REGISTERED NUMBER: 10220829 (England and Wales)

Report of the Director and

Financial Statements for the Year Ended 31 December 2024

for

G.I. Globinvestment Limited

Page

Report of the Director

1

Report of the Independent Auditors

2

Income Statement

6

Balance Sheet

7

Notes to the Financial Statements

8

The director presents his report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the company during the year was that of a holding company.

EVENTS SINCE THE END OF THE YEAR

Information relating to events since the end of the year is given in the notes to the financial statements.

DIRECTOR

M Nuzzo held office during the whole of the period from 1 January 2024 to the date of this report.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is 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 director is 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 director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is 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 director is 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 he 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.

AUDITORS

The auditors, Nordens Audit Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

M Nuzzo - Director

30 December 2025

Opinion

We have audited the financial statements of G.I. Globinvestment Limited (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Balance Sheet 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:

-	give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit 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.

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 financial statements are authorised for issue.

Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.

Other information

The director is responsible for the other information. The other information comprises the information in the Report of the Director, 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 materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material 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 material 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 Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Report of the Director has 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 material misstatements in the Report of the Director.

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 director's remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit; or

-	the director was 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 Director.

Responsibilities of director

As explained more fully in the Statement of Director's Responsibilities set out on page one, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has 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.

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

As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

- Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

- Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an

opinion on the effectiveness of the internal control.

- Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

- Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the company to cease to continue as a going concern.

- Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

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.

Lorraine Curtis (Senior Statutory Auditor)

for and on behalf of Nordens Nordens Audit Limited

The Retreat

406 Roding Lane South

Woodford Green

Essex

IG8 8EY

30 December 2025

TURNOVER

-

10,525,288

Administrative expenses

7,190,585

(1,734,815

)

(7,190,585

)

12,260,103

Other operating income

18,505,628

4,375,317

Gain/loss on revaluation of investments

(9,745,284

)

(3,431,260

)

OPERATING PROFIT

1,569,759

13,204,160

Income from fixed asset investments

13,024,969

-

Interest receivable and similar income

3,529,440

5,659,543

16,554,409

5,659,543

18,124,168

18,863,703

Interest payable and similar expenses

1,028,863

343,597

PROFIT BEFORE TAXATION

17,095,305

18,520,106

Tax on profit

160,533

1,065,379

PROFIT FOR THE FINANCIAL YEAR

16,934,772

17,454,727

FIXED ASSETS

Tangible assets

5

2,273,615

2,273,615

Investments

6

217,651,141

171,998,008

219,924,756

174,271,623

CURRENT ASSETS

Debtors

7

30,997,819

30,143,673

Investments

8

50,270,998

53,158,732

Cash at bank

872,607

2,131,928

82,141,424

85,434,333

CREDITORS

Amounts falling due within one year

9

1,365,830

4,234,534

NET CURRENT ASSETS

80,775,594

81,199,799

TOTAL ASSETS LESS CURRENT LIABILITIES

300,700,350

255,471,422

CREDITORS

Amounts falling due after more than one year

10

53,198,460

25,234,308

NET ASSETS

247,501,890

230,237,114

CAPITAL AND RESERVES

Called up share capital

1,192,427

1,192,427

Share premium

21,751,963

21,751,963

Retained earnings

224,557,500

207,292,724

247,501,890

230,237,114

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

The financial statements were approved by the director and authorised for issue on 30 December 2025 and were signed by:

M Nuzzo - Director

1.	STATEMENT OF COMPLIANCE

These financial statements have been prepared in compliance with Section 1A of FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss.

The financial statements are prepared in Euros, which is the functional currency of the entity.

Preparation of consolidated financial statements

The financial statements contain information about G.I. Globinvestment Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Critical accounting judgements and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Turnover

Turnover is generated through the recharging of the assignment of intellectual property rights. Amounts are invoiced when the terms in the contract have been met.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life.

Investments in subsidiaries and associates

Investments in subsidiary and associate undertakings are recognised at cost less any provision for impairment.

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 euro at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 1 (2023 - 1 ) .

4.	EXCEPTIONAL ITEMS

2024

2023

€

€

Profit/loss on sale of fixed asset investments

9,669,579

-

5.	TANGIBLE FIXED ASSETS

Plant and

Land and

machinery

buildings

etc

Totals

€

€

€

COST

At 1 January 2024

and 31 December 2024

2,273,615

3,780

2,277,395

DEPRECIATION

At 1 January 2024

and 31 December 2024

-

3,780

3,780

NET BOOK VALUE

At 31 December 2024

2,273,615

-

2,273,615

At 31 December 2023

2,273,615

-

2,273,615

Included in cost of land and buildings is freehold land of € 2,273,615 (2023 - € 2,273,615 ) which is not depreciated.

