were most susceptible to material misstatement due to fraud. In addition, the key principal risks related to the existence of inappropriate journal entries to impact the profit for the year and management bias in accounting estimates.

Procedures performed to address these were as follows:

- Walkthrough testing was carried out to identify and assess the design effectiveness of controls, management have in place to prevent and detect fraud, including known of suspected instances or noncompliance with laws and regulations and fraud,

- Understanding how those charged with governance considered and addressed the potential for override

of controls or other inappropriate influence over the financial reporting process,

- Using analytical procedures to identify any unusual or unexpected relationships that may indicate risks of

material misstatements due to fraud,

- Assessing the appropriateness of accounting estimates and challenging any significant assumptions or

judgements made by management,

- Incorporating testing of manual journal entries that were posted throughout the year. In particular, we focused on material journal entries, journal entries posted with unusual account combinations, and journal entries crediting revenue or cash. These were scrutinised for evidence of unusual entries,

Report of the Independent Auditors to the Members of

TLTP Holdings Limited

- Selecting specific revenue transactions based on risk criteria and obtaining supporting documentation including sales invoice and corresponding purchase documentation to ensure revenue was appropriately recorded,

- Reviewing specific cost of sale transactions based on risk criteria and reviewing invoice documentation

to ensure the expense was appropriately recorded,

- Evaluated the business rationale of any significant transactions that are unusual or outside the normal

course of business.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including

those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk

increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.

The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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.

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.

Lorraine Curtis (Senior Statutory Auditor)

for and on behalf of Nordens Audit Limited

Statutory Auditors

The Retreat

406 Roding Lane South

Woodford Green

Essex

IG8 8EY

13 November 2025

TLTP Holdings Limited (Registered number: 14575227)

Consolidated Income Statement

for the Year Ended 31 August 2025

| 31.8.25 |  | 31.8.24

| Notes | £ | £ |

TURNOVER | 11,538,876 |  | 16,663,134 |  |

Cost of sales | 7,679,325 |  | 11,492,815 |  |

GROSS PROFIT | 3,859,551 |  | 5,170,319 |  |

Administrative expenses | 4,247,198 |  | 4,383,697 |  |

(387,647 | ) | 786,622 |  |

Other operating income | 5,183 |  | 6,385 |  |

OPERATING (LOSS)/PROFIT | 4 | (382,464 | ) | 793,007 |  |

Interest receivable and similar income | 5 | 122,756 |  | 123,798 |  |

(LOSS)/PROFIT BEFORE TAXATION | (259,708 | ) | 916,805 |  |

Tax on (loss)/profit | 6 | (64,943 | ) | 222,542 |  |

(LOSS)/PROFIT FOR THE FINANCIAL YEAR | (194,765 | ) | 694,263 |  |

(Loss)/profit attributable to:

Owners of the parent | (194,765 | ) | 694,263 |  |

TLTP Holdings Limited (Registered number: 14575227)

Consolidated Other Comprehensive Income

for the Year Ended 31 August 2025

| 31.8.25 |  | 31.8.24

| Notes | £ | £ |

(LOSS)/PROFIT FOR THE YEAR | (194,765 | ) | 694,263 |  |

OTHER COMPREHENSIVE INCOME | - |  | - |  |

TOTAL COMPREHENSIVE INCOME FOR THE YEAR | (194,765 | ) | 694,263 |  |

Total comprehensive income attributable to:

Owners of the parent | (194,765 | ) | 694,263 |  |

TLTP Holdings Limited (Registered number: 14575227)

Consolidated Balance Sheet

31 August 2025

| 31.8.25 | 31.8.24 |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Tangible assets | 9 | 105,490 |  | 146,350 |  |

Investments | 10 | - |  | - |  |

105,490 |  | 146,350 |  |

CURRENT ASSETS

Debtors | 11 | 630,236 |  | 1,038,055 |  |

Investments | 12 | 2,687,957 |  | 2,109,508 |  |

Cash at bank and in hand | 2,431,909 |  | 3,560,822 |  |

5,750,102 |  | 6,708,385 |  |

CREDITORS

Amounts falling due within one year | 13 | 642,411 |  | 1,065,074 |  |

NET CURRENT ASSETS | 5,107,691 |  | 5,643,311 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 5,213,181 |  | 5,789,661 |  |

