Company registration number 05080465 (England and Wales)
IQARUS INTERNATIONAL LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
IQARUS INTERNATIONAL LIMITED
COMPANY INFORMATION
Directors
N Peters
E O Button
(Appointed 1 July 2025)
Company number
05080465
Registered office
c/o International SOS Assistance UK Limited
Chiswick Park
Building 4
566 Chiswick High Road
London
United Kingdom
W4 5YE
Independent Auditor
Azets Audit Services
37 Albyn Place
Aberdeen
United Kingdom
AB10 1JB
Bankers
Citibank Europe PLC
33 Canada Square, Canary Wharf
London
E14 5LB
IQARUS INTERNATIONAL LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Statement of comprehensive income
9
Statement of financial position
10
Statement of changes in equity
11
Notes to the financial statements
12 - 25
IQARUS INTERNATIONAL LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2025
- 1 -

The directors present the strategic report of the company for the year ended 30 June 2025.

Principal activities

The company’s principal activities are the development and deployment of healthcare solutions globally. Partnering with governments, aid & humanitarian organisations, international organisations, and militaries to deliver the highest standard of clinical governance and medical expertise wherever needed. The company designs and builds tailor-made solutions for clients, delivering end-to-end capabilities which include the deployment of a single paramedic, fully comprehensive hospitals, global medical evacuations, medical planning, and consultancy services in any operating environment. The company also provides customised and accredited medical training and education across the globe and at our immersive training centre.

Review of the business

The company reported total revenue of $26,608,504, reflecting a 12% increase compared to the previous fiscal year, alongside an improvement in gross profit margin from 27% to 32%, driven by enhanced operational efficiency and disciplined cost management.

Key contributors to this performance were the mobilisation and execution of new projects in Romania and the UK. The value of these contracts were in excess of the revenue from recently completed contracts and positioned the company for continued growth in the coming year.

Management remains focused on leveraging these successes to strengthen market presence and deliver sustainable profitability.

Administrative expenses increased by $2,936,369, primarily due to an increase in head office cost recharges following group-level restructuring, as the company officially became part of the Government Services International business unit of the International SOS. The restructuring resulted in no changes to the immediate parent company or the ultimate parent company#.

The significant increase in loss before tax ation is primarily attributable to higher administrative expenses and write off of amounts owed by group undertakings. The amounts written off are a one-off adjustment, and management remains confident that the entity will return to profitability in the future.

Future Developments

There have not been any significant changes in the company's principal activities in the year. The directors ar e not aware, at the date of this report, of any likely changes in the company's activities in the next year.

IQARUS INTERNATIONAL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 2 -
Principal risks and uncertainties

The principal risks and uncertainties facing the company can be categorised into competitive, liquidity, credit and exchange rate related risk.

Competitive risks

The principal risk is that the company operates in a market which can fluctuate and faces strong competitive pressures. The company manages this risk by focusing on adding value to the services delivered to clients, by building strong enduring long-term client relationships and tailoring services to meet their requirements.

Liquidity risk

The company seeks to manage financial risk by ensuring sufficient liquidity is available for ongoing operations

and future developments. The company is party to group funding arrangements and uses a mixture of long-term

and short-term finance.

Credit Risk

The company's principal financial assets are bank balances and cash, and trade and other receivables. The company's credit risk is primarily attributable to its trade receivables. The directors consider the risk to be low as the majority of trade receivables are due from government or government sponsored international organisations. The amounts presented in the Statement of financial position are net of allowances for doubtful receivables. An allowance for impairment is made where there is an identified trigger event which, based on previous experience, is evidence of a reduction in the recoverability of the cash flows.

The credit risk on liquid funds is limited because the counterparty is a bank with high credit ratings assigned by international credit rating agencies. The company has no significant concentration of credit risk, with exposure spread over a number of counterparties.

Fluctuations in exchange rates

The majority of the company’s business activities and costs are incurred in USD and Euros. Efforts continue to offset foreign currency income and expenditure to avoid major balance sheet or profit and loss exposure.

