ACCOUNTS - Final Accounts preparation

Cash and cash equivalents

Unaudited
25 June

Company Registration Number: 04456479

EXIGENT LIMITED

FINANCIAL STATEMENTS

INFORMATION FOR FILING WITH THE REGISTRAR

31 DECEMBER 2023

EXIGENT LIMITED

REGISTERED NUMBER: 04456479

STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2023

	31 December	Restated Unaudited 25 June
	2023	2022
Note	£	£

Fixed assets
Tangible assets	5		201,414		256,654
			201,414		256,654
Current assets
Debtors: amounts falling due within one year	6	2,559,716		5,406,502
Cash at bank and in hand	7	532,717		597,699
		3,092,433		6,004,201
Creditors: amounts falling due within one year	8	(6,592,567)		(5,833,372)
Net current (liabilities)/assets			(3,500,134)		170,829
Total assets less current liabilities			(3,298,720)		427,483
Creditors: amounts falling due after more than one year	9		-		(208,826)
Provisions for liabilities
Deferred tax	10	(16,249)		-
Other provisions		(800,000)		-
			(816,249)		-
Net (liabilities)/assets			(4,114,969)		218,657

Capital and reserves
Called up share capital	11	1	1
Foreign exchange reserve	12	223,651	-
Capital contribution reserve	12	619,478	-
Profit and loss account	12	(4,958,099)	218,656
		(4,114,969)	218,657

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EXIGENT LIMITED

REGISTERED NUMBER: 04456479

STATEMENT OF FINANCIAL POSITION (CONTINUED)

AS AT 31 DECEMBER 2023

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf by:

S Bashir

Director

Date: 2 December 2025

The notes on pages 3 to 12 form part of these financial statements.

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EXIGENT LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

1.	General information

The company is a private company limited by shares, incorporated and domiciled in the United Kingdom and registered in England and Wales. The address of the registered office is given in the company information page of these financial statements.

2.Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The directors present their report and the financial statements for the 18 months period ended 31 December 2023 after a period end extension was applied for at Companies House which was successful. The previous accounting period was for the year ended 25 June 2022.

The following principal accounting policies have been applied:

2.2

Going concern

The Company's business activities, together with the factors likely to affect its future developments, its financial position, financial risk management, objectives and its exposure to liquidity, credit, interest and currency risk have been considered by the director.

Financial forecasts have been prepared setting out in detail the extent and diversity of the Group headed by Morae Global Corporation's contracted revenues and expenses up to December 2026.

Based on the information contained in these forecasts and the receipt of a letter of support from Morae Global confirming that support will continue to be provided for a period of not less than 12 months post the signing of the financial statements, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future.
As a result, the Directors continue to adopt the going concern basis in preparing the financial statements.

2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. The cumulative translation adjustment results from the process of translating financial statements from a foreign entity’s functional currency into the reporting currency of the reporting entity and this balance goes to foreign exchange reserves.

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.

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EXIGENT LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

2.4

Revenue

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 following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

∙the amount of revenue can be measured reliably;

∙it is probable that the Company will receive the consideration due under the contract;

∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and

∙the costs incurred and the costs to complete the contract can be measured reliably.

2.5

Operating leases: the Company as lessee

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

2.6

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.

If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

2.7

Government grants

Grants are accounted under the accruals model as permitted by FRS 102. Grants relating to expenditure on tangible fixed assets are credited to profit or loss at the same rate as the depreciation on the assets to which the grant relates. The deferred element of grants is included in creditors as deferred income.

Grants of a revenue nature are recognised in the Statement of comprehensive income in the same period as the related expenditure.

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EXIGENT LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

2.8

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of financial position. The assets of the plan are held separately from the Company in independently administered funds.

2.9

Current and deferred taxation

The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss 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.

2.10

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated 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.

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EXIGENT LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

2.Accounting policies (continued)

2.10

Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Motor vehicles	-	20% straight line
Fixtures and fittings	-	15% straight line
Office equipment	-	20% straight line
Computer equipment	-	20 to 50% straight line
Other fixed assets	-	33% straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

2.11

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.12

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

2.13

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

2.14

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.

Deferred tax liabilities are also presented within provisions but are measured in accordance with the accounting policy on taxation.

Increases in provisions are generally charged as an expense to profit or loss.

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EXIGENT LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

3.	Judgments in applying accounting policies and key sources of estimation uncertainty

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

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

Capital contribution
Judgement is made in deciding whether capital contributions have been made to this company from other companies in the group and in deciding when any any transactions from other companies are not going to be repaid in the future and therefore right to be treated as a contribution.