PROVISIONS FOR LIABILITIES | 15 | 26,373 |  | 36,588 |  |

NET ASSETS | 5,186,808 |  | 5,753,073 |  |

CAPITAL AND RESERVES

Called up share capital | 16 | 100 |  | 100 |  |

Retained earnings | 17 | 5,186,708 |  | 5,752,973 |  |

SHAREHOLDERS' FUNDS | 5,186,808 |  | 5,753,073 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 13 November 2025 and were signed on its behalf by:

Mr D M Mydat - Director

TLTP Holdings Limited (Registered number: 14575227)

Company Balance Sheet

31 August 2025

| 31.8.25 | 31.8.24 |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Tangible assets | 9 | - |  | - |  |

Investments | 10 | 100 |  | 100 |  |

100 |  | 100 |  |

CURRENT ASSETS

Debtors | 11 | 504 |  | 35,745 |  |

Investments | 12 | 2,687,957 |  | 2,109,508 |  |

Cash at bank | 2,002,503 |  | 1,033,535 |  |

4,690,964 |  | 3,178,788 |  |

CREDITORS

Amounts falling due within one year | 13 | 1,519,309 |  | 20,057 |  |

NET CURRENT ASSETS | 3,171,655 |  | 3,158,731 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 3,171,755 |  | 3,158,831 |  |

CAPITAL AND RESERVES

Called up share capital | 16 | 100 |  | 100 |  |

Retained earnings | 17 | 3,171,655 |  | 3,158,731 |  |

SHAREHOLDERS' FUNDS | 3,171,755 |  | 3,158,831 |  |

Company's profit for the financial year | 384,424 |  | 1,883,670 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 13 November 2025 and were signed on its behalf by:

Mr D M Mydat - Director

TLTP Holdings Limited (Registered number: 14575227)

Consolidated Statement of Changes in Equity

for the Year Ended 31 August 2025

| Called up |

| share |  | Retained |  | Total

| capital |  | earnings |  | equity

£ | £ | £ |

Balance at 1 September 2023 | 100 |  | 5,408,710 |  | 5,408,810 |  |

Changes in equity

Dividends | - |  | (350,000 | ) | (350,000 | ) |

Total comprehensive income | - |  | 694,263 |  | 694,263 |  |

Balance at 31 August 2024 | 100 |  | 5,752,973 |  | 5,753,073 |  |

Changes in equity

Dividends | - |  | (371,500 | ) | (371,500 | ) |

Total comprehensive income | - |  | (194,765 | ) | (194,765 | ) |

Balance at 31 August 2025 | 100 |  | 5,186,708 |  | 5,186,808 |  |

TLTP Holdings Limited (Registered number: 14575227)

Company Statement of Changes in Equity

for the Year Ended 31 August 2025

| Called up |

| share |  | Retained |  | Total

| capital |  | earnings |  | equity

£ | £ | £ |

Balance at 1 September 2023 | 100 |  | 1,625,061 |  | 1,625,161 |  |

Changes in equity

Dividends | - |  | (350,000 | ) | (350,000 | ) |

Total comprehensive income | - |  | 1,883,670 |  | 1,883,670 |  |

Balance at 31 August 2024 | 100 |  | 3,158,731 |  | 3,158,831 |  |

Changes in equity

Dividends | - |  | (371,500 | ) | (371,500 | ) |

Total comprehensive income | - |  | 384,424 |  | 384,424 |  |

Balance at 31 August 2025 | 100 |  | 3,171,655 |  | 3,171,755 |  |

TLTP Holdings Limited (Registered number: 14575227)

Consolidated Cash Flow Statement

for the Year Ended 31 August 2025

| 31.8.25 |  | 31.8.24

| Notes | £ | £ |

Cash flows from operating activities

Cash generated from operations | 1 | (59,642 | ) | 1,373,895 |  |

Tax paid | (236,764 | ) | (292,808 | ) |

Net cash from operating activities | (296,406 | ) | 1,081,087 |  |

Cash flows from investing activities

Purchase of tangible fixed assets | (5,379 | ) | (3,616 | ) |

Sale of tangible fixed assets | 42 |  | 26,638 |  |

Purchase of short-term listed investment | (578,426 | ) | (833,731 | ) |

Interest received | 122,756 |  | 123,798 |  |

Net cash from investing activities | (461,007 | ) | (686,911 | ) |

Cash flows from financing activities

Equity dividends paid | (371,500 | ) | (350,000 | ) |

Net cash from financing activities | (371,500 | ) | (350,000 | ) |

(Decrease)/increase in cash and cash equivalents | (1,128,913 | ) | 44,176 |  |

Cash and cash equivalents at beginning of year | 2 | 3,560,822 |  | 3,516,646 |  |

