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REGISTERED NUMBER: 07908180 (England and Wales)

Branding Science Group Limited

Group Strategic Report, Report of the Directors and

Consolidated Financial Statements for the Year Ended 31 December 2024

Branding Science Group Limited (Registered number: 07908180)

Contents of the Consolidated Financial Statements

for the year ended 31 December 2024

Page |

Company Information | 1 |

Group Strategic Report | 2 |

Report of the Directors | 6 |

Report of the Independent Auditors | 8 |

Consolidated Statement of Comprehensive Income | 12 |

Consolidated Balance Sheet | 13 |

Company Balance Sheet | 14 |

Consolidated Statement of Changes in Equity | 15 |

Company Statement of Changes in Equity | 16 |

Consolidated Cash Flow Statement | 17 |

Notes to the Consolidated Cash Flow Statement | 18 |

Notes to the Consolidated Financial Statements | 20 |

Branding Science Group Limited

Company Information

for the year ended 31 December 2024

| DIRECTORS: | P Cunningham

| Mrs S Cunningham

| J A N Cameron

| A L Tullgren

| REGISTERED OFFICE: | D2 Dolphin House

| Riverside West

| Smugglers Way

| London

| DW18 1DE

| REGISTERED NUMBER: | 07908180 (England and Wales)

| AUDITORS: | Smailes Goldie

| Chartered Accountants

| Statutory Auditor

| Regent's Court

| Princess Street

| Hull

| East Yorkshire

| HU2 8BA

Branding Science Group Limited (Registered number: 07908180)

Group Strategic Report

for the year ended 31 December 2024

The Directors present the Strategic Report together with the audited financial statements for the year ended 31 December 2024.

BUSINESS REVIEW

The Group operates as a pharmaceutical market research organisation providing strategic insights, market analytics, and advisory services to global pharmaceutical, and healthcare companies. The business supports clients across the product lifecycle, from early pipeline strategy through to post-launch market optimisation. Services include primary market research, secondary data analysis, forecasting, and strategic consulting designed to support commercial decision-making in complex healthcare markets.

The Group includes subsidiary undertakings in the UK, USA, Singapore, Japan, China, Germany, Italy, Philippines and Poland. Operations are focused primarily on North America and Europe, with the United States representing the Group's largest single market.

The Group has delivered strong growth in Europe, Japan and our consultancy business in particular; however, the financial year has been characterised by a challenging trading environment within the pharmaceutical insights and consulting sector in the United States. Several factors have contributed to the more difficult market conditions:

- |  | Continued cost discipline among pharmaceutical companies following heightened R&D expenditure in recent years; |

- |  | Greater scrutiny of discretionary external research budgets; |

- |  | Delays in project approvals and procurement cycles within large pharmaceutical organisations; and |

- |  | Increased competition from both specialist research firms and broader consulting organisations |

These factors have resulted in increased pricing pressure and longer sales cycles across several client segments.

Despite these challenges, underlying demand for high-quality market intelligence remains strong given the continued innovation within the pharmaceutical industry and the growing complexity of global healthcare markets.

During the year, the Group enhanced its contract management and time-recording systems, resulting in improved availability and reliability of data relating to service contracts. As a result, management is now able to make more reliable estimates of the stage of completion of service contracts.

Accordingly, revenue on service contracts is now recognised over time by reference to the stage of completion at the reporting date. In the prior period, revenue was recognised at the point at which services were substantially completed due to limitations in the availability of reliable progress data.

The comparability of the current year’s results with the prior year is affected by this change in accounting estimate relating to revenue recognition, which has been applied prospectively during the period, in accordance with FRS 102. The impact of the change are disclosed in note 3 to the financial statements.

The Directors believe that the revised estimate provides a more accurate reflection of the underlying economics of the Group’s client engagements and transfer of services to customers. Nevertheless, users of the financial statements should take this change into account when comparing performance year-on-year.

Key Performance Indicators (KPIs)

The Directors monitor the performance of the business using a small number of key financial metrics that reflect growth, operational efficiency, and profitability.

Branding Science Group Limited (Registered number: 07908180)

Group Strategic Report

for the year ended 31 December 2024

Turnover

As noted above, reported turnover for the current period has been impacted by the change in accounting estimate which has been applied prospectively, as disclosed at note 3 to the financial statements. On a like-for-like basis, revenue earned from services delivered in FY24 decreased compared with FY23. This is a reflection of the challenging market environment, particularly in the USA.

