Caseware UK (AP4) 2024.0.164 2024.0.164 2025-03-31 As at the balance sheet date, the company has net assets of £1,844,708. The entity is part of the Clover Topco Limited group. The group manages cash on a consolidated basis and based upon post period end and forecast trading for the group, the directors have performed sensitivity analysis on these forecasts and conclude the group is able to meet its obligations as they fall due, for at least 12 months from signing these financial statements. The company has done modelling by subsidiary entity of revenues by product and location, including levels of new customer acquisition, recurring subscription revenue and churn rates. Detailed modelling has been performed on the level of costs and investments required, taking account of inflation and other macroeconomic trends. The conversion of trading into cash was also modelled, taking account of seasonality patterns, debt repayments and potential taxation liabilities. On this basis, the directors are satisfied it is appropriate to prepare these financial statements on a going concern basis. As at the balance sheet date, the company has net assets of £1,844,708. The entity is part of the Clover Topco Limited group. The group manages cash on a consolidated basis and based upon post period end and forecast trading for the group, the directors have performed sensitivity analysis on these forecasts and conclude the group is able to meet its obligations as they fall due, for at least 12 months from signing these financial statements. The company has done modelling by subsidiary entity of revenues by product and location, including levels of new customer acquisition, recurring subscription revenue and churn rates. Detailed modelling has been performed on the level of costs and investments required, taking account of inflation and other macroeconomic trends. The conversion of trading into cash was also modelled, taking account of seasonality patterns, debt repayments and potential taxation liabilities. On this basis, the directors are satisfied it is appropriate to prepare these financial statements on a going concern basis.2025-03-31 Altia Solutions Limited is a private company limited by shares incorporated in Scotland. The registered office is Tay House, 300 Bath Street, Glasgow, Scotland, G2 4JR. No description of principal activity Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. All foreign exchange gains and losses are presented in the statement of comprehensive income within 'administrative expenses'. Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. All foreign exchange gains and losses are presented in the statement of comprehensive income within 'administrative expenses'.Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that: The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years. The estimated useful lives range as follows: Development costs capitalised - 3-5 years straight line Other intangibles - 3-10 years straight line Intangible assets under development are not amortised. Amortisation begins once the asset is available for use. Further details on the intangible development costs capitalised can be found in Note 3.Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount. Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made. Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties. Increases in provisions are generally charged as an expense to the Statement of Comprehensive Income. Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made. Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties. Increases in provisions are generally charged as an expense to the Statement of Comprehensive Income.43619 The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £52,334 (year ended 31 December 2023: £100,021). Contributions totalling £Nil (31 December 2023: £20,840) were payable to the fund at the balance sheet date and are included in other creditors. Defined contribution pension plan The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations. The contributions are recognised as an expense in the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. 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Registered number: SC228451 ALTIA SOLUTIONS LIMITED DIRECTORS' REPORT AND FINANCIAL STATEMENTS FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025
ALTIA SOLUTIONS LIMITED COMPANY INFORMATION
Directors | A Dunn (appointed 1 March 2025)
| S L Hook (resigned 29 February 2024)
| L K S Patterson (appointed 24 January 2024, resigned 28 February 2025)
| R J Sinclair (resigned 1 September 2025)
Registered number | SC228451
Registered office | Tay House
| 300 Bath Street
| Glasgow
| Scotland
| G2 4JR
Independent auditors | Forvis Mazars LLP
| Chartered Accountants & Statutory Auditor
| Second Floor
| Three Chamberlain Square
| Birmingham
| B3 3AX
ALTIA SOLUTIONS LIMITED CONTENTS
| Page
Directors' Report | 1 - 2
Independent Auditors' Report | 3 - 6
Statement of Comprehensive Income | 7
Balance Sheet | 8 - 9
Statement of Changes in Equity | 10
Notes to the Financial Statements | 11 - 23
ALTIA SOLUTIONS LIMITED DIRECTORS' REPORT FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025 The directors present their report and the financial statements for the 15 month period ended 31 March 2025.
Directors' responsibilities statement
The directors are responsible for preparing the Directors' Report and the financial statements in accordance with applicable law and regulations. 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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: ∙select suitable accounting policies for the Company's financial statements and then apply them consistently; ∙make judgments and accounting estimates that are reasonable and prudent; ∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and ∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. 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 to 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.