6.	FIXED ASSET INVESTMENTS

2024

2023

€

€

Shares in group undertakings

107,201,734

89,064,917

Loans to group undertakings

44,471,999

29,062,322

Other investments not loans

65,977,408

53,870,769

217,651,141

171,998,008

Additional information is as follows:

Shares in

Interest

group

in

undertakings

associate

Totals

€

€

€

COST

At 1 January 2024

and 31 December 2024

129,526,184

53,359

129,579,543

PROVISIONS

At 1 January 2024

40,461,267

53,359

40,514,626

Impairments

368,811

-

368,811

Reversal of impairments

(18,505,628

)

-

(18,505,628

)

At 31 December 2024

22,324,450

53,359

22,377,809

NET BOOK VALUE

At 31 December 2024

107,201,734

-

107,201,734

At 31 December 2023

89,064,917

-

89,064,917

Investments (neither listed nor unlisted) were as follows:

2024

2023

€

€

Other invest. other than loan b/f

53,870,770

24,966,092

Other invest. other than loan Additions

17,772,569

36,880,264

Other invest. other than loan Disposal

(3,490,613

)

(7,433,100

)

Other invest. other than loan Other movements

(2,175,318

)

(542,487

)

65,977,408

53,870,769

Loans to

group

undertakings

€

At 1 January 2024

29,062,322

New in year

21,751,991

Other movement

(6,342,314

)

At 31 December 2024

44,471,999

As at 31 December 2024 the company had interest in the following subsidiaries:

MCG HOLDING S.R.L.

Type of shares held: Ordinary

Portion held: 100 per cent

Country of incorporation: Italy

Nature of Business: Holding Company

Share capital at 31.12.2024: Euro 10,000

Shareholders' funds at 31.12.2024: Euro 67,746,404

AZIENDA AGRICOLA FUNGARINO SRL CON UNICO SOCIO

Type of shares held: Ordinary

Portion held: 100 per cent

Country of incorporation: Italy

Nature of Business: Provision of agricultural services

Share capital at 31.12.2024: Euro 100,000

Shareholders' funds at 31.12.2024: Euro 808,804

FUNGARINO REAL ESTATE SRL

Type of shares held: Ordinary

Portion held: 100 per cent

Country of incorporation: Italy

Nature of Business: Provision of agricultural services

Share capital at 31.12.2024: Euro 10,000

Shareholders' funds at 31.12.2024: Euro 2,941,330

IMMOBILIARE MUSIANO SRL

Type of shares held: Ordinary

Portion held: 100 per cent

Country of incorporation: Italy

Nature of Business: Provision of agricultural services

Share capital at 31.12.2024: Euro 10,000

Shareholders' funds at 31.12.2024: Euro 425,346

SOCIETA AGRICOLA FUNGARINO S.R.L.

Type of shares held: Ordinary

Portion held: 100 per cent

Country of incorporation: Italy

Nature of Business: Provision of agricultural services

Share capital at 31.12.2024: Euro 189,481

Shareholders' funds at 31.12.2024: Euro 769,746

GLOBE 2017 S.R.L.

Type of shares held: Ordinary

Portion held: 100 per cent

Country of incorporation: Italy

Nature of Business: Holding company

Share capital at 31.12.2024: Euro 10,000

Shareholders' funds at 31.12.2024: Euro 20,378

GI REAL ESTATE LTD

Type of shares held: Ordinary

Portion held: 100 per cent

Country of incorporation: England and Wales

Nature of Business: Holding company

Share capital at 31.12.2024: GBP 10

Shareholders' funds at 31.12.2024: £241,124

The loans to group undertakings have the following details:

- AZIENDA AGRICOLA FUNGARINO SRL CON UNICO SOCIO: Euro: 1,787,302

- FUNGARINO REAL ESTATE SRL: Euro 3,568,788

- IMMOBILIARE MUSIANO SRL: Euro 4.490,446

- SOCIETA AGRICOLA FUNGARINO S.R.L.: Euro 1,228,463

- GLOBE 2017 S.R.L: Euro: 1,833,509

- GI REAL ESTATE LTD: Euro: 31,563,490

- GLOBE UK CO-INVEST 2 LIMITED: Euro 6,366,664

All the loans do not bear interests.