Key performance indicators

We use the following key performance indicators to analyse the performance of the company:

2025
2024
$
$
Movement %
Revenue
26,608,503
23,858,863
12%
Gross profit
8,439,271
6,322,766
33%
Operating loss
(848,028)
(482,657)
(76%)

On behalf of the board

E O Button
Director
4 December 2025
IQARUS INTERNATIONAL LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2025
- 3 -

The directors present their annual report and financial statements of the company for the year ended 30 June 2025.

Results and dividends

The results for the year are set out on page 9.

No ordinary dividends were paid (2024 - $Nil). The directors do not recommend payment of a final dividend.

Directors

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

G R M Harrison
(Resigned 30 June 2025)
N Peters
E O Button
(Appointed 1 July 2025)
Qualifying third party indemnity provisions

As permitted by the Articles of Association, the directors have the benefit of an indemnity which is a qualifying third party indemnity provision as defined by Section 234 of the Companies Act 2006. The indemnity was in force throughout the last financial year and is currently in force.

Going Concern

The directors believe that preparing the financial statements on a going concern basis is appropriate due to a number of factors. The business meets its day to day working capital needs through internal cash management within intercompany and banking facilities. Th e Board have sensitised forecasts and projections for the next 12 months to take into account possible downside scenarios in trading circumstances to determine when and to what extent additional measures may be necessary. The Board are confident of their ability to meet all obligations for a period of at least 12 months from the date of approval of these financial statements.

The board have assessed that the group has adequate ability to support the company. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.

Based upon the above information and the continued support of AEA International Holdings Pte. Ltd. with internal cash management, the directors continue to adopt the going concern basis in preparing the financial statements.

Post reporting date events

On 18 November 2025, the Company issued 6,000,000 ordinary shares of £1 each to its parent company in settlement of £6,000,000 ($7,905,138) of amounts owed to group undertakings. This transaction occurred after the reporting date and is therefore treated as a non-adjusting subsequent event. Accordingly, the financial statements for the year ended 30 June 2025 have not been adjusted to reflect this transaction.

Auditor

The auditor, Azets Audit Services, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

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 company’s auditor 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 company’s auditor is aware of that information.

IQARUS INTERNATIONAL LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 4 -
On behalf of the board
E O Button
Director
4 December 2025
IQARUS INTERNATIONAL LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 JUNE 2025
- 5 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;

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

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

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

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

IQARUS INTERNATIONAL LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF IQARUS INTERNATIONAL LIMITED
- 6 -
Opinion

We have audited the financial statements of Iqarus International Limited (the 'company') for the year ended 30 June 2025 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity 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 101 Reduced Disclosure Framework (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 30 June 2025 and of its 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 company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are 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:

- the information given in the strategic report and the directors' 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 directors' report have been prepared in accordance with applicable legal requirements.

IQARUS INTERNATIONAL LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF IQARUS INTERNATIONAL LIMITED
- 7 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' 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, or returns adequate for our audit have not been received from branches not visited by us; or

- the financial statements are not in agreement with the accounting records and returns; or

- certain disclosures of directors' remuneration specified by law are not made; or

- we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the directors' r esponsibilities s tatement, 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 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 directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

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.

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.

IQARUS INTERNATIONAL LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF IQARUS INTERNATIONAL LIMITED
- 8 -

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

We obtain and update our understanding of the entity, its activities, its control environment, and likely future developments, including in relation to the legal and regulatory framework applicable and how the entity is complying with that framework. Based on this understanding, we identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. This includes consideration of the risk of acts by the entity that were contrary to applicable laws and regulations, including fraud.

In response to the risk of irregularities and non-compliance with laws and regulations, including fraud, we designed procedures which included:

- Enquiry of management and those charged with governance around actual and potential litigation and claims as well as actual, suspected and alleged fraud;

- Assessing the extent of compliance with the laws and regulations considered to have a direct material effect on the financial statements or the operations of the company through enquiry and inspection;

- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;

- Performing audit work over the risk of management bias and override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for indicators of potential bias.

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 of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Use of our report

This report is made solely to the company’s member 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 member, those matters we are required to state to the member 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 member, for our audit work, for this report, or for the opinions we have formed.