Directors
The directors who served during the period were:
A Dunn (appointed 1 March 2025)
S L Hook (resigned 29 February 2024)
L K S Patterson (appointed 24 January 2024, resigned 28 February 2025)
R J Sinclair (resigned 1 September 2025)
Going concern
As at the balance sheet date, the company has net assets of £1,844,708. The entity is part of the Clover Topco Limited group. The group manages cash on a consolidated basis and based upon post period end and forecast trading for the group, the directors have performed sensitivity analysis on these forecasts and conclude the group is able to meet its obligations as they fall due, for at least 12 months from signing these financial statements. The company has done modelling by subsidiary entity of revenues by product and location, including levels of new customer acquisition, recurring subscription revenue and churn rates. Detailed modelling has been performed on the level of costs and investments required, taking account of inflation and other macroeconomic trends. The conversion of trading into cash was also modelled, taking account of seasonality patterns, debt repayments and potential taxation liabilities. On this basis, the directors are satisfied it is appropriate to prepare these financial statements on a going concern basis. Page 1
ALTIA SOLUTIONS LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025
Economic impacts of global events
UK businesses are currently facing many uncertainties such as the consequences of environmental sustainability and geopolitical events such as the Russian invasion of Ukraine and the introduction of US tariffs. These uncertainties have contributed to an environment where there exists a range of issues and risks, including inflation, rising interest rates, labour shortages, disrupted supply chains and new ways of working. The Directors have carried out an assessment of the potential impact of these uncertainties on the business, including the impact of mitigation measures, and have concluded that these are non-adjusting events with the greatest impact on the business expected to be from the economic ripple effect on the global economy. The Directors have taken account of these potential impacts in their going concern assessment. The Company continues to work with its partners to minimise any impacts of these events and maximise the realisation of any opportunities they may provide to the business.
Prior year adjustment
A prior year adjustment has been included in these financial statements due to Management producing better data which more accurately aligns the recognition of revenue to service delivery milestones. Please refer to note 17 for further details.
Disclosure of information to auditors
Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that: ∙so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and ∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.
Auditors
The auditors, Forvis Mazars LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
Small companies note
In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006. This report was approved by the board and signed on its behalf.
A Dunn Director
Date: 2 February 2026
Page 2
ALTIA SOLUTIONS LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ALTIA SOLUTIONS LIMITED Opinion We have audited the financial statements of Altia Solutions Limited (the ‘Company’) for the 15 month 15 month period ended 31 March 2025 which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity 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 FRS 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 March 2025 and of its profit for the 15 month period 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 Auditor’s 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 Directors' 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 directors with respect to going concern are described in the relevant sections of this report. Other information The other information comprises the information included in the Directors' report and financial statements, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the Directors' report. 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. Page 3
ALTIA SOLUTIONS LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ALTIA SOLUTIONS LIMITED Other information (continued) 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 course of 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 Directors' Report for the financial period for which the financial statements are prepared is consistent with the financial statements; and ∙the Directors' Report has been prepared in accordance with applicable legal requirements. Matters on which we are required to report by exception In 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 Directors' Report. We have nothing to report in respect of the following matters in relation to which 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 Directors' remuneration specified by law are not made; or ∙we have not received all the information and explanations we require for our audit. ∙the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies’ exemption in preparing the Directors' Report and from the requirement to prepare a Strategic Report. Responsibilities of Directors As explained more fully in the Directors' Responsibilities Statement set out on page 1, the directors are 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 directors determine is 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 directors are 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 directors intend either to liquidate the Company or to cease operations, or have no realistic alternative but to do so. Page 4