Gross Profit

Gross profit margin improved during the year, driven by effective management of project delivery costs. The Company continues to focus on optimising resource utilisation, improving project management disciplines, and leveraging analytical capabilities where appropriate.

Despite these improvements, margin pressure remains a feature of the market due to competitive pricing dynamics and increased client expectations regarding project scope and speed of delivery.

EBIT Margin

The reported margin reflects the revenue recognition estimate change described earlier, which has had a positive impact on profitability in the current year.

On a like for like basis, EBIT margin stabilised during the period. Operational discipline, including careful management of overhead costs and continued investment in delivery efficiency, helped offset the softer trading conditions experienced in parts of the market.

Operational Performance

Operationally, the Group has continued to invest in strengthening its research capabilities, particularly in the following areas:

- Advanced analytics

- Integrated global project delivery models

The Group has also continued to refine its delivery structure to support large, multi-country research programmes, which are becoming increasingly common among global pharmaceutical clients.

Retention of experienced research professionals remains a key priority. The market for skilled healthcare insights specialists continues to be competitive, particularly in the USA.

Branding Science Group Limited (Registered number: 07908180)

Group Strategic Report

for the year ended 31 December 2024

PRINCIPAL RISKS AND UNCERTAINTIES

The Group's principal financial instruments comprise bank balances, bank loans, together with its trade and other receivables and payables. The main purpose of these instruments is to fund the Group's operations. The Group's approach to managing risks applicable to these financial instruments concerned is set out below.

Interest rate risk

The Group has external borrowings with financial institutions as part of its operations in the UK, which exposes it to interest rate sensitivity. The directors monitor its debt profile and regularly review the Group's exposure to ensure sufficient resources are available to absorb interest rate increases.

To a lesser extent, the Group's financial assets also have exposure to interest rate risk through cash deposits but the Group does not rely on this minimal financial income as a source of revenue.

Market risk

The Group spreads and mitigates market risk by operating in multiple markets.

Credit risk

A key financial risk exposure faced by the Group relates to counterparty credit risk and the need to maintain sufficient liquidity to satisfy working capital needs. The directors therefore attempt to minimise the risk through having clearly defined terms of business with its customers and counterparties, with stringent credit control over transactions with them.

Cash deposits with banks give rise to counterparty risk. The Group manage counterparty risk as far as possible by taking into account an institution's credit rating and diversifying risk where appropriate.

Liquidity risk

The liquidity risk associated with trade payables is mitigated by ensuring that sufficient funds are available to meet liabilities as they fall due. The Directors regularly monitor cash flow to ensure that the Group maintains adequate working capital.

Foreign currency risk

The Group has trading subsidiaries across various countries operating in Pound Sterling, US Dollars, Euros, Polish Zloty, Japanese Yen, Chinese RMB and Singapore Dollars giving rise to currency risk. The nature of the Groups trading operations offer a natural hedge against currency exposure and the Directors do not consider it necessary to follow any wider hedging strategies at this stage.

Operational risk

Operational risk, inherent in all businesses, is the potential for financial and reputational loss arising from failures in internal controls, operational processes or systems that support them. It includes errors, omissions, disasters and deliberate acts such as fraud. Internal processes are in place to continually re-evaluate operational risk as the Group seeks to improve its operating efficiencies and these are considered to have been effective to date.

Branding Science Group Limited (Registered number: 07908180)

Group Strategic Report

for the year ended 31 December 2024

FUTURE DEVELOPMENTS (INCLUDING RESEARCH AND DEVELOPMENT)

The Group is looking to build on its performance by growing its client base, expanding into new markets, and continuing to develop new revenue streams, all of which will drive top and bottom line growth.

The global pharmaceutical industry continues to invest heavily in innovation, particularly in areas such as oncology, rare diseases, and advanced therapeutics. These developments increase the demand for high-quality market intelligence and strategic insight.

The Group’s priorities for the coming year include:

- Strengthening client relationships with large global pharmaceutical companies

- Expanding higher-value strategic consulting and analytics services

- Improving operational efficiency and scalability of delivery teams

- Continuing investment in talent and specialist therapeutic expertise

In 2024, the Group launched metAInsights - a powerful, internal-facing AI tool, designed to help our primary market research and strategy experts get to deeper insights, quicker, to help our clients make smarter decisions for better patient futures. With the launch of metAInsights, Branding Science is setting a new standard in the use of AI in healthcare, further solidifying our position as a forward-thinking leader in the industry. metAInsights represents a significant leap forward in our ability to harness the full potential of the data we have been accumulating over a number of years and the Group is committed to continuous innovation to help pharma serve its patients better.