David Booth (Senior Statutory Auditor)
For and on behalf of Azets Audit Services
4 December 2025
Chartered Accountants
Statutory Auditor
37 Albyn Place
Aberdeen
United Kingdom
AB10 1JB
IQARUS INTERNATIONAL LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2025
- 9 -
2025
2024
Notes
$
$
Turnover
3
26,608,503
23,858,663
Cost of sales
(18,169,232)
(17,535,897)
Gross profit
8,439,271
6,322,766
Administrative expenses
(10,449,920)
(7,513,551)
Other operating income
4
1,162,621
708,128
Operating loss
5
(848,028)
(482,657)
Interest receivable and similar income
9
-
70,961
Interest payable and similar expenses
10
(11,343)
(16,657)
Write off of amounts owed to group undertakings
7,010,029
-
0
Write off of amounts owed by group undertakings
(10,949,486)
-
Loss before taxation
(4,798,828)
(428,353)
Tax on loss
11
191,139
79,827
Loss and total comprehensive income for the financial year
(4,607,689)
(348,526)

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

The notes on pages 12 to 25 form part of these financial statements.

IQARUS INTERNATIONAL LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
30 JUNE 2025
30 June 2025
- 10 -
2025
2024
Notes
$
$
$
$
Fixed assets
Tangible fixed assets
12
430,972
297,538
Investments
13
15,000
15,001
445,972
312,539
Current assets
Stocks
15
521,951
584,028
Deferred tax asset
20
211,260
364,873
Debtors
16
4,618,006
17,961,489
Cash at bank and in hand
392,436
302,531
5,743,653
19,212,921
Creditors: amounts falling due within one year
17
(12,479,339)
(21,391,650)
Net current liabilities
(6,735,686)
(2,178,729)
Total assets less current liabilities
(6,289,714)
(1,866,190)
Creditors: amounts falling due after more than one year
18
(263,732)
(79,567)
Net liabilities
(6,553,446)
(1,945,757)
Capital and reserves
Called up share capital
22
1,191
1,191
Profit and loss reserves
(6,554,637)
(1,946,948)
Total equity
(6,553,446)
(1,945,757)

The notes on pages 12 to 25 form part of these financial statements.

The financial statements were approved by the board of directors and authorised for issue on 4 December 2025 and are signed on its behalf by:
E O Button
Director
Company registration number 05080465
IQARUS INTERNATIONAL LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2025
- 11 -
Share capital
Profit and loss reserves
Total
$
$
$
Balance at 1 July 2023
1,191
(1,598,422)
(1,597,231)
Year ended 30 June 2024:
Loss and total comprehensive income for the year
-
(348,526)
(348,526)
Balance at 30 June 2024
1,191
(1,946,948)
(1,945,757)
Year ended 30 June 2025:
Loss and total comprehensive income for the year
-
(4,607,689)
(4,607,689)
Balance at 30 June 2025
1,191
(6,554,637)
(6,553,446)

The notes on pages 12 to 25 form part of these financial statements.

IQARUS INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
- 12 -
1
Accounting policies
Company information

The company is a subsidiary undertaking of International SOS Government Services Singapore Pte. Ltd. (formerly Iqarus Holdings Pte. L td.), a company registered in Singapore. The results of the company are included in the consolidated financial statements of AEA International Holdings Pte. Ltd. (“AEA”). AEA is the operating parent holding company of the International SOS group of companies and the directors considered AEA to have control of Iqarus International Limited. The address of AEA’s registered office is 8 Changi Business Park Avenue 1, #07-53, ESR B izpark @ Changi, Singapore 486018.

The company’s principal activities are the development and deployment of healthcare solutions globally. Partnering with governments, aid & humanitarian organisations, international organisations, and militaries to deliver the highest standard of clinical governance and medical expertise wherever needed. The company designs and builds tailor-made solutions for clients, delivering end-to-end capabilities which include the deployment of a single paramedic, fully comprehensive hospitals, global medical evacuations, medical planning, and consultancy services in any operating environment. The company also provides customised and accredited medical training and education across the globe and at our immersive training centre.

1.1
Accounting convention

The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards.

The financial statements are prepared in US Dollars, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest $.

The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the company's accounting policies (see note 2).