ALTIA SOLUTIONS LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ALTIA SOLUTIONS LIMITED Auditor's 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. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. Based on our understanding of the company and its industry, we considered that non-compliance with the following laws and regulations might have a material effect on the financial statements: employment regulation, health and safety regulation, and anti-money laundering regulation. To help us identify instances of non-compliance with these laws and regulations, and in identifying and assessing the risks of material misstatement in respect to non-compliance, our procedures included, but were not limited to: ∙Inquiring of management and, where appropriate, those charged with governance, as to whether the company is in compliance with laws and regulations, and discussing their policies and procedures regarding compliance with laws and regulations; ∙Inspecting correspondence, if any, with relevant licensing or regulatory authorities; ∙Communicating identified laws and regulations to the engagement team and remaining alert to any indications of non-compliance throughout our audit; and ∙Considering the risk of acts by the company which were contrary to applicable laws and regulations, including fraud. We also considered those laws and regulations that have a direct effect on the preparation of the financial statements, such as tax legislation, pension legislation, the Companies Act 2006. Auditor's responsibilities for the audit of the financial statements (continued) In addition, we evaluated the directors’ and management’s incentives and opportunities for fraudulent manipulation of the financial statements, including the risk of management override of controls, and determined that the principal risks related to posting manual journal entries to manipulate financial performance, management bias through judgements and assumptions in significant accounting estimates, revenue recognition (which we pinpointed to the cut-off assertion), capitalisation and impairment of development costs, impairments of investments, and significant one-off or unusual transactions. Our audit procedures in relation to fraud included but were not limited to: ∙Making enquiries of the directors and management on whether they had knowledge of any actual, suspected or alleged fraud; ∙Gaining an understanding of the internal controls established to mitigate risks related to fraud; ∙Discussing amongst the engagement team the risks of fraud; and ∙Addressing the risks of fraud through management override of controls by performing journal entry testing. There are inherent limitations in the audit procedures described above and the primary responsibility for the prevention and detection of irregularities including fraud rests with management. As with any audit, there remained a risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations or the override of internal controls. Page 5
ALTIA SOLUTIONS LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ALTIA SOLUTIONS LIMITED 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 auditor’s report. Use of the audit 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. Edith Yagoh (Senior Statutory Auditor) for and on behalf of Forvis Mazars LLP Chartered Accountants and Statutory Auditor Second Floor Three Chamberlain Square Birmingham B3 3AX 2 February 2026 Page 6
ALTIA SOLUTIONS LIMITED STATEMENT OF COMPREHENSIVE INCOME FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025
| 15 month period ended 31 March | Restated Year ended 31 December
| 2025 | 2023
| £ | £
Turnover |  | 6,877,576 | 4,103,123
Cost of sales |  | (483,218) | (142,797)
Gross profit |  | 6,394,358 | 3,960,326
Administrative expenses |  | (6,335,811) | (4,358,080)
Operating profit/(loss) |  | 58,547 | (397,754)
Interest receivable and similar income |  | 22,641 | 9,090
Profit/(loss) before tax |  | 81,188 | (388,664)
Tax on profit/(loss) |  | 130,445 | 85,898
Profit/(loss) for the financial period/year |  | 211,633 | (302,766)
There was no other comprehensive income for the 15 month period ended 31 March 2025 (year ended 31 December 2023: £Nil).
The notes on pages 11 to 23 form part of these financial statements.