As at 31 December 2024 the company had interest in the following associate:

GLOBE UK CO-INVEST LIMITED (former GLOBE UK NOMINEES LIMITED)

Type of shares held: Ordinary

Portion held: 50 per cent

Country of incorporation: United Kingdom

Nature of Business: Fund management activities

Share capital at 31.12.2024: GBP 2

Shareholders' funds at 31.12.2024: GBP 2

GLOBE UK CO-INVEST 2 LIMITED

Type of shares held: Ordinary

Portion held: 50 per cent

Country of incorporation: United Kingdom

Nature of Business: Fund management activities

Share capital at 31.12.2024: GBP 2

Shareholders' funds at 31.12.2024: GBP 2

7.

DEBTORS

2024

2023

€

€

Amounts falling due within one year:

Other debtors

6,230,588

6,349,105

VAT

935,446

63,336

Called up share capital not paid

12,060

11,507

7,178,094

6,423,948

2024

2023

€

€

Amounts falling due after more than one year:

Amounts due from group

undertakings

23,819,725

23,719,725

23,819,725

23,719,725

Aggregate amounts

30,997,819

30,143,673

8.	CURRENT ASSET INVESTMENTS

2024

2023

€

€

Other listed investments

50,270,998

53,158,732

The amount of other investments represents an investment portfolios.

9.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

€

€

Bank loans and overdrafts

-

2,546,643

Trade creditors

59,443

553,755

Tax

1,251,847

1,065,379

Social security and other taxes

-

26,494

Other creditors

20,285

24,715

Accruals and deferred income

34,255

17,548

1,365,830

4,234,534

The company has two outstanding charges that contain pledged assets. These charges are fixed and floating charges.

10.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2024

2023

€

€

Loan

24,888,601

7,826,410

Amounts owed to participating interests

28,309,859

17,407,898

53,198,460

25,234,308

On 22 June 2016 the Company entered into a Loan Agreement with related party, Fisvi Finanziaria Sviluppo Srl as per the details below:

Amount received at 31 December 2024: €11,580,029 (2023: €11,558,924 )

Interest rate:1 per cent

Interest accrued at 31 December 2024: €964,774

On 19 June 2019 the Company entered into a Loan Agreement with its subsidiary MCG Holding Srl as per details below:

Amount received at 31 December 2024: €11,765,056 (2023: €5,000,000)

New loan received at 18 November 2024: £9,000,000

The loans are non interest bearing.

On 28 September 2017 the Company entered into a Loan Agreement with the bank Lombard Odier as per details delow:

Amount received at 31 December 2024: €24,888,601 (2023: €7,826,410)

Interest rate: EURIBOR + 46bps

11.	CONTINGENT LIABILITIES

At 31 December 2024, the Company was the claimant in legal proceedings against a third party. The proceedings were ongoing at the reporting date and the outcome was uncertain. Based on the information available at that time and having taken appropriate legal advice, the directors did not consider it probable that the Company would be required to pay the defendants' legal costs. Accordingly, no provision has been recognised.

12.	RELATED PARTY DISCLOSURES

The related party transactions are disclosed in the notes 6 (Investments), 7 (Debtors: amounts falling due after more than one year) and 10 (Creditors: amounts falling due after more than one year).

13.	EVENT AFTER THE REPORTING PERIOD

In March 2025, after the reporting date, the Court ruled against the Company and ordered it to pay the defendants' legal costs. The Company has appealed this decision and the appeal hearing is currently scheduled for July 2026.

In accordance with Section 1A and Section 32 of FRS 102, this represents a non-adjusting event after the reporting period, as it does not provide evidence of conditions that existed at 31 December 2024. No adjustment has therefore been made to the amounts recognised in these financial statements.

The financial effect of the judgment cannot be reliably estimated at this stage, and the directors will continue to monitor the outcome of the appeal and recognise a provision in future periods if and when the recognition criteria set out in Section 21 of FRS 102 are met.

14.	ULTIMATE CONTROLLING PARTY

The Company's immediate parent undertakings is Gamma Holdings Sarl a company incorporated in Luxembourg.

The Company's ultimate controlling party is: Withers Trust Corporation Limited, a company incorporated in England and Wales by virtue of having shares with the specific voting rights.