Company registration number 11581914 (England and Wales)
SOFTOMOTIVE HOLDING LTD
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
SOFTOMOTIVE HOLDING LTD
CONTENTS
Page
Statement of financial position
1
Statement of changes in equity
2
Notes to the financial statements
3 - 9
SOFTOMOTIVE HOLDING LTD
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2024
31 December 2024
- 1 -
2024
2023
Notes
£
£
£
£
Non-current assets
Investments
5
8,655,453
8,655,453
Current assets
Trade and other receivables
7
28,152,288
27,061,133
Cash and cash equivalents
-
0
2
28,152,288
27,061,135
Current liabilities
Creditors: Amounts falling due within one year
8
2,720,838
2,645,841
Net current assets
25,431,450
24,415,294
Total assets less current liabilities
34,086,903
33,070,747
Equity
Called up share capital
9
1,251
1,251
Share premium account
10
15,344,897
15,344,897
Retained earnings
18,740,755
17,724,599
Total equity
34,086,903
33,070,747

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 income statement within the financial statements.

The financial statements were approved by the board of directors and authorised for issue on 6 January 2026 and are signed on its behalf by:
Mr B Orndorff
Mr K Dolliver
Director
Director
Company registration number 11581914 (England and Wales)
SOFTOMOTIVE HOLDING LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Share capital
Share premium account
Retained earnings
Total
£
£
£
£
Balance at 1 January 2023
1,251
15,344,897
16,810,176
32,156,324
Year ended 31 December 2023:
Profit for the financial year
-
-
914,423
914,423
Balance at 31 December 2023
1,251
15,344,897
17,724,599
33,070,747
Year ended 31 December 2024:
Profit for the financial year
-
-
1,016,156
1,016,156
Balance at 31 December 2024
1,251
15,344,897
18,740,755
34,086,903
SOFTOMOTIVE HOLDING LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
1
Accounting policies
Company information

Softomotive Holding Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 1 Blossom Yard, Fourth Floor, London, United Kingdom, E1 6RS. The company's principal activities and nature of its operations are disclosed in the directors' report.

1.1
Accounting convention

The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards.

The financial statements are prepared in sterling, which is the functional currency of the C ompany. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 101 "Reduced Disclosure Framework":
- The requirements of paragraphs 91 to 99 offer 13 Fair Value Measurement.
- The requirements of paragraphs l0(d), 16, 38A, 38B, 38C, 38D, 111 and 134 to 136 of IAS 1 Presentation of Financial Statements
- The requirements of paragraphs 30 and 31 of IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors
- IFRS 7 Financial Instruments: Disclosures
- The requirements in IAS 24, 'Related party disclosures', to disclose related party transactions entered into between two or more members of a group
- The requirements of IAS 7 Statement of Cash flows.
Where relevant equivalent disclosures have been given in the consolidated Financial Statements of the ultimate parent Company, Microsoft Corporation. These Financial Statements can be obtained from the address disclosed in note 15.
These financial statements are separate financial statements. The Company is exempt from the preparation and delivery of consolidated financial statements, because it is included in the group accounts of Microsoft Corporation. The group accounts of Microsoft Corporation are available to the public and can be obtained as set out in note 15.
1.2
Going concern

T true he directors intend to dispose of the company's investments in subsidiaries and, following disposal, the directors intend to wind down the affairs of the company. As a result, the directors have prepared the financial statements on a basis other than that of a going concern. No adjustments have arisen as a result of this basis of preparation. There are no further developments noted during the year.

Microsoft Corporation, the ultimate parent company, will guarantee the solvency of the company and provide it with sufficient financing resources until the business is wound up.

1.3
Investment in subsidiary

Investments in subsidiaries are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.

1.4
Cash and cash equivalents

Cash and cash equivalents 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.

SOFTOMOTIVE HOLDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 4 -
1.5
Financial assets

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

Financial assets at fair value through profit or loss

When any of the above-mentioned conditions for classification of financial assets is not met, a financial asset is classified as measured at fair value through profit or loss. Financial assets measured at fair value through profit or loss are recognized initially at fair value and any transaction costs are recognised in profit or loss when incurred. A gain or loss on a financial asset measured at fair value through profit or loss is recognised in profit or loss, and is included within finance income or finance costs in the statement of income for the reporting period in which it arises.

Financial assets held at amortised cost

Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (eg trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.

Financial assets at fair value through other comprehensive income

Debt instruments are classified as financial assets measured at fair value through other comprehensive income where the financial assets are held within the company’s business model whose objective is achieved by both collecting contractual cash flows and selling financial assets, and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

A debt instrument measured at fair value through other comprehensive income is recognised initially at fair value plus transaction costs directly attributable to the asset. After initial recognition, each asset is measured at fair value, with changes in fair value included in other comprehensive income. Accumulated gains or losses recognised through other comprehensive income are directly transferred to profit or loss when the debt instrument is derecognised.

The company has made an irrevocable election to recognize changes in fair value of investments in equity instruments through other comprehensive income, not through profit or loss. A gain or loss from fair value changes will be shown in other comprehensive income and will not be reclassified subsequently to profit or loss. Equity instruments measured at fair value through other comprehensive income are recognized initially at fair value plus transaction cost directly attributable to the asset. After initial recognition, each asset is measured at fair value, with changes in fair value included in other comprehensive income. Accumulated gains or losses recognized through other comprehensive income are directly transferred to retained earnings when the equity instrument is derecognized or its fair value substantially decreased. Dividends are recognized as finance income in profit or loss.