Page 7
ALTIA SOLUTIONS LIMITED REGISTERED NUMBER: SC228451 BALANCE SHEET AS AT 31 MARCH 2025
|  | 31 March |  | Restated 31 December
|  | 2025 |  | 2023
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Intangible assets | 5 |  | 2,165,739 |  | 1,228,278
Tangible assets | 6 |  | 41,983 |  | 42,506
Investments | 7 |  | 679,243 |  | 679,243
|  |  | 2,886,965 |  | 1,950,027
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 8 | 16,206,612 |  | 5,957,038 |
Cash at bank and in hand | 9 | 1,069,916 |  | 27,425 |
|  | 17,276,528 |  | 5,984,463 |
Creditors: amounts falling due within one year | 10 | (18,180,167) |  | (6,074,336) |
Net current liabilities |  |  | (903,639) |  | (89,873)
Total assets less current liabilities |  |  | 1,983,326 |  | 1,860,154
Provisions for liabilities |  |  |  |  |
Deferred tax | 11 | (138,618) |  | (227,079) |
|  |  | (138,618) |  | (227,079)
Net assets |  |  | 1,844,708 |  | 1,633,075
Capital and reserves |  |  |  |  |
Called up share capital | 12 |  | 44,566 |  | 44,566
Share premium account | 13 |  | 127,520 |  | 127,520
Capital redemption reserve | 13 |  | 3,333 |  | 3,333
Profit and loss account | 13 |  | 1,669,289 |  | 1,457,656
|  |  | 1,844,708 |  | 1,633,075
Page 8
ALTIA SOLUTIONS LIMITED REGISTERED NUMBER: SC228451 BALANCE SHEET (CONTINUED) AS AT 31 MARCH 2025 The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities. The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
A Dunn
Director
Date: 2 February 2026
Page 9
ALTIA SOLUTIONS LIMITED STATEMENT OF CHANGES IN EQUITY FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025
| Called up share capital | Share premium account | Capital redemption reserve | Profit and loss account | Total equity
| £ | £ | £ | £ | £
At 1 January 2023 | 44,566 | 127,520 | 3,333 | 1,760,422 | 1,935,841
Comprehensive income for the year |  |  |  |  |
Loss for the year (restated) | - | - | - | (302,766) | (302,766)
At 1 January 2024 (restated) | 44,566 | 127,520 | 3,333 | 1,457,656 | 1,633,075
Comprehensive income for the 15 month period |  |  |  |  |
Profit for the 15 month period | - | - | - | 211,633 | 211,633
At 31 March 2025 | 44,566 | 127,520 | 3,333 | 1,669,289 | 1,844,708
| The notes on pages 11 to 23 form part of these financial statements.
Page 10
ALTIA SOLUTIONS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025
1. | General information
Altia Solutions Limited is a private company limited by shares incorporated in Scotland. The registered office is Tay House, 300 Bath Street, Glasgow, Scotland, G2 4JR. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. 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 following principal accounting policies have been applied:
| 2.2 | Going concern
As at the balance sheet date, the company has net assets of £1,844,708. The entity is part of the Clover Topco Limited group. The group manages cash on a consolidated basis and based upon post period end and forecast trading for the group, the directors have performed sensitivity analysis on these forecasts and conclude the group is able to meet its obligations as they fall due, for at least 12 months from signing these financial statements. The company has done modelling by subsidiary entity of revenues by product and location, including levels of new customer acquisition, recurring subscription revenue and churn rates. Detailed modelling has been performed on the level of costs and investments required, taking account of inflation and other macroeconomic trends. The conversion of trading into cash was also modelled, taking account of seasonality patterns, debt repayments and potential taxation liabilities. On this basis, the directors are satisfied it is appropriate to prepare these financial statements on a going concern basis.
| 2.3 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is GBP and monetary amounts in these financial statements are rounded to the nearest £. Transactions and balances Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. All foreign exchange gains and losses are presented in the statement of comprehensive income within 'administrative expenses'. Page 11
ALTIA SOLUTIONS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025 2.Accounting policies (continued)
| 2.4 | Revenue recognition
Revenue represents the fair value of consideration received or receivable for services provided in the normal course of business, excluding VAT and trade discounts. Revenue is recognised when it is probable that economic benefits will flow to the entity and the amount can be measured reliably. The company applies the following principles: • Professional Services and Training Revenue from professional services and training contracts is recognised based on the stage of completion of the project at the reporting date. This reflects the transfer of services to the customer as work progresses, rather than at the point of invoicing. • Measurement of Stage of Completion Stage of completion is determined by reference to contract milestones or percentage of completion based on actual progress against agreed deliverables. The company uses project tracking systems to monitor milestones and completion percentages. Revenue is recognised when each milestone is achieved and verified by project management. • Deferred Income Amounts invoiced in advance of milestone completion are recorded as deferred income within current liabilities until the related performance obligation is satisfied. • Training Services Revenue from training is recognised as sessions are delivered. Where training is sold as a package, revenue is apportioned based on the number of sessions completed at the reporting date.
| 2.5 | Operating leases: the Company as lessee
Rentals paid under operating leases are charged to the statement of comprehensive income on a straight-line basis over the lease term. Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
| 2.6 | Research and development
In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if enhancement activity criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 5 years. If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only. Page 12
ALTIA SOLUTIONS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025 2.Accounting policies (continued)
| 2.7 | Interest income
Interest income is recognised in the statement of comprehensive income using the effective interest method.