Although the external market conditions may remain challenging in the short term, the Directors believe the Group is well positioned to capitalise on long-term opportunities within the pharmaceutical research and consulting market. Continued investment in people and services, particularly in consultancy and developing our AI offering, means that the Group is looking to the future with confidence as it looks to build into next year and beyond.

ON BEHALF OF THE BOARD:

P Cunningham - Director

11 March 2026

Branding Science Group Limited (Registered number: 07908180)

Report of the Directors

for the year ended 31 December 2024

The directors present their report with the financial statements of the company and the group for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the Company continued to be that of a holding company with investments held in companies trading in the UK, USA, Singapore, Japan, Germany, Philippines, Italy, China and Poland. The principal activities of the undertakings are of the provision of insight led consultancy and market research to the pharmaceutical industry.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2024.

EVENTS SINCE THE END OF THE YEAR

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

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report.

P Cunningham

Mrs S Cunningham

J A N Cameron

A L Tullgren

CHARITABLE DONATIONS

During the year the Group made charitable donations of £46,956 (2023 - £39,559).

GOING CONCERN

The Directors have prepared a going concern assessment covering a period of at least 12 months from the date of approval of these financial statements. The assessment takes into account the Group’s current cash flow projections, available borrowing facilities, and applies a severe but plausible downside scenario.

The base case scenario assumes significant growth in revenue attributable to growth in new markets, new

clients and greater stability in the global pharma market post client internal reorganisations, together with

profitability improvements resulting from cost optimisation measures.

Having assessed the uncertainty inherent in cash flow forecasting, stress testing confirmed that the Group will have sufficient resources, together with other mitigating actions such as deferral of certain payments and cost controls measures (as required) to meet its liabilities as they fall due for at least 12 months from the date of approval of these financial statements.

The Group has a secured, uncommitted overdraft facility, repayable on demand and renewable on an annual basis. In October 2025, the facility was renewed until 30 October 2026. The Group has a strong relationship with its bankers and it is expected that the overdraft facility will be renewed for a further 12 months to October 2027.

In November 2025, the Group secured additional funding of £400,000 to further assist with working capital requirements and implementation of new technology across the group, which will help deliver the growth plan.

Consequently, the Directors are satisfied that the Group and Company have adequate resources for its

operational needs and will be able to meet its liabilities as they fall due for a period of at least 12 months from the date of approval of these financial statements. The financial statements therefore have been prepared on a going concern basis.

Branding Science Group Limited (Registered number: 07908180)

Report of the Directors

for the year ended 31 December 2024

QUALIFYING THIRD PARTY INDEMNITY PROVISIONS

The Group held qualifying professional indemnity insurance during the period for the benefit of one or more Directors in a form and scope detailed within the Companies Act 2006.

This insurance covers the Directors and officers against the costs of defending themselves in civil proceedings taken against them in their capacity as a Director or officer of the Group and in respect of damages resulting from the unsuccessful defence of any proceedings.

MATTERS COVERED IN THE STRATEGIC REPORT

Disclosures required under S416(4) of the Companies Act 2006 are commented upon in the Strategic Report in accordance with S414C(11) as the directors consider them to be of strategic importance to the Group.

DIRECTORS' RESPONSIBILITIES STATEMENT

The directors are responsible for preparing the Group Strategic Report, the Report of the Directors 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

- | select suitable accounting policies and then apply them consistently;

- | make judgements and accounting estimates that are reasonable and prudent;

- | prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

DISCLOSURE OF INFORMATION TO AUDITOR

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, Smailes Goldie, will be proposed in accordance with Section 485 of the Companies Act 2006.

ON BEHALF OF THE BOARD:

P Cunningham - Director

11 March 2026

Report of the Independent Auditors to the Members of

Branding Science Group Limited

Opinion

We have audited the financial statements of Branding Science Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- | give a true and fair view of the state of the group's and of the parent company affairs as at 31 December 2024 and of the group's profit for the year then ended;

- | have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

- | have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 group's and the parent 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.

Emphasis of matter - accounting estimates and revenue recognition

We draw attention to Note 3 to the financial statements, which describes the significant accounting estimates and judgements applied by management in relation to revenue recognition. As disclosed in that note, revenue on service contracts is recognised based on management’s assessment of performance obligations, the determination of transaction prices, and estimates of the stage of completion and variable consideration, where applicable. These estimates involve significant judgement and are inherently subject to uncertainty. Our opinion is not modified in respect of this matter.

