REGISTERED NUMBER: 10739537 (England and Wales)

Report of the Directors and

Financial Statements for the Year Ended 31 December 2024

for

Peterhouse Securities Limited

Page

Company Information

1

Report of the Directors

2

Report of the Independent Auditors

3

Income Statement

6

Other Comprehensive Income

7

Balance Sheet

8

Statement of Changes in Equity

9

Notes to the Financial Statements

10

DIRECTORS:

Leslie John Brady

Ahmad Rizk

Kayssar Ghorayeb

SECRETARY:

Rami Aoun

REGISTERED OFFICE:

80, Cheapside

London

EC2V 6EE

REGISTERED NUMBER:

10739537 (England and Wales)

AUDITORS:

Merali's

Chartered Accountants & Statutory Auditors

Scottish Provident House

76-80 College Road

Harrow

Middlesex

HA1 1BQ

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of an investment company

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2024.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report.

Leslie John Brady

Ahmad Rizk

Kayssar Ghorayeb

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing 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 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;

-	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.

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 company'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 company's auditors are aware of that information.

AUDITORS

In the absence of a notice proposing that the appointment be terminated, the auditors, Merali's, are deemed to be reappointed for the next financial year.

ON BEHALF OF THE BOARD:

Ahmad Rizk - Director

12 December 2025

Opinion

We have audited the financial statements of Peterhouse Securities Limited (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and 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 company's affairs as at 31 December 2024 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 Auditors' 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 directors are responsible for the other information. The other information comprises the information in 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Directors has been prepared in accordance with applicable legal requirements.

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 identified material misstatements in 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, 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 Statement of Directors' Responsibilities set out on page two, 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 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.

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.

We identify and assess the risks of material misstatement of the Financial Statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

Identifying and assessing potential risks related to irregularities

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following:

- enquiring of management including obtaining and reviewing supporting documentation concerning the company's policies and procedures relating to:

- identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-

compliance;

- detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

- the internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations;

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

- discussing among the engagement team including tax regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

- obtaining an understanding of the legal and regulatory framework that the company operates in, focusing on those laws and regulations that had a direct effect on the financial statements or that had a fundamental effect on the operations of the company. The key laws and regulations we considered in this context included the Companies Act 2006 and Tax legislation.

Audit response to risks identified

As a result of performing the above, we identified existence, completeness and valuation of investments and existence and valuation of related party receivables as key audit matters.

Our procedures to respond to risks identified included the following:

- Substantive testing and make use of our non-audit services to get assurance on existence, completeness and valuation of investments and related party receivables.

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.

MPK Merali (Senior Statutory Auditor)

for and on behalf of Merali's

Chartered Accountants & Statutory Auditors

Scottish Provident House

76-80 College Road

Harrow

Middlesex

HA1 1BQ

12 December 2025

TURNOVER

-

-

Administrative expenses

(336,236

)

(183,485

)

(336,236

)

(183,485

)

Gain/(loss) on revaluation of

investments

(464,223

)

(682,021

)

OPERATING LOSS

4

(800,459

)

(865,506

)

Interest receivable and similar income

128,173

160,582

(672,286

)

(704,924

)

Interest payable and similar expenses

6

(27,357

)

-

LOSS BEFORE TAXATION

(699,643

)

(704,924

)

Tax on loss

7

38,336

19,385

LOSS FOR THE FINANCIAL YEAR

(661,307

)

(685,539

)

LOSS FOR THE YEAR

(661,307

)

(685,539

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(661,307

)

(685,539

)

FIXED ASSETS

Investments

9

7,930,781

8,635,267

CURRENT ASSETS

Debtors

10

1,563,576

1,740,898

Cash at bank

78,345

4,030

1,641,921

1,744,928

CREDITORS

Amounts falling due within one year

11

(39,692

)

(713,203

)

NET CURRENT ASSETS

1,602,229

1,031,725

TOTAL ASSETS LESS CURRENT LIABILITIES

9,533,010

9,666,992

CREDITORS

Amounts falling due after more than one year

12

(527,325

)

-

NET ASSETS

9,005,685

9,666,992

CAPITAL AND RESERVES

Called up share capital

14

26,250,000

26,250,000

Share premium

15

3,750,000

3,750,000

Non-Distributable reserve

15

(14,345,781

)

(14,345,781

)

Retained earnings

15

(6,648,534

)

(5,987,227

)

SHAREHOLDERS' FUNDS

9,005,685

9,666,992

The financial statements were approved by the Board of Directors and authorised for issue on 12 December 2025 and were signed on its behalf by:

Ahmad Rizk - Director

Called up

share

Retained

Share

Non-Distributable

Total

capital

earnings

premium

reserve

equity

£

£

£

£

£

Balance at 1 January 2023

26,250,000

(5,301,688

)

3,435,000

(14,345,781

)

10,037,531

Changes in equity

Issue of share capital

-

-

315,000

-

315,000

Total comprehensive income

-

(685,539

)

-

-

(685,539

)

Balance at 31 December 2023

26,250,000

(5,987,227

)

3,750,000

(14,345,781

)

9,666,992

Changes in equity

Total comprehensive income

-

(661,307

)

-

-

(661,307

)

Balance at 31 December 2024

26,250,000

(6,648,534

)

3,750,000

(14,345,781

)

9,005,685

1.	STATUTORY INFORMATION

Peterhouse Securities 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.

