Sapien Capital Limited

Strategic Report for the Year Ended 10 September 2025

The directors present their strategic report for the year ended 10 September 2025.

Principal activity

The principal activity of the company is that of corporate finance advisory, arranging services, arranging of debt (corporate loans and bonds), equity (private and public), strategic partnerships and Mergers & Acquisitions.

Fair review of the business

The firm during the year worked on 2 of the corporate finance mandates it had, however did not translate in revenue for the year as their closure got deferred, expects these deals to complete during the FY 2025-26. The firm in addition is on the look out for another 2-3 client mandates for the FY 2025-26.

Principal risks and uncertainties

Compliance with regulation, legal and ethical standards is of utmost importance for the company. The process of risk acceptance and risk management is addressed through a framework of policies, procedures and internal controls.

Financial instruments

Objectives and policies

Regulatory Risk
The firm ensures that it remains compliant with all existing regulation and that new regulation is accurately interpreted and planned for. Mr Matthew Hill is the present Head of Compliance and MLRO. He has earlier performed similar roles for more than 20 years with financial institutions in the UK and Europe.

Credit Risk
This risk is now limited to the extent of the fees payable to the firm from the clients for corporate finance activities. The firm has in place standard templates for the engagement of various corporate finance assignments from the clients and the engagement letters are binding on the clients for the payment of fees as per the deliverables. In case of Equity and Bonds transactions the Engagement Letters stipulate the requirement of escrowing the fees from the subscription money(s).

Liquidity Risk
As the firm is not carrying on any clearing and settlement or broking activities, the liquidity risk is only limited to the cost of operations for which the firm keeps a tight control and ensures that the liquidity is available before committing the firm to any cost.

Market Risk
The Market risk is limited to the foreign exchange exposures which the firm carries on its balance sheet. Market risk is therefore minimal and not material.

Operational Risk
Operational risks, including the risk of fraud, business continuity, third party dependency, key staff and IT security, are controlled by a wide variety of internal controls, the effectiveness of which are reviewed by the Risk Committee and the Board through monitoring of the risk register. The Firm has an overall risk assessment framework in place. Operational risks have been defined and mitigated with systems and controls and the residual risks are perceived as low.

Business Risk
This risk is mitigated by having a realtively low cost based structure and a diversified client base.

Sapien Capital Limited

Strategic Report for the Year Ended 10 September 2025 (continued)

This report was approved by the Board on 27 December 2025 and signed on its behalf by:

Sapien Capital Limited

Directors' Report for the Year Ended 10 September 2025

The directors present their report and the financial statements for the year ended 10 September 2025.

Directors of the company

The directors who held office during the year were as follows:

Mr R K Ahuja

Ms A Aggarwal

Going concern

At the time of approving these financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and are willing to provide the necessary financial support as required. Accordingly, these financial statements have been prepared on a going concern basis.

 

Disclosure of information to the auditors

Reappointment of auditors

In accordance with section 485 of the Companies Act 2006, a resolution for the re-appointment of KNAV Limited as auditors of the company is to be proposed at the forthcoming Annual General Meeting.

This report was approved by the Board on 27 December 2025 and signed on its behalf by:

Sapien Capital Limited

Statement of Directors' Responsibilities

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:

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.

Sapien Capital Limited

Independent Auditor's Report to the Members of Sapien Capital Limited

Opinion

We have audited the financial statements of Sapien Capital Limited (the 'company') for the year ended 10 September 2025, which comprise the Profit and Loss Account, Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Statement of Cash Flows, 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:

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 auditor 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 director's 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 original financial statements were 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 included in the annual report, other than the financial statements and our auditor’s report 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.

We have nothing to report in this regard.

Sapien Capital Limited

Independent Auditor's Report to the Members of Sapien Capital Limited (continued)

Opinion on other matter prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.

Auditor 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 an auditor’s report 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Sapien Capital Limited

Independent Auditor's Report to the Members of Sapien Capital Limited (continued)

We design our procedures so as to obtain sufficient appropriate audit evidence that the financial statements are not materially misstated due to non-compliance with laws and regulations or due to fraud or error.

We are not responsible for preventing non-compliance and cannot be expected to detect noncompliance with all laws and regulations – this responsibility lies with management with the oversight of the Directors.

Based on our understanding of the Company and industry, discussions with management, we identified Companies Act 2006, Financial Reporting Standard 102, FCA regulation and UK taxation legislation as having a direct effect on the amounts and disclosures in the financial statements.

As part of the engagement team discussion about how and where the Company’s financial statements may be materially misstated due to fraud, we did not identify any areas with an increased risk of fraud.

Our audit procedures included:
• enquiry of management about the Company’s policies, procedures and related controls regarding compliance with laws and regulations and if there are any known instances of non-compliance;
• examining supporting documents for all material balances, transactions and disclosures;
• review of the Board of directors minutes;
• enquiry of management of any legal matters;
• evaluation of the selection and application of accounting policies related to subjective measurements and complex transactions;
• analytical procedures to identify any unusual or unexpected relationships;
• testing the appropriateness of journal entries recorded in the general ledger and other adjustments made in the preparation of the financial statements;
• review of accounting estimates for biases.

Owing to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements of the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK).

The potential effects of inherent limitations are particularly significant in the case of misstatement resulting from fraud because fraud may involve sophisticated and carefully organized schemes designed to conceal it, including deliberate failure to record transactions, collusion or intentional misrepresentations being made to us.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

Sapien Capital Limited

Independent Auditor's Report to the Members of Sapien Capital Limited (continued)

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 an auditor’s report 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.

.........................................................................................
Amanjit Singh FCA (Senior Statutory Auditor)
For and on behalf of KNAV Limited, Statutory Auditor

Hygeia Building
Ground Floor
66-68 College Road
Harrow
Middlesex
HA1 1BE

2025-133-UK

29 December 2025

Sapien Capital Limited

Profit and Loss Account for the Year Ended 10 September 2025

The above results were derived from continuing operations.

The company has no recognised gains or losses for the year other than the results above.

Sapien Capital Limited

Statement of Comprehensive Income for the Year Ended 10 September 2025

Sapien Capital Limited

(Registration number: 06407856) (England and Wales)
Balance Sheet as at 10 September 2025

These financial statements were approved and authorised for issue by the Board on 27 December 2025 and signed on its behalf by:
 

Sapien Capital Limited

Statement of Changes in Equity for the Year Ended 10 September 2025