REGISTERED NUMBER: 06303367 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

SAM CAPITAL PARTNERS LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

4

Income Statement

8

Other Comprehensive Income

9

Balance Sheet

10

Statement of Changes in Equity

11

Cash Flow Statement

12

Notes to the Cash Flow Statement

13

Notes to the Financial Statements

14

DIRECTORS:

D R Schmitt

W Jones

REGISTERED OFFICE:

4th Floor

27 Dover Street

London

W1S 4LZ

REGISTERED NUMBER:

06303367 (England and Wales)

AUDITORS:

Oury Clark Chartered Accountants

Statutory Auditors

Herschel House

58 Herschel Street

Slough

Berkshire

SL1 1PG

The directors present the strategic report and the audited financial statements of SAM Capital Partners Limited ("the company") for the year ended 31 December 2024.

PRINCIPAL ACTIVITIES AND REVIEW OF BUSINESS

During the year ended 31 December 2024 the company earned revenue from advisory services. The directors have continued to develop its Corporate Finance and Advisory business whilst managing the launch of its own investment fund.

The company was authorised by the Financial Conduct Authority ("FCA") to conduct investment business on 20 August 2007.

The company made a loss for the year of £127,213 (2023: £86,818). The increase in loss for the year is due to an increase in costs associated with the advisory sale and the launch of the investment fund in March 2025.

PRINCIPAL RISKS AND UNCERTAINTIES

The principal risk to the company is its ability to gain and retain investors to begin increasing its revenue to meet its ongoing costs and regulatory requirements.

The company is exposed to credit, liquidity and market risk.

a) Credit risk

The company's exposure to credit risk arises from its cash balances and receivables. Cash balances are held at highly rated banking institutions based in UK. Receivables at the date of the Statement of Financial Position relate to prepayments, amounts due from related parties and recoverable VAT.

b) Liquidity risk

The company's operating model results in unavoidable fixed expenditure being relatively low which mitigates the risk of future cash flow issues.

The company's exposure to liquidity risk arises from its obligation to trade and other creditors. At the date of Statement of Financial Position all creditors were payable on demand and the company maintains sufficient liquid resources to pay its financial liabilities as they arise, taking account of the long term nature of amounts due to group undertakings.

c) Market risk

The company does not have any direct exposure to interest rate risk or price risk. The company has minimal exposure to foreign exchange risk as a result of income and expenses incurred in foreign currencies. Foreign exchange risk is closely monitored by the directors to ensure that the level of exposure remains low.

KEY PERFORMANCE INDICATORS

Key performance indicators are attracting and retaining investors, and the level of assets under management, in funds to which the company is investment manager. Also, the number and value and successful completion of contracts for the provision of advisory services.

ON BEHALF OF THE BOARD:

D R Schmitt - Director

24 December 2025

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

DIVIDENDS

The directors do not recommend that a dividend be paid for the year ended 31 December 2024 (2023: £nil).

DIRECTORS

D R Schmitt has held office during the whole of the period from 1 January 2024 to the date of this report.

Other changes in directors holding office are as follows:

A D Bollon - appointed 28 February 2024 - resigned 5 May 2024

J Denham - appointed 5 May 2024

W Jones was appointed as a director after 31 December 2024 but prior to the date of this report.

J Denham ceased to be a director after 31 December 2024 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, 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.

ON BEHALF OF THE BOARD:

D R Schmitt - Director

24 December 2025

Opinion

We have audited the financial statements of Sam Capital Partners 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, Cash Flow Statement and Notes to the Cash Flow Statement, 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.

Material uncertainty relating to going concern

We draw attention to note 2 to the financial statements which describes uncertainties about the ability of the company to continue operating as a going concern as follows:

The directors acknowledge that returns filed with the Financial Conduct Authority ('FCA') do not match the audited financial statements, which could lead to disciplinary action and potentially withdrawal of the company's ability to trade. This discrepancy may create a material uncertainty regarding the company's ability to continue as a going concern.