SOFTOMOTIVE HOLDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 5 -
Impairment of financial assets

Financial assets carried at amortised cost and FVOCI are assessed for indicators of impairment at each reporting end date.

The expected credit losses associated with these assets are estimated on a forward-looking basis. A broad range of information is considered when assessing credit risk and measuring expected credit losses, including past events, current conditions, and reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

1.6
Financial liabilities

The company recogni s es financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

Other financial liabilities

Other financial liabilities, including borrowings, t rade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

Derecognition of financial liabilities

Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.

1.7
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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.

SOFTOMOTIVE HOLDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 6 -
Deferred tax

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary 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 income statement, 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.

1.8
Foreign exchange

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 profit or loss.

1.9

Interest income

Interest income is recognised when it is probable that economic benefits will flow to the company and the amount of revenue can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset’s net carrying amount on initial recognition.

1.10

New standards, amendments, IFRIC interpretations and new disclosures

There are no amendments to accounting standards, or IFRIC interpretations that are effective for the year ended 31 December 2024 that have a material impact on the company's financial statements.

2
Critical accounting estimates and judgements
In preparing these financial statements, the directors do not consider that there were any significant judgements or estimates in applying policies.
3
Profit before taxation
2024
2023
Profit before taxation is stared after charging/(crediting):
£
£
For audit services
Audit of the financial statements of the company
36,078
34,110
SOFTOMOTIVE HOLDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 7 -
4
Employees

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

2024
2023
Number
Number
Total
0
0
5
Investments
Current
Non-current
2024
2023
2024
2023
£
£
£
£
Investments in subsidiaries
-
-
8,655,453
8,655,453
There were no movements in the current or prior period.
6
Subsidiaries

Details of the company's subsidiaries at 31 December 2024 are as follows:

Name of undertaking
Registered office
Principal activities
Class of
% Held
shares held
Direct
Indirect
Softomotive Software Solutions Korea Limited
111, 18FL, 83 Eusadangdae-ro, Yeondeungpo-gu Seoul, South Korea
Dormant Company
Ordinary
100.00
-
Softomotive Software Development Single Member Ltd
115 Kifislas Avenue, Orbit Building, 115 24, Athens, Greece
Software licensing Company
Subscripitions Shares
100.00
-
7
Trade and other receivables
2024
2023
£
£
Unpaid share capital
10
10
Amounts owed by fellow group undertakings
28,152,278
27,061,123
28,152,288
27,061,133

In the current year interest has been charged on the intercompany loan with Microsoft at a rate of 0.004% and converted to £1,400,465, in previous year, £1,197,151 interest was charged.

All intercompany balances receivables are payable on demand

SOFTOMOTIVE HOLDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
8
Creditors: Amounts falling due within one year
2024
2023
£
£
Amounts owed to fellow group undertakings
2,339,670
2,339,670
Accruals
41,949
44,196
Corporation tax
339,219
261,975
2,720,838
2,645,841
9
Called up Share Capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of 0.1p each
937,500
937,500
938
938
Series A of 0.1p each
312,500
312,500
313
313
1,250,000
1,250,000
1,251
1,251

There are 937,500 Ordinary shares and 312,500 shares marked as Series A shares each granting equal rights in dividend receipt and repayment of capital and represent one vote at the company's general meeting of shareholders. Series A shares include anti-dilution rights granting holders of series A shares additional new shares on issuance of new securities meeting certain conditions, or other rights are equal for Series A and ordinary shares.

10
Share premium account
2024
2023
£
£
At the beginning and end of the year
15,344,897
15,344,897
11
Events after the reporting period

There have been no significant events affecting the company since the year end.

12
Related party transactions

The company has taken advantage of the exemption granted under FRS101 8(K) to not disclose transactions with other group companies where they are wholly owned by a company entity.

13
Audit report information

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 is unqualified and includes the following:

SOFTOMOTIVE HOLDING LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
13
Audit report information
(Continued)
- 9 -
Opinion
In our opinion the financial statements of Softomotive Holding Limited (the ‘company'):
- 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 financial year then ended;
- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 101 “Reduced Disclosure Framework”; and
- have been prepared in accordance with the requirements of the Companies Act 2006.

Emphasis of matter – Financial statements prepared on a basis other than that of going concern

We draw attention to note 2 in the financial statements, which indicates that the financial statements have been prepared on a basis other than that of a going concern. Our opinion is not modified in respect of this matter.

Senior Statutory Auditor:
Jason Starbuck
Statutory Auditor:
Deloitte (NI) Limited
Date of audit report:
6 January 2026
14
Ulitmate controlling party

Microsoft Corporation, a company incorporated in the US, is the immediate and ultimate parent company for which there is no ultimate controlling party.

The Company is a member of a group that prepares publicly available consolidated financial statements. Microsoft Corporation is the parent of the only group in which results are consolidated. Consolidated financial statements of the ultimate parent Company in which the results of the Company are incorporated can be obtained from https://www.microsoft.com/investor/reports/ar24/index.html

The registered office of Microsoft Corporation is One Microsoft Way, Redmond, Washington, United States, 98052-639.

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