Company registration number 08618486 (England and Wales)
FREEVOLT TECHNOLOGIES LIMITED
UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025
PAGES FOR FILING WITH REGISTRAR
FREEVOLT TECHNOLOGIES LIMITED
CONTENTS
Page
Balance sheet
1 - 2
Notes to the financial statements
3 - 12
FREEVOLT TECHNOLOGIES LIMITED
BALANCE SHEET
AS AT
30 APRIL 2025
30 April 2025
- 1 -
2025
2024
Notes
£
£
£
£
Fixed assets
Intangible assets
4
178,103
240,859
Tangible assets
5
-
0
21,673
178,103
262,532
Current assets
Stocks
340,345
376,795
Debtors
6
3,722
46,889
Cash at bank and in hand
9,388
17,703
353,455
441,387
Creditors: amounts falling due within one year
7
(3,464,110)
(3,453,689)
Net current liabilities
(3,110,655)
(3,012,302)
Net liabilities
(2,932,552)
(2,749,770)
Capital and reserves
Called up share capital
9
80
80
Share premium account
10
591,027
591,027
Other reserves
11 & 13
32,197,454
32,197,454
Profit and loss reserves
(35,721,113)
(35,538,331)
Total equity
(2,932,552)
(2,749,770)
FREEVOLT TECHNOLOGIES LIMITED
BALANCE SHEET (CONTINUED)
AS AT
30 APRIL 2025
30 April 2025
- 2 -

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

For the financial year ended 30 April 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

T he members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

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

The financial statements were approved by the board of directors and authorised for issue on 20 January 2026 and are signed on its behalf by:
Rt Hon. Lord P R Drayson PhD FREng
Director
Company Registration No. 08618486
FREEVOLT TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 APRIL 2025
- 3 -
1
Accounting policies
Company information

Freevolt Technologies Limited is a private company limited by shares incorporated in England and Wales. The registered office is Michelin House, 81 Fulham Road, London, SW3 6RD.

1.1
Accounting convention

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 a mounts in these financial statements are rounded to the nearest £.

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

1.2
Going concern

At the time of approving the financial statements, with the confirmed support of the holding company true and the directors, t he directors have a reasonable expectation that the company has adequate resources to continue in operational existence for at least the 12 months following the approval of the financial statements.

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

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

1.4
Research and development expenditure

Research expenditure is written off against profits in the year in which it is incurred. Identifiable development expenditure is capitalised to the extent that the technical, commercial and financial feasibility can be demonstrated.

1.5
Intangible fixed assets other than goodwill

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

FREEVOLT TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2025
1
Accounting policies
(Continued)
- 4 -

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Software licences
Fully amortised
Patents and trademarks
Straight line over 5 years
Development costs
Straight line over 5 years
1.6
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Plant and machinery
Straight line over 5 and 3 years
Office equipment
Straight line over 3 years

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Effective from 1 May 2022, tangible fixed assets classed as plant and machinery were split into two sub-classes and the expected useful life of assets related to production has been revised from 5 years to 3 years, remaining on the straight line basis.

Previously, all plant and machinery was depreciated on a straight line basis over 5 years.

In the current year the remaining tangible assets were disposed of at their carrying value for £nil proceeds.

1.7
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

FREEVOLT TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2025
1
Accounting policies
(Continued)
- 5 -
1.8
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.9
Cash and cash equivalents

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.

1.10
Financial instruments

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

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.

Classification of financial liabilities

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

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 paymen ts 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. A m ounts 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.

FREEVOLT TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2025
1
Accounting policies
(Continued)
- 6 -
1.11
Equity instruments

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.

1.12
Taxation

The current tax provision represents the sum of the tax currently receivable as a result of research and development grant claims.

Current tax

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 asset for current tax as a result of the research and development tax claims is calculated using tax rates and laws that have been enacted or substantively enacted by the reporting end date.

Deferred tax

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.

1.13
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.14
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.15
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the intrinsic value method. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

FREEVOLT TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2025
1
Accounting policies
(Continued)
- 7 -

The persons benefitting from the EMI scheme are employees of Freevolt Technologies Limited and have received options to purchase shares in its parent, Freevolt Group Limited.

Due to the group structure, the annual charge related to the EMI scheme will be recognised in the individual financial statements of the subsidiary as an expense and equity.

Within the parent company, the annual charge will be recognised as an adjustment to the investment of the subsidiary and to equity.

There are no longer any employees who were a part of the EMI Share Option Plan employed by Freevolt Technologies Limited and the scheme has now ceased.

1.16
Leases
As lessee

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease s asset are consumed.