To address this, the directors are ensuring that the appropriate portion of the director's loan is capitalised and that the necessary resolutions are passed promptly to align the underlying records and subsequent financial statements with the FCA capital adequacy requirements. The financial statements have therefore been prepared on the going concern basis and do not contain any adjustments that would be required if the company was unable to continue as a going concern.

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

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 and Strategic Report, 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 inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be misstated. If we identify such inconsistencies or apparent 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 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 Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have 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 any matters in the Report of the Directors that are inconsistent with our overall view of the financial statements.

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; or

- the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page three, 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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

Identifying and assessing potential irregularities, including fraud

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:

- Considering the nature of the industry, sector, control environment and current business activities, including possible performance targets and subsequent remuneration.

- Enquiring of management concerning policies and procedures relating to:

1. Complying with laws and regulations and whether there were any instances of non-compliance;

2. Mitigating, detecting and responding to fraud risk and whether there has been any actual or possible instances of fraud.

- Discussing within the engagement team, how and where fraud may occur in the financial statements along with the possible indicators of fraud. We identified the following areas most likely to be susceptible to fraud:

1. Management override;

2. Revenue recognition.

- Discussing within the engagement team, the legal and regulatory framework in which the company operates and in particular those which would have an impact on the financial statements. The key laws and regulations considered were compliance with the Financial Conduct Authority ("FCA"), the Companies Act 2006 and UK tax legislation.

Audit response to the risks identified

As noted above, we identified management override and revenue recognition as the matters that would most likely be susceptible to fraud. Our procedures to respond to these risks included the following.

- Review of nominal ledger and journals posted in the year to ensure there was no evidence of management override;

- Review a sample of sales transactions to ensure sales are legitimate, recognised in the correct accounting period and are in line with the applicable accounting standards.

As noted above, we identified compliance with the Financial Conduct Authority ("FCA"), the Companies Act 2006 and UK tax legislation as being key areas where there may be possible non-compliance. Our procedures to respond to these risks included the following:

1. A review of the latest FCA filings to ensure that submissions are up to date and in line with the required FCA regulations;

2. Review the disclosures in the financial statements and testing supporting documentation to assess compliance with the Companies Act 2006;

3. Safeguard review of the financial statements by a qualified accountant not associated with the audit team;

4. Safeguard review of the corporation tax computation by someone independent of the audit team and CTA qualified;

5. A review of expenses for any items not allowable for UK corporation tax, and to ensure the tax computation complies with UK tax legislation.

The above matters and identified laws and regulations and potential fraud risks were communicated to all engagement team members, in order to enable the team to have the ability to identify such risks. The whole team remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

There are inherent limitations in the audit procedures described above and the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment.

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.

Rachel Lockwood (Senior Statutory Auditor)

for and on behalf of Oury Clark Chartered Accountants

Statutory Auditors

Herschel House

58 Herschel Street

Slough

Berkshire

SL1 1PG

24 December 2025

TURNOVER

82,494

-

Administrative expenses

208,637

86,828

OPERATING LOSS

4

(126,143

)

(86,828

)

Interest receivable and similar income

27

10

(126,116

)

(86,818

)

Interest payable and similar expenses

5

1,097

-

LOSS BEFORE TAXATION

(127,213

)

(86,818

)

Tax on loss

6

-

-

LOSS FOR THE FINANCIAL YEAR

(127,213

)

(86,818

)

LOSS FOR THE YEAR

(127,213

)

(86,818

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(127,213

)

(86,818

)

FIXED ASSETS

Tangible assets

7

156

604

CURRENT ASSETS

Debtors

8

796,938

650,530

Cash at bank

17,906

3

814,844

650,533

CREDITORS

Amounts falling due within one year

9

935,130

644,054

NET CURRENT (LIABILITIES)/ASSETS

(120,286

)

6,479

TOTAL ASSETS LESS CURRENT LIABILITIES

(120,130

)

7,083

CAPITAL AND RESERVES

Called up share capital

12

2,180,000

2,180,000

Other reserves

13

32,500

32,500

Retained earnings

13

(2,332,630

)

(2,205,417

)