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

As permitted by FRS 101, the company has taken advantage of the following disclosure exemptions from the requirements of IFRS:

- the requirements of IFRS 7 Financial Instruments: Disclosures

- the requirement in paragraph 38 of IAS 1 'Presentation of Financial Statements' to present comparative information in respect of:

- paragraph 79(a)(iv) of IAS 1;

- paragraph 73(e) of IAS 16 Property, Plant and Equipment;

- paragraph 118(e) of IAS 38 Intangible Assets;

- the requirements of IAS 7 Statement of Cash Flows

- the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures

- the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member

Where required, equivalent disclosures are given in the group accounts of AEA International Holdings Pte. Ltd. The group accounts of AEA International Holdings Pte. Ltd are available to the public and can be obtained as set out in note 24.

IQARUS INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 13 -
1.2
Consolidation

The financial statements contain information about Iqarus International Limited as an individual company and do not contain group financial information as the parent of a company. The company is exempt under section 401 of the Companies Act 2006 from the requirement to prepare group financial statements.

The company's immediate parent company is International SOS Government Services Singapore Pte. Ltd. (formerly Iqarus Holdings Pte. L td.) and the operating parent holding company is AEA International Holdings Pte. L td. Iqarus International Limited is included in the publicly available group financial statements of AEA International Holdings Pte. L t d. Therefore the company is exempt by virtue of Section 40 1 of the Companies Act 2006 from the requirement to prepare consolidated financial statements, and under the exemptions permissible under FRS 101 from publishing a statement of cash flows and related party disclosures. The address of the ultimate parent's registered office is 8 Changi Business Park Avenue 1, #07-53, ESR Bizpark @ Changi, Singapore 486018.

1.3
Going concern

The directors believe that preparing the financial statements on a going concern basis is appropriate due to a number of factors. The business meets its day to day working capital needs through internal cash management within intercompany and banking facilities. true Th e Board have sensitised forecasts and projections for the next 12 months to take into account possible downside scenarios in trading circumstances to determine when and to what extent additional measures may be necessary. The Board are confident of their ability to meet all obligations for a period of at least 12 months from the date of approval of these financial statements.

The board have assessed that the group has adequate ability to support the company. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.

Based upon the above information and the continued support of AEA International Holdings Pte. Ltd. with internal cash management, the directors continue to adopt the going concern basis in preparing the financial statements.

1.4
Turnover

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

The company does not expect to have any contracts where the period between the transfer of the promised goods or services to the customer and payment by the customer exceeds one year. As a consequence, the company does not adjust any of the transaction prices for the time value of money.

Sale of goods

Revenue from the sale of goods is recognised on the satisfaction of performance obligations, such as the transfer of a promised good, identified in the contract between the company and the customer.

A receivable is recognised when the goods are delivered as this is the point in time that the consideration is unconditional because only the passage of time is required before the payment is due.

Rendering of services

Revenue from providing services is recognised in the accounting period in which the services are rendered.

For fixed-price contracts, revenue is recognised based on the actual service provided to the end of the reporting period as a proportion of the total services to be provided because the customer receives and uses the benefits simultaneously.

IQARUS INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 14 -
1.5
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. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

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
5% - 33.33% straight line
Plant and equipment
25% - 33.33% straight line
Computer hardware
25% - 33.33% straight line
Right of use
Over the term of the lease

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 profit and loss account.

1.6
Fixed asset investments

Investments in subsidiaries are measured at cost less accumulated impairment.

1.7
Impairment of tangible and intangible assets

At each reporting end date, the company reviews the carrying amounts of its tangible 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.

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.

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.

1.8
Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the Statement of comprehensive income.

IQARUS INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 15 -
1.9
Cash at bank and in hand

Cash and cash equivalents 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.

1.10
Financial assets

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

Financial assets at fair value through profit or loss

When any of the above-mentioned conditions for classification of financial assets is not met, a financial asset is classified as measured at fair value through profit or loss. Financial assets measured at fair value through profit or loss are recognized initially at fair value and any transaction costs are recognised in profit or loss when incurred. A gain or loss on a financial asset measured at fair value through profit or loss is recognised in profit or loss, and is included within finance income or finance costs in the statement of income for the reporting period in which it arises.

Financial assets held at amortised cost

Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (eg trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.