Other information

The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Report of the Independent Auditors to the Members of

Branding Science Group Limited

Other Companies Act 2006 reporting

In our opinion, based on the work undertaken in the course of the audit:

- | the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- | the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

- | adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

- | the parent company 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.

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement set out on page seven, 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 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 group's and the parent 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 either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Report of the Independent Auditors to the Members of

Branding Science Group Limited

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the group, including the Companies Act 2006, tax legislation, data protection, anti-bribery, employment, environmental and health and safety legislation. An understanding of these laws and regulations and the extent of compliance was obtained through discussion with management and inspecting legal and regulatory correspondence.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by making enquiries of management and considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations. Based on our risk assessment, we considered the areas most susceptible to fraud to be revenue recognition on projects that are open at the year end, and management override of controls.

To address the risk of fraud through management bias and override of controls, we:

- |  | performed analytical procedures to identify any unusual or unexpected relationships; |

- |  | tested journal entries to identify unusual transactions; |

- |  | selected a sample of projects open at year end and agreed the stage of completion, costs incurred and revenue recognised to supporting documentation and also corroborating that the project subsequently closed post year end to supporting documentation; |

- |  | reviewed revenue and cost analysis for a sample of contracts ongoing throughout the year to ensure that closed contracts had been completed with no further activity or cost incurred post year end and that ongoing projects were correctly identified and could be reliably measured based on verifiable inputs or outputs; |

- |  | assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and |

- |  | investigated the rationale behind significant or unusual transactions. |

In response to the risk of irregularities and non-compliance with laws and regulations, we designed

procedures which included, but were not limited to:

- |  | agreeing financial statement disclosures to underlying supporting documentation; |

- |  | reading the minutes of meetings of those charged with governance; |

- |  | enquiring of management as to actual and potential litigation and claims; and |

- |  | reviewing correspondence with relevant regulators and the company's legal advisors. |

Due to the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission, or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Report of the Independent Auditors to the Members of

Branding Science Group Limited

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Jamie Chilcott ACA (Senior Statutory Auditor)

for and on behalf of Smailes Goldie

Chartered Accountants

Statutory Auditor

Regent's Court

Princess Street

Hull

East Yorkshire

HU2 8BA

12 March 2026

Branding Science Group Limited (Registered number: 07908180)

Consolidated Statement of Comprehensive Income

for the year ended 31 December 2024

| 2024 |  | 2023

| Notes | £ | £ |

TURNOVER | 4 | 25,269,168 |  | 23,265,623 |  |

Cost of sales | (6,109,759 | ) | (7,750,725 | ) |

GROSS PROFIT | 19,159,409 |  | 15,514,898 |  |

Administrative expenses | (15,645,341 | ) | (16,329,702 | ) |

3,514,068 |  | (814,804 | ) |

Other operating income | 635,805 |  | 277,157 |  |

OPERATING PROFIT/(LOSS) | 6 | 4,149,873 |  | (537,647 | ) |

Interest receivable and similar income | 109 |  | - |  |

4,149,982 |  | (537,647 | ) |

Interest payable and similar expenses | 8 | (176,913 | ) | (83,586 | ) |

PROFIT/(LOSS) BEFORE TAXATION | 3,973,069 |  | (621,233 | ) |

Tax on profit/(loss) | 9 | (231,608 | ) | (370,974 | ) |

PROFIT/(LOSS) FOR THE FINANCIAL YEAR | 3,741,461 |  | (992,207 | ) |

OTHER COMPREHENSIVE INCOME |

Foreign exchange reserve movement | (11,942 | ) | (143,817 | ) |

Income tax relating to other comprehensive income | - |  | - |  |

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX | (11,942 | ) | (143,817 | ) |

TOTAL COMPREHENSIVE INCOME FOR THE YEAR | 3,729,519 |  | (1,136,024 | ) |

Profit/(loss) attributable to:

Owners of the parent | 3,741,461 |  | (992,207 | ) |

Total comprehensive income attributable to:

Owners of the parent | 3,729,519 |  | (1,136,024 | ) |

Branding Science Group Limited (Registered number: 07908180)