SHAREHOLDERS' FUNDS

(120,130

)

7,083

The financial statements were approved by the Board of Directors and authorised for issue on 24 December 2025 and were signed on its behalf by:

D R Schmitt - Director

Called up

share

Retained

Other

Total

capital

earnings

reserves

equity

£

£

£

£

Balance at 1 December 2022

2,180,000

(2,118,599

)

32,500

93,901

Changes in equity

Total comprehensive income

-

(86,818

)

-

(86,818

)

Balance at 31 December 2023

2,180,000

(2,205,417

)

32,500

7,083

Changes in equity

Total comprehensive income

-

(127,213

)

-

(127,213

)

Balance at 31 December 2024

2,180,000

(2,332,630

)

32,500

(120,130

)

Cash flows from operating activities

Cash generated from operations

1

(256,163

)

(26,823

)

Interest paid

(1,097

)

-

Net cash from operating activities

(257,260

)

(26,823

)

Cash flows from investing activities

Interest received

27

10

Net cash from investing activities

27

10

Cash flows from financing activities

Amount introduced by directors

275,136

21,511

Net cash from financing activities

275,136

21,511

Increase/(decrease) in cash and cash equivalents

17,903

(5,302

)

Cash and cash equivalents at beginning of year

2

3

5,305

Cash and cash equivalents at end of year

2

17,906

3

1.	RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

Period

1.12.22

Year Ended

to

31.12.24

31.12.23

£

£

Loss before taxation

(127,213

)

(86,818

)

Depreciation charges

448

612

Finance costs

1,097

-

Finance income

(27

)

(10

)

(125,695

)

(86,216

)

(Increase)/decrease in trade and other debtors

(146,408

)

11,388

Increase in trade and other creditors

15,940

48,005

Cash generated from operations

(256,163

)

(26,823

)

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

17,906

3

Period ended 31 December 2023

31.12.23

1.12.22

£

£

Cash and cash equivalents

3

5,305

3.	ANALYSIS OF CHANGES IN NET DEBT

At 1.1.24

Cash flow

At 31.12.24

£

£

£

Net cash

Cash at bank and in hand

3

17,903

17,906

3

17,903

17,906

Debt

Debts falling due within 1 year

(49,046

)

-

(49,046

)

(49,046

)

-

(49,046

)

Total

(49,043

)

17,903

(31,140

)

1.	STATUTORY INFORMATION

Sam Capital Partners 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.

The financial statements have been prepared on the going concern basis. The ultimate owner of the company (who is also a director) has provided a commitment to provide any financial support which may be necessary in order that the company can meet its liabilities, as they fall due, for a period in excess of 12 months and 1 day from the date of signing of the audit report attached to these financial statements. This commitment has been provided on the basis that the director has sufficient assets available and can make them liquid or borrow against them within a sufficient timeframe, as and when the Company requires his support.

The directors acknowledge that the company has filed returns with the FCA that do not match the audited financial statements. The company may therefore become subject to disciplinary proceedings by the FCA, if the matter remains outstanding. In such circumstances, disciplinary proceedings could ultimately lead to the FCA withdrawing the company's authorisation, removing the company's ability to trade. The directors acknowledge that this circumstance may indicate that a material uncertainty exists which may cast significant on the company's ability to continue as a going concern.

However, the directors are taking steps to remedy this by ensuring that the relevant resolutions are passed as soon as possible to align the financial statements with the FCA fillings. As a result of this, the directors have continued to adopt the going concern basis in preparing these financial statements.

Turnover

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

Turnover 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 the following conditions are satisfied:

- the amount of turnover can be measured reliably;

- it is probable that the Company will receive the consideration due under 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.

Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses. Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life:

Computer equipment - Straight line over 3 years.

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.

Financial instruments

Basic Financial Instruments, as covered by Section 11 of FRS 102, are measured at amortised cost. The company does not have any Other Financial Instruments, as covered by Section 12 of FRS 102.