Impairment of financial assets

The company always recognises lifetime ECL for trade receivables and amounts due on contracts with customers. The expected credit losses on these financial assets are estimated based on the company's historical credit loss experience, adjusted for factors that are specific to the debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date, including time value of money where appropriate. Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

1.11
Financial liabilities

The company recogni s es financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

Other financial liabilities

Other financial liabilities, including borrowings, t rade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

IQARUS INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 16 -
Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.

1.12
Equity instruments

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

1.13
Taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in the Statement of comprehensive income except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:

- The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

- Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

1.14
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 inventories 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.

1.15
Retirement benefits

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

IQARUS INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 17 -
1.16
Leases

At the inception of a contract the company assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract gives the right to control the use of an identified asset for a period of time in exchange for a consideration. The company assesses whether:

- the contract involves the use of an identified asset;

- the company has the right to obtain substantially all of the economic benefits from the use of the asset throughout the period; and

- the company has the right to direct the use of the asset. The company has this right when it has the decision making rights that are most relevant to changing how and for what purpose the asset is used.

The company recognises a right of use asset and lease liability at the lease commencement date. The right of use asset is initially measured at cost which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date.

The right of use assets are subsequently depreciated using the straight line method from the lease commencement date to the earlier of the end of the useful life or the right of use asset or the end of the lease term. The lease liability is initially measured at the present value of the unpaid lease payments discounted using the interest rate implicit in the lease or the company's incremental borrowing rate.

The company has elected not to recognise right of use assets and lease liabilities for short term leases of less than 12 months and leases of low value assets. The company recognises the lease payments associated with these leases as an expense in the profit and loss statement on a straight line basis over the lease term.

1.17
Foreign exchange

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the s tatement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'administrative expenses'.

1.18

Interest income

Interest income is recognised in the Statement of comprehensive income using the effective interest method.

1.19

Finance costs

Finance costs are charged to the Statement of comprehensive income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

IQARUS INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 18 -
1.20

Intercompany payables and receivables

Intercompany payables and receivables are recognised as a net position. This is r epresentative of the expected cash flows in relation to receivables and payables as respects intercompany trade and cash transfers for group liquidity management. These balances are assessed for recoverability and where these are no longer recoverable these are written off through the statement of comprehensive income.

2
Critical accounting estimates and judgements

The preparation of the financial statements requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the period. Although these estimates are based on management’s best knowledge of the amount, event or actions, actual results ultimately may differ from those estimates. There are no s ignificant judgements and estimates in these financial statements.

3
Turnover
2025
2024
$
$
Turnover analysed by class of business
Medical Staffing Services
24,157,418
21,042,841
Medical Supply Services
1,636,970
2,092,244
Training & Development
814,115
723,578
26,608,503
23,858,663
2025
2024
$
$
Turnover analysed by geographical market
United Kingdom
4,641,360
2,681,234
Rest of the World
9,982,515
8,566,595
Afghanistan
3,318,647
3,725,692
Africa
8,665,981
8,885,142
26,608,503
23,858,663

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the ultimate parent company’s Board of Directors that makes all strategic decisions.

4
Other operating income
2025
2024
$
$
Management charges received
312,314
308,856
Insurance proceeds
850,307
399,272
1,162,621
708,128
IQARUS INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 19 -
5
Operating loss
2025
2024
Operating loss for the year is stated after charging/(crediting):
$
$
Exchange (gains)/losses
(525,872)
37,808
Depreciation of property, plant and equipment
187,740
229,439
Cost of inventories recognised as an expense
3,421,535
2,037,577
6
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
$
$
For audit services
Audit of the financial statements of the company
103,498
88,432
For other services
Tax services
12,551
11,568
Other services
7,613
6,511
Total non-audit fees
20,164
18,079
7
Employees

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

2025
2024
Number
Number
Operations
24
13
Administration and management
1
2
Total
25
15

Their aggregate remuneration comprised:

2025
2024
$
$
Wages and salaries
1,935,840
1,047,096
Social security costs
236,880
143,544
Pension costs
50,079
30,626
2,222,799
1,221,266
IQARUS INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 20 -
8
Directors' remuneration
2025
2024
$
$
Remuneration for qualifying services
-
0
155,203
Company pension contributions to defined contribution schemes
-
7,810
-
0
163,013

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 0 (2024 - 1).