| 2.8 | Pensions
Defined contribution pension plan The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations. The contributions are recognised as an expense in the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Company in independently administered funds.
| 2.9 | Current and deferred taxation
The tax expense for the 15 month period comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date. Page 13
ALTIA SOLUTIONS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025 2.Accounting policies (continued)
| 2.10 | Intangible assets
Other intangible assets Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years. The estimated useful lives range as follows: Development costs capitalised - 3-5 years straight line Other intangibles - 3-10 years straight line Intangible assets under development are not amortised. Amortisation begins once the asset is available for use. Further details on the intangible development costs capitalised can be found in Note 3.
| 2.11 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. At each reporting date the Company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount. Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. Depreciation is provided on the following basis:
|  |  |  | Land and buildings | - |  | 33% straight line
|  |  |  | Plant, machinery and fixtures | - |  | 20% - 33% straight line
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the Statement of Comprehensive Income. Page 14
ALTIA SOLUTIONS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025 2.Accounting policies (continued)
| 2.12 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment.
| 2.13 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.14 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.
| 2.15 | Creditors
Short-term creditors are measured at the transaction price.
| 2.16 | Provisions for liabilities
Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made. Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties. Increases in provisions are generally charged as an expense to the Statement of Comprehensive Income. Page 15
ALTIA SOLUTIONS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025
3. | Judgments in applying significant accounting policies
In the application of the company's accounting policies, the directors are required to make 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. I mpairment of intangible fixed assets Assets are reviewed for impairment at each reporting date to assess whether any current or future events and circumstances suggest that their recoverable amount may be less than the carrying value. The recoverable amount is the higher of fair value less costs to sell and the value in use. The accuracy of any such impairment calculation will be affected by unexpected changes to the economic situation, and assumptions which differ from actual outcomes. In assessing value in use, the estimated future negative cash flows of intangible fixed assets would be a trigger for impairment. The board has reviewed the recoverability of the intangible fixed assets and has determined that impairment is not required. Intangible development costs capitalised In order to estimate the intangible development cost to be capitalised, the starting point is how product enhancements are scoped and designed in detail; within this, specific product functionality enhancements are managed with the company's internal product management systems. Teams are assigned the specified work items to address, and each individual's effort is visible. Tasks are managed such that they are reviewed for completion and quality, before being signed off as complete. In order to estimate each individual's contribution their total hours are analysed to take account of non-capitalisable time such as annual leave, training and administration; the remaining productive time is then compared to their output on product enhancements and the split of their time between tasks is estimated on a percentage basis, noting that not all time spent is on enhancement activity (as some would be spend on remedial activities also). The overall analysis by individual is reviewed for reasonableness and consistency across the Technology team. The valuation of the time spent is done by using each individual's cost rate (i.e. remuneration and employment taxes) to value their output in detail. I mpairment of investments Assets are reviewed for impairment at each reporting date to assess whether any current or future events and circumstances suggest that their recoverable amount may be less than the carrying value. The recoverable amount is the higher of fair value less costs to sell and the value in use. The accuracy of any such impairment calculation will be affected by unexpected changes to the economic situation, and assumptions which differ from actual outcomes. In assessing value in use, the estimated future negative cash flows of intangible & tangible fixed assets would be a trigger for impairment. The board has reviewed the recoverability of the intangible & tangible fixed assets and has determined that impairment is not required. Revenue Recognition Estimates are based on monthly project reviews with the project management team. Progress is measured against set milestones and deliverables for each project. Project tasks and milestones are tracked through an web based system which details forecast and actual completion dates. A monthly review maps these to the relevant milestone revenue which is used to ensure revenue reflects actual delivery. Page 16
ALTIA SOLUTIONS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025
4. | Employees
| The average monthly number of employees, including directors, during the 15 month period was 23 (year ended 31 December 2023 - 46).