Cash and cash equivalents at end of year | 2 | 2,431,909 |  | 3,560,822 |  |

TLTP Holdings Limited (Registered number: 14575227)

Notes to the Consolidated Cash Flow Statement

for the Year Ended 31 August 2025

1. | RECONCILIATION OF (LOSS)/PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

| 31.8.25 |  | 31.8.24

£ | £ |

| (Loss)/profit before taxation | (259,708 | ) | 916,805 |  |

| Depreciation charges | 45,811 |  | 58,173 |  |

| Loss/(profit) on disposal of fixed assets | 363 |  | (24,301 | ) |

| Finance income | (122,756 | ) | (123,798 | ) |

(336,290 | ) | 826,879 |  |

| Decrease in trade and other debtors | 481,855 |  | 516,091 |  |

| (Decrease)/increase in trade and other creditors | (205,207 | ) | 30,925 |  |

| Cash generated from operations | (59,642 | ) | 1,373,895 |  |

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 August 2025

| 31.8.25 |  | 1.9.24

£ | £ |

| Cash and cash equivalents | 2,431,909 |  | 3,560,822 |  |

| Year ended 31 August 2024

| 31.8.24 |  | 1.9.23

£ | £ |

| Cash and cash equivalents | 3,560,822 |  | 3,516,646 |  |

3. | ANALYSIS OF CHANGES IN NET FUNDS

| At 1.9.24 | Cash flow | At 31.8.25

£ | £ | £ |

| Net cash |

| Cash at bank and in hand | 3,560,822 |  | (1,128,913 | ) | 2,431,909 |  |

3,560,822 |  | (1,128,913 | ) | 2,431,909 |  |

| Liquid resources |

| Current asset investments | 2,109,508 |  | 578,449 |  | 2,687,957 |  |

2,109,508 |  | 578,449 |  | 2,687,957 |  |

| Total | 5,670,330 |  | (550,464 | ) | 5,119,866 |  |

TLTP Holdings Limited (Registered number: 14575227)

Notes to the Consolidated Financial Statements

for the Year Ended 31 August 2025

1. | STATUTORY INFORMATION

| TLTP Holdings 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 General Information page.

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.

| Significant judgements and estimates

| In applying the company's accounting policies, the directors are required to make judgements, estimates

| and assumptions in determining the carrying amounts of assets and liabilities. The directors' judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on the historical experience and other factors that are considered to be applicable. Due to the inherent subjectivity involved in making such judgements, estimates and assumptions, the actual results and outcomes may differ.

| The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting

| estimates are recognised in the period which the estimate is revised, if the revision affects only that period, or in the period of revision and future periods, if the revision affects both current and future periods.

| Management considers that there are no judgements that have been made in the process of applying the entity's accounting policies that have a significant effect on the financial statements. Furthermore,

| management considers that there are no areas of estimation uncertainty at the balance sheet date that

| have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities

| within the next financial year.

| Turnover

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

| Tangible fixed assets

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

| Fixtures and fittings | - | 20% straight line and 15% on reducing balance

| Computer equipment | - | 25% on reducing balance and 25% straight line

TLTP Holdings Limited (Registered number: 14575227)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 31 August 2025

2. | ACCOUNTING POLICIES - continued

| Financial instruments

| The Group has elected to apply the provisions of Section 11 'Basic Financial Instruments' of FRS 102 to all of its financial instruments.

| Financial instruments are recognised in the Group's Balance sheet when the Group becomes party to the contractual provisions of the instrument.

| Financial assets and liabilities are offset, with 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 trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

| Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

| Impairment of financial assets

| Financial assets are assessed for indicators of impairment at each reporting date.

| Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

| If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

| Financial liabilities

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

| Basic financial liabilities, which include trade and other payables, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

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

TLTP Holdings Limited (Registered number: 14575227)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 31 August 2025

2. | ACCOUNTING POLICIES - continued

| Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

| Derecognition of financial instruments

| Derecognition of financial assets

| Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

| Derecognition of financial liabilities

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

| Taxation

| Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated 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.

| 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 group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

| Dividends

| Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

TLTP Holdings Limited (Registered number: 14575227)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 31 August 2025

