REGISTERED NUMBER: 13512661 (England and Wales)

NEUROCHASE HOLDINGS LIMITED

UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

4

DIRECTORS:

Prof S S Gill

Mrs S Kane

Mr K D Murdoch

REGISTERED OFFICE:

St Brandon's House

29 Great George Street

Bristol

BS1 5QT

REGISTERED NUMBER:

13512661 (England and Wales)

FIXED ASSETS

Investments

4

201

101

CURRENT ASSETS

Debtors

5

973,215

164,342

Cash at bank

15,446

1,425

988,661

165,767

CREDITORS

Amounts falling due within one year

6

3,904

2,098

NET CURRENT ASSETS

984,757

163,669

TOTAL ASSETS LESS CURRENT LIABILITIES

984,958

163,770

CREDITORS

Amounts falling due after more than one year

7

853,605

-

NET ASSETS

131,353

163,770

CAPITAL AND RESERVES

Called up share capital

8

1

1

Share premium

9

200,000

200,000

Retained earnings

9

(68,648

)

(36,231

)

SHAREHOLDERS' FUNDS

131,353

163,770

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 March 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 22 October 2025 and were signed on its behalf by:

Mrs S Kane - Director

1.	STATUTORY INFORMATION

Neurochase 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 Company Information page.

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

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going concern

The financial statements have been prepared on a going concern basis which assumes that the company will continue in operational existence for the foreseeable future. In making their assessment, the directors have reviewed the balance sheet, the likely future cash flows of the business and have considered the facilities that are available to the company along with their continued support.

At the date of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and that the going concern basis of accounting remains appropriate.

Subsequent to the year end, the company completed an equity funding round which further supports the directors' assessment that the company has adequate resources to continue in operational existence for the foreseeable future.

The directors therefore continue to adopt the going concern basis of accounting in preparing the financial statements.

Preparation of consolidated financial statements

The financial statements contain information about Neurochase Holdings Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Significant judgements and estimates

In the application of the company's accounting policies, which are described in note 2, management is required to make judgements, estimates and assumptions about the carrying values of assets and liabilities that are not readily apparent from other sources. The estimates and underlying 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Investments in subsidiaries

The company has adopted the cost model in recognising and remeasuring investments in associates. Investments in associates are recognised at cost less any accumulated impairment losses.

Dividends or other distributions received from the associated company are recognised in the income statement during the period which it relates too.

Cash & cash equivalents

Cash and cash equivalents are basic financial instruments and include cash in hand and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

Financial instruments

The company has elected to apply the provisions of Section 11 "Basic Financial Instruments".

Financial instruments are recognised when the company 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 debtors, loans to related companies 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 method unless the arrangement constitutes a financing transaction, where the financial asset is measured at the present value of the future receipts discounted at a market rate of interest.

Basic financial liabilities

Basic financial liabilities, including trade and other creditors, loans to related companies and bank loans are initially recognised at transaction price unless the arrangement constitutes a financial transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Impairment

Assets not measured at fair value are reviewed for any indication that the asset may be impaired at each balance sheet date. If such indication exists, the recoverable amount of the asset, or the assets cash generating unit, is estimated and compared to the carrying amount. Where the carrying amount exceeds its recoverable amount, an impairment loss is recognised in profit or loss unless the asset is carried at a revalued amount where the impairment loss is a revaluation decrease.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 3 (2024 - 3 ) .

4.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

At 1 April 2024

101

Additions

100

At 31 March 2025

201

NET BOOK VALUE

At 31 March 2025

201

At 31 March 2024

101

At the balance sheet date, the company held interests in the following subsidiaries:

Proportion of

Nature of

Name of Subsidiary

Country of Incorporation

Shares Held

Business

Neurochase Technologies Ltd

England and Wales

100%

IP Leasing

Neurochase Innovations Ltd

England and Wales

100%

IP Leasing

Neurochase Ltd

England and Wales

100%

Research and

experimental

development of

biotechnolog y

The investments in the above subsidiaries are held at cost.

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Amounts owed by group undertakings

973,215

163,215

Other debtors

-

1,127

973,215

164,342

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Taxation and social security

1,904

599

Other creditors

2,000

1,499

3,904

2,098

7.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2025

2024

£

£

Other creditors

853,605

-

8.	CALLED UP SHARE CAPITAL

Number:

Class:

Nominal value:

£

510

Ordinary A shares

0.001

0.51

190

Ordinary B shares

0.001

0.19

250

Ordinary C shares

0.001

0.25

50

Ordinary D shares

0.001

0.05

10

Ordinary E shares

0.001

0.01

1.01

9.

RESERVES

Retained

Share

earnings

premium

Totals

£

£

£

At 1 April 2024

(36,231

)

200,000

163,769

Deficit for the year

(32,417

)

(32,417

)

At 31 March 2025

(68,648

)

200,000

131,352

10.	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.

On 16 August 2024, Neurochase Holdings Limited completed the acquisition of the remaining share capital of Neurochase Innovations Limited and Neurochase Technologies Limited, thereby making them wholly-owned subsidiaries of Neurochase Holdings Limited.

11.	POST BALANCE SHEET EVENTS

On 22 April 2025, after the company's year end, Neurochase Holdings Limited completed an equity funding round of £6 million. This investment will be used to support the continued development and operations of its key trading subsidiary, Neurochase Limited, and other Group companies.

As this event occurred after the balance sheet date of 31 March 2025, it is treated as a non-adjusting post balance sheet event. Accordingly, it does not affect the figures reported in these financial statements.

12.	ULTIMATE CONTROLLING PARTY

The controlling party is Professor Steven Gill.