5. | Intangible assets
|  | Development costs capitalised | Other intangibles | Intangible assets under development | Total
|  | £ | £ | £ | £
| Cost |  |  |  |
| At 1 January 2024 | 957,209 | 978,560 | 334,223 | 2,269,992
| Additions | 1,570,995 | - | - | 1,570,995
| Transfers between classes | 334,223 | - | (334,223) | -
| Disposals | - | (120,823) | - | (120,823)
| At 31 March 2025 | 2,862,427 | 857,737 | - | 3,720,164
| Amortisation |  |  |  |
| At 1 January 2024 | 527,094 | 514,620 | - | 1,041,714
| Charge for the 15 month period | 543,009 | 78,825 | - | 621,834
| On disposals | - | (109,123) | - | (109,123)
| At 31 March 2025 | 1,070,103 | 484,322 | - | 1,554,425
| Net book value |  |  |  |
| At 31 March 2025 | 1,792,324 | 373,415 | - | 2,165,739
| At 31 December 2023 | 430,115 | 463,940 | 334,223 | 1,228,278
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ALTIA SOLUTIONS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025
6. | Tangible fixed assets
|  | Land and buildings | Plant, machinery and fixtures | Total
|  | £ | £ | £
| Cost or valuation |  |  |
| At 1 January 2024 | 24,541 | 324,768 | 349,309
| Additions | - | 35,859 | 35,859
| Disposals | - | (137,238) | (137,238)
| At 31 March 2025 | 24,541 | 223,389 | 247,930
| Depreciation |  |  |
| At 1 January 2024 | 24,541 | 282,262 | 306,803
| Charge for the 15 month period | - | 32,592 | 32,592
| Disposals | - | (133,448) | (133,448)
| At 31 March 2025 | 24,541 | 181,406 | 205,947
| Net book value |  |  |
| At 31 March 2025 | - | 41,983 | 41,983
| At 31 December 2023 | - | 42,506 | 42,506
7. | Fixed asset investments
|  | Investments in subsidiary companies
|  | £
| Cost |
| At 1 January 2024 | 679,243
| At 31 March 2025 | 679,243
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ALTIA SOLUTIONS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025
| Subsidiary undertakings
| The following were subsidiary undertakings of the Company:
| Name | Registered office | Class of shares | Holding
| Altia-ABM Group Limited* | 1 | Ordinary | 100%
| ABM Intelligence Limited* | 1 | Ordinary | 100%
| Altia-ABM Pty Limited* | 2 | Ordinary | 100%
| Altia-ABM Inc* | 3 | Ordinary | 100%
| Xalita Technology Limited* | 1 | Ordinary | 100%
| VeriSaas Pty Limited* | 4 | Ordinary | 100%
| Inverted Solutions Pty Limited* | 4 | Ordinary | 100%
| *Indirectly held Registered office addresses (all UK unless otherwise indicated): 1. 12 Castlebridge Office Village, Kirtley Drive, Nottingham, Nottinghamshire, England, NG7 1LD 2. 385 Bourke Street, Melbourne, VIC 3000, Australia 3. 2425 Mathesor Boulevard East, 8th Floor, Mississauga, Toronto, Ontario, L4W 5K4, Canada 4. Level 12, 440 Collins Street, Melbourne, VIC 3000, Australia
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ALTIA SOLUTIONS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025
8. | Debtors
|  |  |  |  | 31 March | 31 December
|  |  |  |  | 2025 | 2023
|  |  |  |  | £ | £
| Trade debtors | 2,177,482 | 349,467
| Corporation tax repayable | 4,932 | 86,477
| Amounts owed by group undertakings | 13,912,153 | 5,339,558
| Other debtors | 112,045 | 181,536
|  | 16,206,612 | 5,957,038
| Amounts owed by group undertakings are unsecured, interest-free and repayable on demand.
9. | Cash and cash equivalents
|  |  |  |  | 31 March | 31 December
|  |  |  |  | 2025 | 2023
|  |  |  |  | £ | £
| Cash at bank and in hand | 1,069,916 | 27,425
|  | 1,069,916 | 27,425
10. | Creditors: Amounts falling due within one year
|  |  |  |  | 31 March | Restated 31 December
|  |  |  |  | 2025 | 2023
|  |  |  |  | £ | £
| Trade creditors | 153,142 | 144,308
| Amounts owed to group undertakings | 13,224,341 | 2,366,717
| Other taxation and social security | 339,517 | 161,148
| Other creditors, accruals and deferred income | 4,463,167 | 3,402,163
|  | 18,180,167 | 6,074,336
| Amounts owed to group undertakings are unsecured, interest-free and repayable on demand.