Consolidated Balance Sheet

31 December 2024

| 2024 |  | 2023

| Notes | £ | £ |

FIXED ASSETS

Intangible assets | 11 | 866,081 |  | 330,866 |  |

Tangible assets | 12 | 259,995 |  | 293,601 |  |

Investments | 13 | - |  | - |  |

1,126,076 |  | 624,467 |  |

CURRENT ASSETS

Debtors | 14 | 11,791,273 |  | 11,875,102 |  |

Cash at bank and in hand | 2,334,685 |  | 2,044,953 |  |

14,125,958 |  | 13,920,055 |  |

CREDITORS

Amounts falling due within one year | 15 | (10,873,556 | ) | (14,035,032 | ) |

NET CURRENT ASSETS/(LIABILITIES) | 3,252,402 |  | (114,977 | ) |

TOTAL ASSETS LESS CURRENT LIABILITIES | 4,378,478 |  | 509,490 |  |

CREDITORS

Amounts falling due after more than one year | 16 | (260,000 | ) | (145,833 | ) |

PROVISIONS FOR LIABILITIES | 20 | (60,661 | ) | (35,361 | ) |

NET ASSETS | 4,057,817 |  | 328,296 |  |

CAPITAL AND RESERVES

Called up share capital | 21 | 71 |  | 71 |  |

Foreign exchange reserve | 22 | (209,689 | ) | (197,747 | ) |

Retained earnings | 22 | 4,267,435 |  | 525,972 |  |

4,057,817 |  | 328,296 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 11 March 2026 and were signed on its behalf by:

P Cunningham - Director

Branding Science Group Limited (Registered number: 07908180)

Company Balance Sheet

31 December 2024

| 2024 |  | 2023

| Notes | £ | £ |

FIXED ASSETS

Intangible assets | 11 | 750,420 |  | 195,534 |  |

Tangible assets | 12 | 34,423 |  | 32,649 |  |

Investments | 13 | 29,255 |  | 307,032 |  |

814,098 |  | 535,215 |  |

CURRENT ASSETS

Debtors | 14 | 16,409,045 |  | 14,764,914 |  |

Cash at bank | 112,871 |  | 58,002 |  |

16,521,916 |  | 14,822,916 |  |

CREDITORS

Amounts falling due within one year | 15 | (19,406,900 | ) | (17,744,133 | ) |

NET CURRENT LIABILITIES | (2,884,984 | ) | (2,921,217 | ) |

TOTAL ASSETS LESS CURRENT LIABILITIES | (2,070,886 | ) | (2,386,002 | ) |

CREDITORS

Amounts falling due after more than one year | 16 | (260,000 | ) | (145,833 | ) |

PROVISIONS FOR LIABILITIES | 20 | (25,756 | ) | (7,274 | ) |

NET LIABILITIES | (2,356,642 | ) | (2,539,109 | ) |

CAPITAL AND RESERVES

Called up share capital | 21 | 71 |  | 71 |  |

Retained earnings | 22 | (2,356,713 | ) | (2,539,180 | ) |

(2,356,642 | ) | (2,539,109 | ) |

Company's profit/(loss) for the financial year | 182,467 |  | (2,413,250 | ) |

The financial statements were approved by the Board of Directors and authorised for issue on 11 March 2026 and were signed on its behalf by:

P Cunningham - Director

Branding Science Group Limited (Registered number: 07908180)

Consolidated Statement of Changes in Equity

for the year ended 31 December 2024

| Called up |  | Foreign |

| share |  | Retained |  | exchange |  | Total

| capital |  | earnings |  | reserve |  | equity

£ | £ | £ | £ |

Balance at 1 January 2023 | 71 |  | 1,518,179 |  | (53,930 | ) | 1,464,320 |  |

Changes in equity

Total comprehensive income | - |  | (992,207 | ) | (143,817 | ) | (1,136,024 | ) |

Balance at 31 December 2023 | 71 |  | 525,972 |  | (197,747 | ) | 328,296 |  |

Changes in equity

Total comprehensive income | - |  | 3,741,461 |  | (11,942 | ) | 3,729,519 |  |

Balance at 31 December 2024 | 71 |  | 4,267,433 |  | (209,689 | ) | 4,057,815 |  |

Branding Science Group Limited (Registered number: 07908180)