3. | EMPLOYEES AND DIRECTORS

| 31.8.25 |  | 31.8.24

£ | £ |

| Wages and salaries | 3,073,910 |  | 3,285,516 |  |

| Social security costs | 403,246 |  | 424,635 |  |

| Other pension costs | 84,160 |  | 84,007 |  |

3,561,316 |  | 3,794,158 |  |

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

| 31.8.25 |  | 31.8.24

| Directors | 4 |  | 5 |  |

| Permanent employees | 35 |  | 37 |  |

| Temporary employees | 60 |  | 40 |  |

99 |  | 82 |  |

| The average number of employees by undertakings that were proportionately consolidated during the year was NIL (2024 - NIL).

|  | 2025 |  |  | 2024 |

| £ |  |  | £ |  |

| Director's emoluments |  | 1,295,472 |  |  | 1,265,609 |

| Group contributions to defined contribution pension schemes |  | 61,981 |  |  | 62,642 |

|  | 1,357,453 |  |  | 1,328,251 |

| The above breakdown shows Directors of the companies within the Group;.

4. | OPERATING (LOSS)/PROFIT

| The operating loss (2024 - operating profit) is stated after charging/(crediting):

| 31.8.25 |  | 31.8.24

£ | £ |

| Hire of plant and machinery | 722 |  | 888 |  |

| Depreciation - owned assets | 45,810 |  | 58,173 |  |

| Loss/(profit) on disposal of fixed assets | 363 |  | (24,301 | ) |

| Auditors' remuneration | 19,080 |  | 12,500 |  |

5. | INTEREST RECEIVABLE AND SIMILAR INCOME |

| 31.8.25 |  | 31.8.24

£ | £ |

| Deposit account interest | 122,756 |  | 123,798 |  |

TLTP Holdings Limited (Registered number: 14575227)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 31 August 2025

6. | TAXATION

| Analysis of the tax (credit)/charge

| The tax (credit)/charge on the loss for the year was as follows:

| 31.8.25 |  | 31.8.24

£ | £ |

| Current tax:

| UK corporation tax | (54,728 | ) | 236,765 |  |

| Deferred tax | (10,215 | ) | (14,223 | ) |

| Tax on (loss)/profit | (64,943 | ) | 222,542 |  |

| Reconciliation of total tax (credit)/charge 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:

| 31.8.25 |  | 31.8.24

£ | £ |

| (Loss)/profit before tax | (259,708 | ) | 916,805 |  |

| (Loss)/profit multiplied by the standard rate of corporation tax in the UK of 25 % (2024 - 25 %) | (64,927 | ) | 229,201 |  |

| Effects of:

| Expenses not deductible for tax purposes | 11,544 |  | 14,543 |  |

| Capital allowances in excess of depreciation | (1,345 | ) | (6,979 | ) |

| Utilisation of tax losses | 74,036 |  | - |  |

| Adjustments to tax charge in respect of previous periods | (74,036 | ) | - |  |

| Deferred tax | (10,215 | ) | (14,223 | ) |

| Total tax (credit)/charge | (64,943 | ) | 222,542 |  |

7. | INDIVIDUAL INCOME STATEMENT

| As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.

8. | DIVIDENDS

| 31.8.25 |  | 31.8.24

£ | £ |

| Ordinary shares of £1 each

| Final | 371,500 |  | 350,000 |  |

TLTP Holdings Limited (Registered number: 14575227)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 31 August 2025

9. | TANGIBLE FIXED ASSETS

| Group

| Fixtures |

| and |  | Computer |

| fittings |  | equipment |  | Totals

£ | £ | £ |

| COST

| At 1 September 2024 | 225,248 |  | 76,297 |  | 301,545 |  |

| Additions | - |  | 5,379 |  | 5,379 |  |

| Disposals | - |  | (11,373 | ) | (11,373 | ) |

| At 31 August 2025 | 225,248 |  | 70,303 |  | 295,551 |  |

| DEPRECIATION

| At 1 September 2024 | 93,216 |  | 61,979 |  | 155,195 |  |

| Charge for year | 37,797 |  | 8,013 |  | 45,810 |  |

| Eliminated on disposal | - |  | (10,944 | ) | (10,944 | ) |

| At 31 August 2025 | 131,013 |  | 59,048 |  | 190,061 |  |

| NET BOOK VALUE

| At 31 August 2025 | 94,235 |  | 11,255 |  | 105,490 |  |

| At 31 August 2024 | 132,032 |  | 14,318 |  | 146,350 |  |

10. | FIXED ASSET INVESTMENTS

| Company

| Shares in

| group

| undertakings

£ |

| COST

| At 1 September 2024

| and 31 August 2025 | 100 |  |

| NET BOOK VALUE

| At 31 August 2025 | 100 |  |

| At 31 August 2024 | 100 |  |

TLTP Holdings Limited (Registered number: 14575227)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 31 August 2025