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ALTIA SOLUTIONS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025
11. | Deferred taxation
|  | 31 March 2025
|  | £
| At beginning of period | (227,079)
| Utilised in year | 88,461
| At end of period | (138,618)
| The provision for deferred taxation is made up as follows:
|  |  |  |  | 31 March | 31 December
|  |  |  |  | 2025 | 2023
|  |  |  |  | £ | £
| Accelerated capital allowances | (143,828) | (270,698)
| Short term timing differences | 5,210 | 5,210
| Losses and other deductions | - | 38,409
|  | (138,618) | (227,079)
12. | Share capital
|  |  |  |  | 31 March | 31 December
|  |  |  |  | 2025 | 2023
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 17,900 (31 December 2023: 17,900) Ordinary shares of £1.00 each | 17,900 | 17,900
|  | 26,666 (31 December 2023: 26,666) "A" Ordinary shares of £1.00 each | 26,666 | 26,666
|  |  | 44,566 | 44,566
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ALTIA SOLUTIONS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025
13. | Reserves
Share premium account The share premium account has arisen from ordinary shares being issued at a premium. Capital redemption reserve This reserve records the nominal value of shares repurchased by the Company. Profit and loss account The profit and loss account represents reserves that have accumulated through the normal course of trade.
14. | Pension commitments
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £52,334 (year ended 31 December 2023: £100,021). Contributions totalling £Nil (31 December 2023: £20,840) were payable to the fund at the balance sheet date and are included in other creditors.
15. | Commitments under operating leases
| At 31 March 2025 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|  |  |  |  | 31 March | 31 December
|  |  |  |  | 2025 | 2023
|  |  |  |  | £ | £
| Not later than 1 year | 84,009 | 86,658
| Later than 1 year and not later than 5 years | 131,708 | 197,435
|  | 215,717 | 284,093
16. | Related party transactions
| Transactions with related parties The company has taken advantage of the exemption available in FRS 102 1A whereby it has not disclosed transactions with the immediate parent or any wholly owned subsidiary undertaking of the group. Consultancy fees of £16,250 (2023: £10,833) were paid to Equable Management Limited, which has a common directorship of Simon Leigh Hook. As at 31 March 2025, there was £Nil (31 December 2023: £Nil) outstanding.
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ALTIA SOLUTIONS LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE 15 MONTH PERIOD ENDED 31 MARCH 2025
17. | Prior year adjustment
During the period, the company implemented revisions to its data and methods for calculating service delivery milestones based on stage of completion. It was identified that an invoice-based revenue recognition approach was not appropriate as it resulted in recognition of some revenue before the underlying services were fully rendered. As a result, management decided to adopt a milestone-based approach to measuring the stage of completion which more accurately reflects the project’s progress and therefore the revenue to be recognised.
18. | Controlling party
The immediate parent company is Clover Bidco Limited, a company registered in England and Wales. The parent company and the smallest and largest group in which the results are consolidated is Clover Topco Limited for the 15 month period ended 31 March 2025. The registered office of Clover Topco Limited is Altia-ABM, 12 Castlebridge Office Village, Kirtley Drive, Nottingham, Nottinghamshire, England, NG7 1LD. The accounts of Clover Topco Limited can be obtained from the Registrar of Companies, 4th Floor, Edinburgh Quay 2, 139 Fountainbridge, Edinburgh, EH3 9FF. From 30 March 2025 the ultimate parent company is Multiverse (Topco) Limited, a company registered in England and Wales. The registered office for Multiverse (Topco) Limited is 12 Kirtley Drive, Nottingham, NG7 1LD, England. The ultimate controlling party is Bowmark Capital LLP. The registered office of Bowmark Capital LLP is One, Eagle Place, London, SW1Y 6AF. The accounts of Bowmark Capital LLP can be obtained from the Registrar of Companies, Crown way, Cardiff, CF14 3UZ.
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