Company Statement of Changes in Equity

for the year ended 31 December 2024

| Called up |

| share |  | Retained |  | Total

| capital |  | earnings |  | equity

£ | £ | £ |

Balance at 1 January 2023 | 71 |  | (125,930 | ) | (125,859 | ) |

Changes in equity

Total comprehensive income | - |  | (2,413,250 | ) | (2,413,250 | ) |

Balance at 31 December 2023 | 71 |  | (2,539,180 | ) | (2,539,109 | ) |

Changes in equity

Total comprehensive income | - |  | 182,467 |  | 182,467 |  |

Balance at 31 December 2024 | 71 |  | (2,356,713 | ) | (2,356,642 | ) |

Branding Science Group Limited (Registered number: 07908180)

Consolidated Cash Flow Statement

for the year ended 31 December 2024

| 2024 |  | 2023

| Notes | £ | £ |

Cash flows from operating activities

Cash generated from operations | 1 | 839,105 |  | 1,259,274 |  |

Tax paid | (348,597 | ) | (140,257 | ) |

Net cash from operating activities | 490,508 |  | 1,119,017 |  |

Cash flows from investing activities

Purchase of intangible fixed assets | (730,997 | ) | (215,569 | ) |

Purchase of tangible fixed assets | (79,704 | ) | (74,236 | ) |

Interest received | 109 |  | - |  |

Directors' loan account advances | (483,521 | ) | (1,555,440 | ) |

Net cash from investing activities | (1,294,113 | ) | (1,845,245 | ) |

Cash flows from financing activities

New loans in year | 350,000 |  | - |  |

Loan repayments in year | (250,374 | ) | (251,799 | ) |

Interest paid | (176,913 | ) | (83,586 | ) |

Net cash from financing activities | (77,287 | ) | (335,385 | ) |

Decrease in cash and cash equivalents | (880,892 | ) | (1,061,613 | ) |

Cash and cash equivalents at beginning of year | 2 | 357,195 |  | 1,492,240 |  |

Effect of foreign exchange rate changes | (11,942 | ) | (73,432 | ) |

Cash and cash equivalents at end of year | 2 | (535,639 | ) | 357,195 |  |

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Cash Flow Statement

for the year ended 31 December 2024

1. | RECONCILIATION OF PROFIT/(LOSS) BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

| 2024 |  | 2023

£ | £ |

| Profit/(loss) before taxation | 3,973,069 |  | (621,233 | ) |

| Depreciation charges | 113,309 |  | 84,201 |  |

| Amortisation charges | 195,782 |  | 62,022 |  |

| Finance costs | 176,913 |  | 83,586 |  |

| Finance income | (109 | ) | - |  |

4,458,964 |  | (391,424 | ) |

| Decrease/(increase) in trade and other debtors | 683,812 |  | (1,024,873 | ) |

| (Decrease)/increase in trade and other creditors | (4,303,671 | ) | 2,675,571 |  |

| Cash generated from operations | 839,105 |  | 1,259,274 |  |

2. | CASH AND CASH EQUIVALENTS

| The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

| Year ended 31 December 2024

| 31.12.24 |  | 1.1.24

£ | £ |

| Cash and cash equivalents | 2,334,685 |  | 2,044,953 |  |

| Bank overdrafts | (2,870,324 | ) | (1,687,758 | ) |

(535,639 | ) | 357,195 |  |

| Year ended 31 December 2023

| 31.12.23 |  | 1.1.23

£ | £ |

| Cash and cash equivalents | 2,044,953 |  | 1,492,240 |  |

| Bank overdrafts | (1,687,758 | ) | - |  |

357,195 |  | 1,492,240 |  |

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Cash Flow Statement

for the year ended 31 December 2024

3. | ANALYSIS OF CHANGES IN NET DEBT

| Other |

| non-cash |

| At 1.1.24 | Cash flow | changes | At 31.12.24

£ | £ | £ | £ |

| Net cash |

| Cash at bank

| and in hand | 2,044,953 |  | 289,732 |  | 2,334,685 |  |

| Bank overdrafts | (1,687,758 | ) | (1,182,566 | ) | (2,870,324 | ) |

357,195 |  | (892,834 | ) | (535,639 | ) |

| Debt

| Debts falling due

| within 1 year | (250,374 | ) | 160,374 |  | (145,833 | ) | (235,833 | ) |

| Debts falling due

| after 1 year | (145,833 | ) | (260,000 | ) | 145,833 |  | (260,000 | ) |

(396,207 | ) | (99,626 | ) | - |  | (495,833 | ) |

| Total | (39,012 | ) | (992,460 | ) | - |  | (1,031,472 | ) |

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements

for the year ended 31 December 2024

1. | GENERAL INFORMATION

| Branding Science Group Limited is a private company limited by shares and incorporated in England and Wales under the Companies Act 2006. The address of the registered office is given on the company information page and the nature of the Group's operations and it's principal activity are set out in the Director's Report.

