ACCOUNTS - Final Accounts preparation

Commitments under operating leases

At 31 December 2024 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

Company registration number: 13624697

	FINANCIAL STATEMENTS
	FOR THE YEAR ENDED 31 DECEMBER 2024

	NYSHEX UK LIMITED


NYSHEX UK LIMITED

COMPANY INFORMATION

Directors	G Downes
	J M T Haycock


Registered number	13624697


Registered office	Magna House
	18-32 London Road
	Staines-Upon-Thames
	TW18 4BP


Independent auditor	Menzies LLP
	Chartered Accountants & Statutory Auditor
	Magna House
	18-32 London Road
	Staines-Upon-Thames
	TW18 4BP


NYSHEX UK LIMITED

CONTENTS

	Page
Statement of Financial Position	1
Statement of Changes in Equity	2
Notes to the Financial Statements	3 - 8


NYSHEX UK LIMITED REGISTERED NUMBER:13624697

STATEMENT OF FINANCIAL POSITION

AS AT 31 DECEMBER 2024

		2024		2023
Note		£		£


Current assets
Debtors: amounts falling due after more than one year	4	-		233,827
Debtors: amounts falling due within one year	4	2,336,780		100
Cash at bank and in hand		34,739		45,792
		2,371,519		279,719
Creditors: amounts falling due within one year	5	(165,816)		(69,067)
Net current assets			2,205,703		210,652
Total assets less current liabilities			2,205,703		210,652

Net assets			2,205,703		210,652

Capital and reserves
Called up share capital		100	100
Share option reserve	6	32,160	8,110
Capital contribution reserve	6	2,228,306	1,495,854
Profit and loss account	6	(54,863)	(1,293,412)
		2,205,703	210,652

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:

G Downes

Director

Date: 22 December 2025

The notes on pages 3 to 8 form part of these financial statements.

Page 1


NYSHEX UK LIMITED

STATEMENT OF CHANGES IN EQUITY

FOR THE YEAR ENDED 31 DECEMBER 2024

	Called up share capital	Share option reserve	Capital contribution reserve	Profit and loss account	Total equity
	£	£	£	£	£
At 1 January 2023	100	-	107,624	(167,944)	(60,220)
Comprehensive income for the year
Loss for the year	-	-	-	(1,125,468)	(1,125,468)
Capital contribution during the year	-	-	1,388,230	-	1,388,230
Stock-based compensation during the year	-	8,110	-	-	8,110
Total comprehensive income for the year	-	8,110	1,388,230	(1,125,468)	270,872
Total transactions with owners	-	-	-	-	-

At 1 January 2024	100	8,110	1,495,854	(1,293,412)	210,652
Comprehensive income for the year
Profit for the year	-	-	-	1,238,549	1,238,549
Capital contribution during the year	-	-	732,452	-	732,452
Stock-based compensation during the year	-	24,050	-	-	24,050
Total comprehensive income for the year	-	24,050	732,452	1,238,549	1,995,051
At 31 December 2024	100	32,160	2,228,306	(54,863)	2,205,703

The notes on pages 3 to 8 form part of these financial statements.

Page 2


NYSHEX UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

1.	General information

NYSHEX UK Limited is a private company limited by shares incorporated in England and Wales. The address of the registered office is disclosed on the company information page. This principal place of business during the year was Franciscan House, 51 Princes St, Ipswich, IP1 1UR. From August 2024, there has been no principal place of business.

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 following principal accounting policies have been applied:

2.2

Basis other than a going concern

As part of a group reorganisation, the Directors have decided to strike off the Company within 12 months of the signing of the financial statements.
It is the Directors' opinion that the value of the remaining assets would not result in a write down below their carrying value. In addition, the financial statements do not include any provision for the future costs of terminating the business of the company except to the extent that such costs were committed at the balance sheet date.
Accordingly, the Directors considers it appropriate for the financial statements to be prepared on a basis other than a going concern.

2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP and is rounded to the nearest £.

Transactions and balances

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 Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

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NYSHEX UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.4

Revenue

Revenue is measured at the fair value of the consideration received or receivable, excluding discounts,

rebates, value added tax and other sales taxes.
Revenue represents costs incurred by the company recharged to the parent company plus an appropriate

mark up.

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.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

2.6

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.

2.7

Share-based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Company keeping the scheme open or the employee maintaining any contributions required by the scheme).

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NYSHEX UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

2.8

Taxation

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 .

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.

2.9

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

3.	Employees
	The average monthly number of employees, including directors, during the year was 6 (2023 - 10).

4.	Debtors
		2024	2023
		£	£

Due after more than one year
Amounts owed by group undertakings	-	233,827
	-	233,827

					2024	2023
					£	£

Due within one year
Amounts owed by group undertakings	2,336,780	100
	2,336,780	100

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NYSHEX UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

4.Debtors (continued)

Page 6


NYSHEX UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

5.	Creditors: Amounts falling due within one year
		2024	2023
		£	£

Trade creditors	24,936	11,856
Other taxation and social security	20,920	25,620
Other creditors	14,178	4,306
Accruals and deferred income	105,782	27,285
	165,816	69,067

Reserves

Share option reserve

Share option reserve is the total reserve based on the valuation of share options issued to the employees of NYSHEX UK Limited.

Capital contribution reserve

Capital contribution reserve represents the total contribution made by the parent company (NYXHEX LLC) towards the capital of NYSHEX UK Limited.

Profit and loss account

The profit and loss account reflects the aggregate of profits earned in the current year and losses incurred in the prior years.

	Not later than 1 year	-	3,197
		-	3,197

8.	Related party transactions
	The company has taken advantage of the exemption in FRS 102 Section 1A - small entities, from the requirement to disclose transactions with group companies on the grounds that the company is a wholly owned subsidiary undertaking of the group.

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NYSHEX UK LIMITED

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

9.	Controlling party

The parent of the smallest and largest group for which consolidated financial statements are drawn up is New York Shipping Exchange Inc. The address of their registered office is One World Trade Centre, 60th Floor, New York, NY 10007.

10.	Auditor's information

The auditor's report on the financial statements for the year ended 31 December 2024 was unqualified.

In their report, the auditors emphasised the following matter without qualifying their report:
We draw attention to note 2.2 in the financial statements, which explains the directors intend to liquidate the company and therefore do not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly, the financial statements have been prepared on a basis other than a going concern as described in note 2.2.
Our opinion is not modified in respect of this matter.

The audit report was signed on 22 December 2025 by Hezelina Hashim (Senior Statutory Auditor) on behalf of Menzies LLP.

Page 8