As total directors' remuneration was less than £200,000 in the current year and prior period, no disclosure is required.

The value of the company's contributions paid to a defined contribution pension scheme in respect of the highest paid director is not required to be disclosed as total directors' remuneration was less than £200,000 in the current year and the prior year.

9
Interest receivable and similar income
2025
2024
$
$
Interest income
Interest receivable from group companies
-
0
70,961
10
Interest payable and similar expenses
2025
2024
$
$
Interest on financial liabilities measured at amortised cost:
Interest on lease liabilities
11,343
16,657
11
Taxation
2025
2024
$
$
Current tax
Adjustments in respect of prior periods
-
20
Group tax relief
(344,753)
-
Total UK current tax
(344,753)
20
Deferred tax
Origination and reversal of temporary differences
158,114
(82,956)
Adjustment in respect of prior periods
(4,500)
3,109
153,614
(79,847)
Total tax credit
(191,139)
(79,827)
IQARUS INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
11
Taxation
(Continued)
- 21 -

The credit for the year can be reconciled to the loss per the profit and loss account as follows:

2025
2024
$
$
Loss before taxation
(4,798,828)
(428,353)
Expected tax credit based on a corporation tax rate of 25.00% (2024: 25.00%)
(1,199,707)
(107,088)
Effect of expenses not deductible in determining taxable profit
2,756,366
13,769
Income not taxable
(1,752,507)
-
0
Adjustment in respect of prior years
-
0
20
Deferred tax adjustments in respect of prior years
(4,500)
3,109
Fixed asset differences
9,209
10,363
Taxation credit for the year
(191,139)
(79,827)
12
Tangible fixed assets
Land and buildings
Plant and equipment
Computer hardware
Right of use
Total
$
$
$
$
$
Cost
At 1 July 2024
336,247
105,907
65,949
690,425
1,198,528
Additions
-
0
18,411
305
302,458
321,174
Disposals
-
0
-
0
-
0
(97,867)
(97,867)
At 30 June 2025
336,247
124,318
66,254
895,016
1,421,835
Accumulated depreciation and impairment
At 1 July 2024
220,155
77,692
55,348
547,795
900,990
Charge for the year
58,046
18,381
6,990
104,323
187,740
Eliminated on disposal
-
0
-
0
-
0
(97,867)
(97,867)
At 30 June 2025
278,201
96,073
62,338
554,251
990,863
Carrying amount
At 30 June 2025
58,046
28,245
3,916
340,765
430,972
At 30 June 2024
116,092
28,215
10,601
142,630
297,538

IQARUS INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 22 -
13
Investments
Shares in subsidiaries
$
Cost or valuation
At 1 July 2024
15,001
Disposals
(1)
At 30 June 2025
15,000
Carrying amount
At 30 June 2025
15,000
At 30 June 2024
15,001

During the year, Iqarus Americas Inc. was dissolved and as a result the investment of $1 was disposed.

14
Subsidiaries

Details of the company's subsidiaries at 30 June 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Iqarus Pte Ltd
331 North Bridge Road, #17-00 Odeon Towers, Singapore, 188720
Ordinary
100.00
LLC Iqarus Medical Solutions
Nezalezhnost Maidan, Kyvin, Ukraine, 01012
Ordinary
100.00
15
Stocks
2025
2024
$
$
Raw materials and consumables
521,951
584,028

The price of stocks and their replacement cost is not material. There were no provisions for impairment in the current or prior financial year.

16
Debtors
2025
2024
$
$
Trade debtors
2,530,043
1,620,831
Amounts owed by fellow group undertakings
481,064
14,841,151
Other debtors
2,928
23,691
Prepayments and accrued income
1,603,971
1,475,816
4,618,006
17,961,489
IQARUS INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
16
Debtors
(Continued)
- 23 -

The carrying value of trade and other receivables are approximate to fair value. There are no non current receivables included in the above figures. Trade receivables are stated net of provisions for impairment. Amounts owed by group undertakings are unsecured, interest free (except for an amount subject to 5% interest in the prior period) and have no fixed date of repayment and are repayable on demand. Amounts owed by group undertakings of $10,949,486 have been written off in the current period (2024: $Nil).