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 as modified by the revaluation of certain assets.

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows.

Related party exemption

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.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

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.

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.

Investments and other financial assets

The company classifies its investments in the following measurement categories:

> those to be measured at fair value through profit or loss and

> those to be measured at amortised cost.

Investments in unlisted company shares, whose market value can be reliably determined, are measured to market value at each statement of financial position date. Gains and losses on remeasurement are recognised in the profit or loss for the period and are held in an undistributable reserve. Where market value can not be reliably determined, such investments are stated at historic cost less impairment.

Investment in listed company shares are remeasured to market value at each Statement of financial position date. Gains and losses on remeasurement are recognised in the statement of profit or loss and are held in a distributable reserve.

3.	EMPLOYEES AND DIRECTORS

There were no staff costs for the year ended 31 December 2024 nor for the year ended 31 December 2023.

The average number of employees during the year was NIL (2023 - NIL).

2024

2023

£

£

Directors' remuneration

-

-

4.	OPERATING LOSS

The operating loss is stated after charging:

2024

2023

£

£

Auditors' remuneration for non audit work

-

2,280

Foreign exchange differences

131,026

43,819

5.	EXCEPTIONAL ITEMS

2024

2023

£

£

Investment Impairment

(134,262

)

-

The Company’s investment in shares of Hellenic Dynamic PLC and Hill Investments Limited have been fully impaired, as the investee companies are currently under liquidation.

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

2024

2023

£

£

Bank loan interest

27,357

-

7.

TAXATION

No corporation tax liability arose for the period ended 31 December 2024 and nor for the year ended 31 December 2023.

8.	GOING CONCERN

The directors have determined that there are no material uncertainties that may cast significant doubt upon the entities ability to continue as a going concern.

9.	FIXED ASSET INVESTMENTS

2024

2023

£

£

Shares in group undertakings

5,787,871

6,386,355

Loans to group undertakings

2,142,910

2,248,912

7,930,781

8,635,267

Additional information is as follows:

Shares in

group

undertaki

£

COST OR VALUATION

At 1 January 2024

6,386,355

Revaluations

(464,222

)

Impairments

(134,262

)

At 31 December 2024

5,787,871

NET BOOK VALUE

At 31 December 2024

5,787,871

At 31 December 2023

6,386,355

Shares in group undertakings held at year end consist of listed and unlisted shares. Listed investments have a valuation of £3,966,994 (2023: £4,514,966) and total valuation of unlisted investments are £1,820,877 (2023: £1,871,389).

Loans to group undertakings consists of long-term convertible loan notes issued by Histrekon Trading Limited which is a strategic investment of the Company and classified as a fixed asset investment.

Loans to

group

undertaki

£

At 1 January 2024

2,248,912

Other movement

(106,002

)

At 31 December 2024

2,142,910

10.

DEBTORS

2024

2023

£

£

Amounts falling due within one year:

Other debtors-LiBank

-

315,000

Interest Receivable

288,755

160,582

Deferred tax asset

691,839

653,504

980,594

1,129,086

Amounts falling due after more than one year:

Amounts owed by group undertakings

210,866

221,289

Other debtors

372,116

390,523

582,982

611,812

Aggregate amounts

1,563,576

1,740,898

11.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Bank loans and overdrafts (see note 13)

-

691,511

Trade creditors

14,400

-

Shareholders' loans

7,292

7,292

Accrued expenses

18,000

14,400

39,692

713,203

12.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2024

2023

£

£

Bank loans (see note 13)

527,325

-

13.

LOANS

An analysis of the maturity of loans is given below:

2024

2023

£

£

Amounts falling due within one year or on demand:

Bank overdrafts

-

691,511

Amounts falling due between one and two years:

Bank loans - 1-2 years

527,325

-

The Fiduciary Loan from Levant Investment Bank S.A.L. (the ultimate parent company) is an unsecured loan of USD 660,000 (2023: USD nil). The loan carries a fixed interest rate of 7% per annum and is repayable in full on 31 March 2026. No security has been provided in respect of this facility.

14.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

£

26,250,000

Ordinary - 1,510001 and B

Non-Voting 24,739,999

1

26,250,000

26,250,000

15.

RESERVES

Share Premium

Retained Earnings

Non -Distributable Reserve

Total

As at 01.01.24

3,750,000

(5,987,227

)

(14,345,781

)

(16,583,008

)

Total Comprehensive Income

-

(661,307

)

-

(661,307

)

As at 31.12.24

3,750,000

(6,648,534

)

(14,345,781

)

(17,244,315

)

16.	RELATED PARTY DISCLOSURES

The company had following balances with Levant Investment Bank as of 31 December 2024:

Short term payable of £7,292 (2023: £7,292).

Long term loan payable of USD 660,000 (£527,325) for a fiduciary loan carries interest at 7% per annum and is repayable on 01 April 2026. Interest expense of USD 35,315 (£27,357) was paid during the year.

17.	ULTIMATE CONTROLLING PARTY

Levant Investment Bank s.a.l (LiBank) (incorporated in Lebanon) is regarded by the directors as being the company's ultimate parent company.

The immediate parent company is Peterhouse Holdings Ltd which is a UK registered company.