1.17
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.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

3
Employees

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

2025
2024
Number
Number
Total
2
6
FREEVOLT TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2025
- 8 -
4
Intangible fixed assets
Software licences
Patents and trademarks
Development costs
Total
£
£
£
£
Cost
At 1 May 2024
173,000
1,185,405
464,484
1,822,889
Additions
-
0
25,419
-
0
25,419
Disposals
(173,000)
(84,238)
(464,484)
(721,722)
At 30 April 2025
-
0
1,126,586
-
0
1,126,586
Amortisation and impairment
At 1 May 2024
173,000
944,546
464,484
1,582,030
Amortisation charged for the year
-
0
88,175
-
0
88,175
Disposals
(173,000)
(84,238)
(464,484)
(721,722)
At 30 April 2025
-
0
948,483
-
0
948,483
Carrying amount
At 30 April 2025
-
0
178,103
-
0
178,103
At 30 April 2024
-
0
240,859
-
0
240,859
5
Tangible fixed assets
Plant and machinery
Office equipment
Total
£
£
£
Cost
At 1 May 2024
174,130
36,281
210,411
Disposals
(174,130)
(36,281)
(210,411)
At 30 April 2025
-
0
-
0
-
0
Depreciation and impairment
At 1 May 2024
154,972
33,766
188,738
Eliminated in respect of disposals
(154,972)
(33,766)
(188,738)
At 30 April 2025
-
0
-
0
-
0
Carrying amount
At 30 April 2025
-
0
-
0
-
0
At 30 April 2024
19,158
2,515
21,673
FREEVOLT TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2025
- 9 -
6
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
-
0
3,150
Other debtors
2,054
6,564
Prepayments
1,668
28,191
3,722
37,905
2025
2024
Amounts falling due after more than one year:
£
£
Other debtors
-
0
8,984
Total debtors
3,722
46,889
7
Creditors: amounts falling due within one year
2025
2024
£
£
Other borrowings
-
0
143,760
Trade creditors
8,331
69,294
Amounts owed to group undertakings
2,773,545
2,775,980
Taxation and social security
-
0
12,206
Other creditors
621,985
439,369
Accruals
60,249
13,080
3,464,110
3,453,689

Included in other creditors are unpaid pension contributions of £0 (2024 - £8,911).

FREEVOLT TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2025
- 10 -
8
Share-based payment transactions

The Freevolt Group Limited 2022 Enterprise Management Incentives Share Option Plan

Number of share options
Weighted average exercise price
2025
2024
2025
2024
Number
Number
£
£
Outstanding at 1 May 2024
-
0
5,185,719
-
0
-
0
Forfeited
-
(5,185,719)
-
0
-
0
Outstanding at 30 April 2025
-
-
0
-
0
-
0
Exercisable at 30 April 2025
-
0
-
0
-
0
-
0

There are no options outstanding at 30 April 2025.

Liabilities and expenses

During the year, the company recognised total share-based payment expenses of £- (2024 - £(33,829)) which related to equity settled share based payment transactions.

The company's controlling party, Freevolt Group Limited, offered a share option scheme which is available to employees of Freevolt Technologies Limited.

The scheme is an equity settled share based option scheme, which gives the option to purchase o rdinary shares if the employee remain s employed by the company on:

- the day preceeding the date of an Exit;

- the date on which the Option Holder ceases to be an Eligible Employee and is a Good Leaver; or

- the date of the Option Holder's death

An employee may be considered a good leaver by the absolute discretion of the board.

The options were granted in July 2022 and the option period will lapse on the day immediately preceding the 10th year anniversary of the grant date.

There are no longer any employees who were a part of the EMI Share Option Plan employed by Freevolt Technologies Limited and the scheme has now ceased.

FREEVOLT TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2025
- 11 -
9
Called up share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £0.001 each
80,250
80,250
80
80
10
Share premium account

As at the balance sheet date share premium stood at £591,027 (2024 - £591,027).

11
Capital contribution reserve
2025
2024
£
£
At the beginning and end of the year
32,197,454
32,197,454

A capital contribution reserve arose from the waiver of balances with other group undertakings as part of a group restructure process.

12
Parent and ultimate parent undertaking

The company's immediate parent is Freevolt Group Limited, incorporated in England and Wales, owning 100% of the share capital and voting rights.

13
Equity settled share based payment reserve
2025
2024
£
£
At the beginning of the year
-
33,829
Other movements
-
(33,829)
At the end of the year
-
-

Equity settled share based payments reserve arises from the The Freevolt Group Limited 2022 Enterprise Management Incentives Share Option Plan per note 8.

14
Operating lease commitments
As lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, as follows:

2025
2024
£
£
Total commitments
-
0
16,427
FREEVOLT TECHNOLOGIES LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 APRIL 2025
- 12 -
15
Directors' transactions
Description
% Rate
Opening balance
Amounts advanced
Amounts repaid
Closing balance
£
£
£
£
Loan to the company
-
429,540
193,365
(920)
621,985
429,540
193,365
(920)
621,985

The directors have loaned the company money in the year to support the companies continued operations. Interest is being accrued for the amount loaned but the interest is not being credited to the director. This is being accrued for with the other creditors in the event that this becomes payable.

16
Related party transactions

The company has taken advantage of the exemption available per paragraph 33.1A of FRS 102 whereby it has not disclosed transactions with the holding company as it is a wholly owned subsidiary undertaking.

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