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

The directors of the company have elected not to include a copy of the profit and loss account within the financial statements.true

Truestone Africa Limited is a private company limited by shares incorporated in England and Wales. The registered office is 20 St Dunstan's Hill, London, EC3R 8HL.

The financial statements have been prepared for the 8-month period from 1 May 2024 to 31 December 2024. This represents a change in the Company's accounting reference date from 30 April 2025 to 31 December 2024 to align its reporting cycle with that of its subsidiary undertakings. As a result of this change to a shortened reporting period, the comparative figures presented for the previous period are not directly comparable with the figures for the current period. Users of the financial statements should exercise caution when making comparisons between the periods.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. 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 financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention modified to include the revaluation of certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The company is exempt from the requirement to prepare consolidated financial statements on the grounds that the parent, and group headed by it, qualify as small as set out in section 383 of the Act and the group is not ineligible as set out in section 384 of the Act, and therefore it is exempted by Section 399 which specifies that small groups are not included in the requirement.

The company's business model is to support emerging businesses in West Africa. By their nature, these investments are illiquid and the company is dependent upon utilising external investment in its equity and loan stock to fund its operating and management costs.

Since the year end, further investment has been raised. Forecasts have been prepared and, on the basis of those forecasts, the Directors are satisfied that there are sufficient funds presently in place to ensure the Company can meet its debts as they fall due for a period of at least 12 months from the date of the approval of these accounts.

Accordingly, the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover in the company represents investment income receivable. Dividend income is recognised when the company becomes unconditionally entitled to the dividend. Income arising from debt securities held is recognised using the effective interest method.

Equity investments in associated entities are initially measured at transaction price and are subsequently measured at:

(i) fair value at each reporting date. Fair value is determined by using various valuation techniques that aim to maximise observable inputs, in most cases recent transactions in investments undertaken on a normal arm's length basis and under normal business considerations, whilst minimising the use of unobservable inputs. Increases in fair value are recognised in other comprehensive income, decreases in fair value are recognised in profit and loss. Transaction costs are expensed to profit and loss as incurred: or

(ii) Where there is no reliable fair value, investments are carried at cost less impairment: or

(iii) Where an investment was previously measured at fair value and a reliable measure of fair value is no longer available, the investment is carried at the amount of the last fair value described here as "new deemed cost less impairment",

Debt investments held by the company are initially recognised at transaction price and subsequently at amortised cost.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

The tax charge or credit represents the sum of the current tax payable or receivable and the deferred tax charges or credits.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

Reductions in the liability to deferred taxes resulting from the probable recoverability of tax losses by reason of the timing differences arising on the revaluation of fixed asset investments are adjusted in the revaluation reserve.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in the profit and loss account for the period.

Revaluation gains and losses on equity investments are translated at the balance sheet date rate of exchange and such gains and losses are included in the statement of comprehensive income. Gains and losses on debt instruments denominated in a foreign currency are taken to profit and loss account.

Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Valuation of investments

Estimation is required when determining the fair value of debt and equity investments. The company's impact investments are in Sierra Leone where the investments, principally start-up enterprises or early-stage investments, are generally valued, where possible on the basis of recent transactions in the investments on an arm's-length basis involving normal business considerations.

The average monthly number of persons (including directors) employed by the company during the Period was:

In addition to the amount credited to the profit and loss account, the following amounts relating to tax have been recognised directly in other comprehensive income:

The valuation of unlisted investments in shares increased during the year £13,869,881 (2023 - decreased by £166,246).

The increase was largely attributable to an increase in shareholdings by way of a share or share exchange with fellow shareholders in the investee companies, resulting in the increase in the Company's share capital, which is more fully explained in note11.

The carrying value of the unlisted investments have been determined based on the accounting policies. The current period revaluations were performed using the "price of recent investment" approach.

Had the historic cost model been adopted, the carrying value of equity investments in participating interests would have amounted to £15,927,445 (2023: £2,440,687)

No investments carried at deemed cost have been subject to any impairment following the directors' review of the investments.

Loans to participating interests are shown at amortised cost. Where the loan is denominated in a currency other than sterling the carrying value is converted into sterling at balance sheet exchange rates. Exchange gains and losses are recognised in profit and loss.

Other creditors includes Series D loan notes of £20,400 which are due to be repaid in January 2025. Interest is payable at 8% per annum.

Long term creditors includes Series D loan notes of £162,500 that are due to be repaid in January 2026. Interest is payable at 8% per annum.

Long term creditors also includes LBD loans amounting to £39,910 which are due to be repaid in January 2026. Interest is payable at 12% per annum.

Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. Thwe following is the analysis of the deferred tax balances (after offset) for financial reporting purposes.

During the year shares were allotted as follows:

On 31 December 2023, 7,187,198 Ordinary shares of £0.01 each were allotted for non cash consideration by way of a share for share exchange with fellow shareholders in investee companies, resulting in an increase in investments by £13,368,188.

The non cash consideration of the shares acquired (and the share premium arising) reflected the same values as the investee company valuations reflected in these financial statements and equated to a value of £1.86 per share.

In addition, 147,847 Ordinary shares of £0.01 each (on 31 December) and 5,859 Ordinary shares of £0.01 each (on 30 November) were also allotted at £1.86 per share, providing additional working capital for the Company.

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report was unqualified.

During the Period the company entered into the following transactions with related parties:

The company has made equity and debt investments to entities over which it has significant influence by virtue of the investment and common directors. Details of the balances are given in note 5. Debt instruments are generally unsecured, with fixed repayment dates and rates of interest between 9% and 12% per annum.

During the year the company incurred management charges of £218,783 (April 2024: £115,200) from Truestone Impact Consulting Limited, a company with common directors and shareholders. At the balance sheet date the company owed Truestone Impact Consulting Limited £0 (April 2024: £3,255)

During the year the company incurred consulting fees of £19,200 (April 2024: £28,800) from Corley Capital Ltd, a company with common directors and shareholders.

At the balance sheet date, the company was owed £2,767 (April 2024: £2,767) by Jubilee Pop Consulting Limited, a company that has common directors and shareholders.

At the balance sheet date, the company was owed £3,400 (April 2024: £3,400) by A Call to Business, a charity that has common directors, shareholders and trustees.