2. | ACCOUNTING POLICIES

| Basis of preparing the financial statements

| The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

| The presentational and functional currency of these financial statements is Pound Sterling. Values are rounded to the nearest pound.

| The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).

| The following principal accounting policies have been applied:

| Basis of consolidation

| In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

| Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

| The consolidated financial statements incorporate those of Branding Science Group Limited and all of its subsidiaries (ie entities that the group controls through its power to govern the financial and operating policies so as to obtain economic benefits). Subsidiaries acquired during the year are consolidated using the purchase method. Their results are incorporated from the date that control passes.

| All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

| All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

2. | ACCOUNTING POLICIES - continued

| Going concern

| The Directors have prepared a going concern assessment covering a period of at least 12 months from the date of approval of these financial statements. The assessment takes into account the Group’s current cash flow projections, available borrowing facility, and applies a severe but plausible downside scenario.

| The base case scenario assumes growth in revenue attributable to growth in new markets, new clients and greater stability in the global pharma market post client internal reorganisations, together with profitability improvements resulting from cost optimisation measures.

| Having assessed the uncertainty inherent in cash flow forecasting, stress testing confirmed that the Group will have sufficient resources, together with other mitigating actions such as deferral of certain payments and cost controls measures (as required) to meet its liabilities as they fall due for at least 12 months from the date of approval of these financial statements.

| The Group has a secured, uncommitted overdraft facility, repayable on demand and renewable on an annual basis. In October 2025, the facility was renewed until 30 October 2026. The Group has a strong relationship with its bankers and it is expected that the overdraft facility will be renewed for a further 12 months to October 2027.

| Consequently, the Directors are satisfied that the Group and Company have adequate resources for its operational needs and will be able to meet its liabilities as they fall due for a period of at least 12 months from the date of approval of these financial statements. The financial statements therefore have been prepared on a going concern basis.

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

2. | ACCOUNTING POLICIES - continued

| Turnover

| Turnover represents revenue earned under a wide variety of contracts to provide professional market research services in the healthcare and pharmaceutical sector. These services are provided on fixed and variable price contracts, with the contract term normally less than a year.

| Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured.

| Rendering of services

| When the outcome of the transaction can be estimated reliably, revenue is recognised as contract activity progresses and the Group obtains the right to consideration in exchange for its performance under the contract. For incomplete contracts, revenue recognised reflects the partial performance of the contractual obligations measured by the estimate percentage of completion of the transaction at the end of the reporting period.

| When the outcome of the transaction involving the rendering of services cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

| Revenue earned in excess of amounts billed to clients is included in debtors as accrued income or amounts recoverable on contract, and payments on account in excess of the relevant amount of revenue earned are included in the creditors as deferred income.

| Intangible assets

| Goodwill

| Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life, which is 10 years.

| 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.

| Amortisation is provided on the following bases:

| - |  | Computer software (including AI tools) |  | - 25% reducing balance |  |

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

2. | ACCOUNTING POLICIES - continued

| Tangible fixed assets

| Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

| 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.

| Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives.

| Depreciation is provided on the following basis:

| - |  | Leasehold improvements |  | - Over the lease term |  |

| - |  | Fixtures and fittings |  | - 25% reducing balance |  |

| - |  | Computer equipment |  | - 25% reducing balance |  |

| 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 profit or loss.

| Investments in subsidiaries

| Investments in subsidiaries are measured at cost less accumulated impairment.

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

2. | ACCOUNTING POLICIES - continued

| Financial instruments

| The Group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

| Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.

| Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Consolidated Statement of Comprehensive Income.

| For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

| For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Group would receive for the asset if it were to be sold at the reporting date.

| Financial assets and liabilities are offset and the net amount reported in the Statement of Financial Position when there is an 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.

| 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.

| 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.

| In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

| Creditors

| Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

2. | ACCOUNTING POLICIES - continued

| Current and deferred taxation

| The tax expense for the year comprises current and deferred tax. Tax is recognised in the Income Statement 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 reporting 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 reporting 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; |  |

| - |  | Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and |  |

| - |  | Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future. |  |

| 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 reporting date.