3.	EMPLOYEES AND DIRECTORS

Period

1.12.22

Year Ended

to

31.12.24

31.12.23

£

£

Wages and salaries

56,583

-

The average number of employees during the year was as follows:

Period

1.12.22

Year Ended

to

31.12.24

31.12.23

Director

2

-

Period

1.12.22

Year Ended

to

31.12.24

31.12.23

£

£

Directors' remuneration

56,583

-

4.	OPERATING LOSS

The operating loss is stated after charging/(crediting):

Period

1.12.22

Year Ended

to

31.12.24

31.12.23

£

£

Other operating leases

-

42,495

Depreciation - owned assets

448

612

Auditors' remuneration

28,450

15,000

Foreign exchange differences

33

(164

)

5.

INTEREST PAYABLE AND SIMILAR EXPENSES

Period

1.12.22

Year Ended

to

31.12.24

31.12.23

£

£

Bank interest

1,097

-

6.

TAXATION

Analysis of the tax charge

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

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

Period

1.12.22

Year Ended

to

31.12.24

31.12.23

£

£

Loss before tax

(127,213

)

(86,818

)

Loss multiplied by the standard rate of corporation tax in the UK of 25% (2023 - 19%)

(31,803

)

(16,495

)

Effects of:

Expenses not deductible for tax purposes

7,575

8,806

Depreciation in excess of capital allowances

112

116

Unutilised trading losses

24,116

7,573

Total tax charge

-

-

7.	TANGIBLE FIXED ASSETS

Computer

equipment

£

COST

At 1 January 2024

and 31 December 2024

1,342

DEPRECIATION

At 1 January 2024

738

Charge for year

448

At 31 December 2024

1,186

NET BOOK VALUE

At 31 December 2024

156

At 31 December 2023

604

8.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

£

£

Recoverable fund setup expense

717,522

649,221

Amounts owed by group undertakings

71,886

-

VAT

-

970

Prepayments and accrued income

7,530

339

796,938

650,530

Debtors includes an amount of £717,522 (2023: £649,221) due from the fund, in respect of recoverable fund setup expenses. The fund was launched in March 2025.

9.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.12.24

31.12.23

£

£

Bank loans and overdrafts (see note 10)

49,046

49,046

Trade creditors

61,915

58,975

Social security and other taxes

46,656

48,159

VAT

737

-

Other creditors

292,364

289,688

Directors' loan accounts

434,058

158,922

Accruals and deferred income

50,354

39,264

935,130

644,054

The following loans are included within other creditors at 31 December 2024.

- £50,000 (2023: £50,000) due to Newgen Holdings Private Limited which is unsecured, non-interest bearing and repayable on demand.

- £193,689 (2023: £193,689) due to Tutamentum Limited that is secured by a floating charge over the Company's assets. The loan is non-interest bearing, repayable on demand.

- £48,675 (2023: £nil) due to P B Rusywick which is unsecured, non-interest bearing and repayable on demand.

10.

LOANS

An analysis of the maturity of loans is given below:

31.12.24

31.12.23

£

£

Amounts falling due within one year or on demand:

Bank loans

49,046

49,046

The loan due to Barclays Bank UK PLC is unsecured and non-interest bearing.

11.	SECURED DEBTS

See note 9 to the financial statements which details loans secured on the company's assets.

12.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.12.24

31.12.23

value:

£

£

11,700,000

Ordinary

£0.1

1,170,000

1,170,000

10,100,000

Non-cumulative redeemable

preference shares

£0.1

1,010,000

1,010,000

2,180,000

2,180,000

Ordinary shareholders have equal rights to one vote per share and a right to dividends.

Preference shares are redeemable by the company.

13.

RESERVES

Retained

Other

earnings

reserves

Totals

£

£

£

At 1 January 2024

(2,205,417

)

32,500

(2,172,917

)

Deficit for the year

(127,213

)

(127,213

)

At 31 December 2024

(2,332,630

)

32,500

(2,300,130

)

The Other Reserves balance relates to a capital contribution made by the director Dietmar Schmitt.

14.	ULTIMATE PARENT COMPANY

15.	ULTIMATE CONTROLLING PARTY