REGISTERED NUMBER: 14134698 (England and Wales)

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

FOR

AUROR EUROPE LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTOR:

P T Thomson

REGISTERED OFFICE:

10 John Street

London

WC1N 2EB

REGISTERED NUMBER:

14134698 (England and Wales)

AUDITORS:

Oury Clark Chartered Accountants

Statutory Auditors

Herschel House

58 Herschel Street

Slough

Berkshire

SL1 1PG

FIXED ASSETS

Tangible assets

4

26,808

13,649

CURRENT ASSETS

Debtors

5

1,711,358

1,228,409

Cash at bank

17,446

2,994

1,728,804

1,231,403

CREDITORS

Amounts falling due within one year

6

1,439,082

1,133,008

NET CURRENT ASSETS

289,722

98,395

TOTAL ASSETS LESS CURRENT LIABILITIES

316,530

112,044

CAPITAL AND RESERVES

Called up share capital

8

100

100

Other reserves

9

184,396

58,009

Retained earnings

9

132,034

53,935

SHAREHOLDERS' FUNDS

316,530

112,044

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

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

The financial statements were approved by the director and authorised for issue on 15 December 2025 and were signed by:

P T Thomson - Director

1.	STATUTORY INFORMATION

Auror Europe 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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The company has obtained a letter of support from the immediate parent company, Auror Limited. The directors of the parent company have provided a commitment to provide any financial support which may be necessary in order for the company to meet liabilities, as they fall due, for a period of at least 12 months and 1 day from the signing of the audit report. As a result of this commitment the directors have continued to adopt the going concern basis in preparing these financial statements.

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.

Turnover

Turnover from the rendering of services is recognised by reference to the stage of completion of the contract. The stage of completion of a contract is measured by comparing the costs incurred for work performed to date to the total estimated contract costs. Turnover is only recognised to the extent of recoverable expenses when the outcome of a contract cannot be measured reliably.

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

Revenue relates to the subscription fees and implementation fees for the company's retail crime intelligence and loss prevention SaaS platform. Subscription fees are recognised in the period that they relate to as contracts usually cover longer periods than the financial reporting period.

Tangible fixed assets

Tangible fixed assets are stated at historical cost less depreciation. Historical cost includes expenditure that is directly attributable to the acquisition of the items.

Depreciation on tangible fixed assets is calculated using the following method and rate to allocate their cost or deemed cost net of their residual values, over their estimated useful lives, as follows:

Office equipment: 50% Reducing Balance

Computer equipment: 50% Reducing Balance

A tangible fixed asset is derecognised upon disposal (i.e. the date the recipient obtains control) or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the statement of profit or loss.

Financial instruments

Basic Financial Instruments as covered by Section 11 of FRS102 are measured at amortised cost. The company does not have any Other Financial Instruments as covered by Section 12 of FRS102.

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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

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

Pension costs and other post-retirement benefits

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

Share-based payments

Equity-settled transactions are awards of shares, or options over shares, that are granted to employees of the Company by the ultimate parent company in exchange for the rendering of service to the Company.

The cost of equity-settled transactions is measured at fair value on grant date. Fair value is independently determined using the Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the share price at grant date and expected volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option, together with non-vesting conditions that do not determine whether the Group received the services that entitle the employees to receive payment. No account is taken of any other vesting conditions.

The cost of equity-settled transactions is recognised as an expense with a corresponding increase in equity over the vesting period. The expense is only recognised by the Company for the period a grantee is employed by the Company. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods.

The share-based payment expense is recognised on the basis of a reasonable allocation of the group expense.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 16 (2024 - 7 ) .

4.	TANGIBLE FIXED ASSETS

Plant and

Computer

machinery

equipment

Totals

£

£

£

COST

At 1 April 2024

3,443

15,086

18,529

Additions

867

27,026

27,893

Disposals

-

(1,131

)

(1,131

)

At 31 March 2025

4,310

40,981

45,291

DEPRECIATION

At 1 April 2024

202

4,678

4,880

Charge for year

1,372

13,081

14,453

Eliminated on disposal

-

(850

)

(850

)

At 31 March 2025

1,574

16,909

18,483

NET BOOK VALUE

At 31 March 2025

2,736

24,072

26,808

At 31 March 2024

3,241

10,408

13,649

5.

DEBTORS

31.3.25

31.3.24

as restated

£

£

Amounts falling due within one year:

Trade debtors

821,412

800,419

Amounts owed by group undertakings

201,549

-

Other debtors

688,397

420,880

1,711,358

1,221,299

Amounts falling due after more than one year:

Non-current deferred

commission

-

7,110

-

7,110

Aggregate amounts

1,711,358

1,228,409

Other debtors includes £463,791 (2024: £249,750) of cash held by Paul Beare, the Company's previous accountants, on behalf of the company.

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.3.25

31.3.24

as restated

£

£

Trade creditors

14,731

34,512

Amounts owed to group undertakings

-

95,210

Taxation and social security

178,219

48,129

Other creditors & accruals

1,246,132

955,157

1,439,082

1,133,008

7.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

31.3.25

31.3.24

as restated

£

£

Within one year

123,680

151,800

8.	CALLED UP SHARE CAPITAL

Allotted and issued:

Number:

Class:

Nominal

31.3.25

31.3.24

value:

as restated

£

£

100

Ordinary

£1

100

100

9.

RESERVES

Retained

Other

earnings

reserves

Totals

£

£

£

At 1 April 2024

23,345

58,009

81,354

Prior year adjustment

30,590

30,590

53,935

111,944

Profit for the year

78,099

78,099

Share option charge

-

126,387

126,387

At 31 March 2025

132,034

184,396

316,430

10.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Zara Speller (Senior Statutory Auditor)

for and on behalf of Oury Clark Chartered Accountants

We would like to draw your attention to the following statement contained within our audit report as included within the full financial statements:-

"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."

11.	POST BALANCE SHEET EVENTS

Subsequent to the balance sheet date, Auror Europe Limited has signed a new lease agreement in the United Kingdom with a term of 2 years.

12.	SHARE-BASED PAYMENT TRANSACTIONS

The ultimate parent company has issued equity-settled share options to employees of the Company. These options vest over a period of 4 years. The expiry date for exercising the vested options is linked to the recipient's term of employment. On the occurrence of a lapse event (where an employee leaves on good terms), the recipient has a limited period of time to exercise any vested options.

The following table summarises the equity-settled share options granted to employees of the Company during the period:

Number of Options

Weighted average exercise price NZD

Outstanding at the beginning of the period

52,500

16.92

Granted during the year

22,500

21.26

Exercised during the period

-

-

Forfeited during the year

(1,000

)

16.92

Outstanding at the end of the period

74,000

18.24

Exercisable at the end of the period

4,950

16.92

The net share-based payment expense recognised during the year was £126,387 (2024: £19,626).

Further details over how the fair value of the goods or services received are measured are given in note 2 to the financial statements.

13.	ULTIMATE CONTROLLING PARTY

There is no ultimate controlling party.

14.	ULTIMATE PARENT COMPANY

The company's immediate parent undertaking is Auror Limited, a company incorporated in New Zealand. The company is registered at Ernst & Young Limited, Level 9, 2 Takutai Square, Britomart, Auckland, 1010 , New Zealand. Consolidated accounts are not publicly available.