Management have not provided for any amounts in the current or the prior period in respect of trade receivables.

17
Creditors: amounts falling due within one year
2025
2024
Notes
$
$
Lease liabilities
19
92,714
94,710
Trade creditors
349,235
290,919
Amounts owed to group undertakings
11,037,222
19,636,624
Taxation and social security
480,846
172,837
Accruals and deferred income
519,322
1,196,560
12,479,339
21,391,650
Amounts owed to group undertakings are unsecured, interest free, repayable on demand and have no fixed repayment date. Amounts owed to group undertakings of $7,010,029 have been written off in the current period (2024: $Nil).
18
Creditors: amounts falling due after more than one year
2025
2024
Notes
$
$
Lease liabilties
19
263,732
79,567
19
Lease liabilities
2025
2024
Maturity analysis
$
$
Within one year
102,148
115,517
In two to five years
293,296
70,351
Total undiscounted liabilities
395,444
185,868
Future finance charges and other adjustments
(38,998)
(11,591)
Lease liabilities in the financial statements
356,446
174,277
IQARUS INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
19
Lease liabilities
(Continued)
- 24 -

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

2025
2024
$
$
Current liabilities
92,714
94,710
Non-current liabilities
263,732
79,567
356,446
174,277
2025
2024
Amounts recognised in profit or loss include the following:
$
$
Depreciation on right of use assets
104,323
131,526
Interest on lease liabilities
11,343
16,657
20
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting period.

ACAs
Tax losses
Short term timing differences
Total
$
$
$
$
Asset at 1 July 2023
(285,026)
-
0
-
0
(285,026)
Deferred tax movements in prior year
Charge/(credit) to profit or loss
45,908
(105,881)
(19,874)
(79,847)
Asset at 1 July 2024
(239,118)
(105,881)
(19,874)
(364,873)
Deferred tax movements in current year
Charge to profit or loss
36,129
105,881
11,603
153,613
Asset at 30 June 2025
(202,989)
-
0
(8,271)
(211,260)

As at 30 June 202 5 the company had a deferred tax asset of $Nil (202 4: $105,881) relating to current year tax losses which have been recognised in these accounts. There are no unrecognised deferred tax assets in respect of tax losses in the current or prior period.

IQARUS INTERNATIONAL LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 25 -
21
Retirement benefit schemes
2025
2024
Defined contribution schemes
$
$
Charge to profit or loss in respect of defined contribution schemes
50,079
30,626

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund. The amount outstanding at 30 June 2025 was $Nil (2024: $Nil).

22
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
$
$
Issued and fully paid
Ordinary shares of £1 each
860
860
1,191
1,191

There is a single class of ordinary shares. There are no restirctions on dividends and the repayment of capital.

23
Events after the reporting date

On 18 November 2025, the Company issued 6,000,000 ordinary shares of £1 each to its parent company in settlement of £6,000,000 ($7,905,138) of amounts owed to group undertakings. This transaction occurred after the reporting date and is therefore treated as a non-adjusting subsequent event. Accordingly, the financial statements for the year ended 30 June 2025 have not been adjusted to reflect this transaction.

24
Controlling party

The financial statements contain information about Iqarus International Limited as an individual company and do not contain group financial information as the parent of a company. The company is exempt under section 401 of the Companies Act 2006 from the requirement to prepare group financial statements.

The company is a subsidiary undertaking of International SOS Government Services Singapore Pte. Ltd. (formerly Iqarus Holdings Pte. Ltd.), a Company registered in Singapore. The results of the company are included in the consolidated financial statements of AEA International Holdings Pte. Ltd. ("AEA"). AEA is the operating parent holding company of the International SOS group of companies and the directors considered AEA to have control of Iqarus Medical Services Limited. The financial statements of AEA are available from 8 Changi Business Park Avenue 1, #07-53, ESR Bizpark @ Changi, Singapore 486018.

The company's ultimate parent undertaking, and controlling party is Blue Mountain Pte. Ltd.

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