Provisions
Judgement is made in deciding the provision which is needed as shown in note 15 and the provision has been made based on the latest information available to the directors when finalising these financial statements.

Employees

The average monthly number of employees, including directors, during the period was 395 (2022 - 256).

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EXIGENT LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

5.	Tangible fixed assets

	Motor vehicles	Fixtures and fittings	Office equipment	Computer equipment	Other fixed assets	Total
	£	£	£	£	£	£
Cost or valuation
At 26 June 2022	107,090	101,065	126,444	100,886	518,890	954,375
Additions	-	28,727	-	-	140,895	169,622
At 31 December 2023	107,090	129,792	126,444	100,886	659,785	1,123,997
Depreciation
At 26 June 2022	28,115	66,215	100,721	70,075	432,595	697,721
Charge for the period on owned assets	78,975	7,556	14,313	25,754	98,264	224,862
At 31 December 2023	107,090	73,771	115,034	95,829	530,859	922,583
Net book value
At 31 December 2023	-	56,021	11,410	5,057	128,926	201,414
At 25 June 2022	78,975	34,850	25,723	30,811	86,295	256,654

Debtors

					31 December	Unaudited 25 June
					2023	2022
					£	£


Trade debtors	1,418,875	717,897
Amounts owed by group undertakings	920,723	3,898,220
Other debtors	122,250	603,914
Prepayments and accrued income	97,868	133,471
Deferred taxation	-	53,000
	2,559,716	5,406,502

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EXIGENT LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

	Cash at bank and in hand	532,717	597,699

Trade creditors	196,723	211,700
Amounts owed to group undertakings	5,401,049	4,725,696
Other taxation and social security	261,299	57,784
Other creditors	652,564	793,307
Accruals and deferred income	80,932	44,885
	6,592,567	5,833,372

	Bank loan	-	208,826

All the loans over 1 year, are repayable between 1 and 5 years with no loans outstanding over 5 years.

The bank loans was secured by a personal guarantee from Mr D Holme, and a debenture over the company assets. This was satisfied following the repayment of the loan in the period ended 31 December 2023.

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EXIGENT LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

10.	Deferred taxation

		2023
		£

	At beginning of year	53,000
	Charged to profit or loss	(69,249)
	At end of year	(16,249)

Accelerated capital allowances	(20,946)	(29,996)
Other differences	-	61,053
Short term timing differences	4,697	21,943
	(16,249)	53,000

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EXIGENT LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

Allotted, called up and fully paid

1 (2022 - 1) Ordinary share of £1.00	1	1

12.

Reserves

Foreign exchange reserve

This reserve includes the gains and losses from translating balances in overseas currency into sterling at
each accounting year end over time.

Capital contribution reserves

The capital contribution reserves represent contributions to the equity capital of a company, but is not made in exchange for shares issued to the contributor.

Profit and loss account

The profit and loss account includes current and prior period retained profits and losses.

13.	Prior year adjustment

In the previous years accounts there were intangible assets of £53,000 which actually related to deferred tax at the previous period year and this has been restated to deferred tax in these financial statements. This adjustment has no effect on the profit and loss in the previous period although accounts have been re-stated for the comparative period.

14.	Contingent liabilities

The company has given a fixed and floating charge over its property and undertakings in favour of the Wilmington Trust.

15.	Pension commitments

The Company operates a defined contributions pension 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 £136,365 (26 June 2022 - £102,929). Contributions totalling £18,788 (26 June 2022 - £7,679) were payable to the fund at the reporting date and are included in creditors.

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EXIGENT LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 DECEMBER 2023

16.	Controlling party

Up until 26 October 2023, the immediate parent and ultimate parent company was Exigent Group Limited, a company registered in England and Wales. The ultimate controlling party was Mr D Holme who is director and controlling shareholder of Exigent Group Limited, the holding company.

Since the takeover on 26 October 2023 of Exigent Group Limited, the Company's ultimate parent became Morae Global Corporation who were incorporated in the United States of America. The registered office of Morae Global Corporation is 200 W Monroe Street, Suite 1700, Chicago, IL 60606.

17.	First time adoption of FRS 102 The policies applied under the entity's previous accounting framework are not materially different to FRS 102 and have not impacted on equity or profit or loss.

18.	Auditors' information

The auditors' report on the financial statements for the period ended 31 December 2023 was unqualified.

The audit report was signed on 3 December 2025 by Huw Nicholls ACCA (Senior statutory auditor) on behalf of Armstrong Watson Audit Limited.

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