10. | FIXED ASSET INVESTMENTS - continued

| The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

| Subsidiary

| London Teaching Pool Limited

| Registered office: 3rd Floor, North Wing, St James House, Romford

| Nature of business: Recruitment consultancy

| %

| Class of shares: | holding |

| Ordinary | 100.00 |

| 31.8.25 |  | 31.8.24

£ | £ |

| Aggregate capital and reserves | 2,015,152 |  | 2,594,341 |  |

| (Loss)/profit for the year | (252,689 | ) | 634,092 |  |

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

| Group |  | Company |

| 31.8.25 |  | 31.8.24 |  | 31.8.25 |  | 31.8.24 |

£ | £ | £ | £ |

| Trade debtors | 430,961 |  | 806,493 |  | - |  | - |  |

| Other debtors | 25,690 |  | 88,099 |  | 504 |  | - |  |

| Tax | 74,036 |  | - |  | - |  | - |  |

| Prepayments and accrued income | 99,549 |  | 143,463 |  | - |  | 35,745 |  |

630,236 |  | 1,038,055 |  | 504 |  | 35,745 |  |

12. | CURRENT ASSET INVESTMENTS

| Group |  | Company |

| 31.8.25 |  | 31.8.24 |  | 31.8.25 |  | 31.8.24 |

£ | £ | £ | £ |

| Unlisted investments | 2,687,957 |  | 2,109,508 |  | 2,687,957 |  | 2,109,508 |  |

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

| Group |  | Company |

| 31.8.25 |  | 31.8.24 |  | 31.8.25 |  | 31.8.24 |

£ | £ | £ | £ |

| Trade creditors | 42,548 |  | 45,240 |  | - |  | - |  |

| Amounts owed to group undertakings | - |  | - |  | 1,500,000 |  | - |  |

| Tax | 19,309 |  | 236,765 |  | 19,309 |  | 20,057 |  |

| Social security and other taxes | 92,375 |  | 157,827 |  | - |  | - |  |

| VAT | 187,765 |  | 354,206 |  | - |  | - |  |

| Other creditors | 178,951 |  | 123,238 |  | - |  | - |  |

| Accruals and deferred income | 121,463 |  | 147,798 |  | - |  | - |  |

642,411 |  | 1,065,074 |  | 1,519,309 |  | 20,057 |  |

TLTP Holdings Limited (Registered number: 14575227)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 31 August 2025

14. | LEASING AGREEMENTS

| Minimum lease payments fall due as follows:

| Group

| Non-cancellable |

| operating leases |

| 31.8.25 |  | 31.8.24

£ | £ |

| Within one year | 114,700 |  | 114,700 |  |

| Between one and five years | 458,800 |  | 458,800 |  |

| In more than five years | 229,400 |  | 344,100 |  |

802,900 |  | 917,600 |  |

15. | PROVISIONS FOR LIABILITIES

| Group |

| 31.8.25 |  | 31.8.24 |

£ | £ |

| Deferred tax | 26,373 |  | 36,588 |  |

| Group

| Deferred |

| tax |

£ |

| Balance at 1 September 2024 | 36,588 |  |

| Credit to Income Statement during year | (10,215 | ) |

| Balance at 31 August 2025 | 26,373 |  |

16. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 31.8.25 |  | 31.8.24

| value: | £ | £ |

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

17. | RESERVES

| Group

| Retained

| earnings

£ |

| At 1 September 2024 | 5,752,973 |  |

| Deficit for the year | (194,765 | ) |

| Dividends | (371,500 | ) |

| At 31 August 2025 | 5,186,708 |  |

TLTP Holdings Limited (Registered number: 14575227)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 31 August 2025

17. | RESERVES - continued

| Company

| Retained

| earnings

£ |

| At 1 September 2024 | 3,158,731 |  |

| Profit for the year | 384,424 |  |

| Dividends | (371,500 | ) |

| At 31 August 2025 | 3,171,655 |  |

18. | PENSION COMMITMENTS

| London Teaching Pool Limited operates a defined contributions pensions scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £103,112 (2024: 96,212). At 31 August 2025, the balance owing to the pension scheme was £Nil (2024: £Nil).

19. | RELATED PARTY DISCLOSURES

| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

| Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

| At the year end, there were no amounts owing to/from related parties.

20. | ULTIMATE CONTROLLING PARTY

| The ultimate controlling parties and Mr D Mydat and Mr A Sugarman who have joint ownership of the Group.