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

2. | ACCOUNTING POLICIES - continued

| Foreign currency translation

| Functional and presentation currency

| The Company's functional and presentational currency is GBP (£).

| 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.

| Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

| Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'administrative expenses'.

| On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.

| At the reporting date, the Company and each of its subsidiaries had a functional currency of pound sterling with the exception of:

| - |  | Just WorldWide US LLC, Branding Science International LLC and Just WorldWide PTE Ltd, which have a functional currency of US Dollars; |  |

| - |  | Just WorIdwide (Poland) Sp z o.o., which has a functional currency of Polish Zloty; |  |

| - |  | Branding Science Group PTE Ltd, which has a functional currency of Singapore Dollars; |  |

| - |  | Branding Science Philippines Inc, which has a functional currency of Philippine Peso; |  |

| - |  | Just Worldwide (Shanghai) Consulting Co., Ltd, which has a functional currency of ChineseYuan; |  |

| - |  | Just WorldWide KK, which has a functional currency of Japanese Yen; and |  |

| - |  | Branding Science Germany GmbH, Just WW GmbH and Just Worldwide S.R.L., which have a functional currency of Euros. |  |

| Operating leases: the group as lessee

| Rentals paid under operating leases are charged to profit or loss 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.

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

2. | ACCOUNTING POLICIES - continued

| Defined contribution pension plan

| The Group operates a defined contribution plan for its employees. A defined contribution plan is a

| pension plan under which the Group pays fixed contributions into a separate entity. Once the

| contributions have been paid the Group has no further payment obligations.

| The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.

| Finance costs

| Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

| Borrowing costs

| All borrowing costs are recognised in profit or loss in the year in which they are incurred.

| Share-based payments

| Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.

| The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Group keeping the scheme open or the employee maintaining any contributions required by the scheme).

| Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.

| Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

3. | CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

| In the application of the Group'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.

| The Directors consider the stage of completion and revenue recognition on open service contracts to be key area of judgement for the Group.

| During the year, the Group enhanced its contract management and time-recording systems, resulting in improved availability and reliability of data relating to service contracts. As a result, management is now able to make more reliable estimates of the stage of completion of service contracts.

| Accordingly, revenue on service contracts is recognised over time by reference to the stage of completion at the reporting date, measured by reference to inputs incurred relative to total expected inputs (or another appropriate measure of progress, such as verifiable outputs). In prior periods, revenue was recognised at the point at which services were substantially completed due to limitations in the availability of reliable progress data. Management considers that this revised approach results in revenue being recognised in a manner that more accurately depicts the transfer of services to customers.

| Management has concluded that this represents a change in accounting estimate in accordance with Section 10 of FRS 102, arising from new information and improved measurement capability rather than a change in accounting policy. The effect of the change has been recognised prospectively and is included in revenue and profit for the current year. The impact on revenue, cost of sales and profit in the current year as a result of the release of accruals and deferred income from FY23 was £5,776,685 increase in revenue, £1,826,612 increase in cost of sales and £3,950,072 increase in profit.

| The application of this methodology requires judgement, particularly in estimating total expected costs, assessing performance obligations, and determining the timing of satisfaction of those obligations. These estimates are reviewed on an ongoing basis and revised where necessary.

4. | TURNOVER

|  | 2024 |  | 2023 |  |

|  | £ |  | £ |  |

| Market research |  | 22,955,917 |  | 21,631,938 |  |

| Consultancy |  | 2,313,251 |  | 1,633,635 |  |

|  | 25,269,168 |  | 23,265,623 |  |

| Analysis of turnover by country of destination:

|  | 2024 |  | 2023 |  |

|  | £ |  | £ |  |

| United Kingdom and Europe |  | 12,520,336 |  | 6,445,968 |  |

| United States of America |  | 11,421,436 |  | 14,017,325 |  |

| Asia |  | 1,327,392 |  | 2,802,330 |  |

|  | 25,269,168 |  | 23,265,623 |  |

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

5. | EMPLOYEES AND DIRECTORS

| 2024 |  | 2023

£ | £ |

| Wages and salaries | 10,010,599 |  | 10,356,681 |  |

| Social security costs | 1,071,111 |  | 1,133,401 |  |

| Other pension costs | 672,413 |  | 622,435 |  |

11,754,123 |  | 12,112,517 |  |

| The average number of employees during the year was as follows:

| 2024 |  | 2023

| Administration | 141 |  | 149 |  |

| Management | 11 |  | 8 |  |

152 |  | 157 |  |

|  | 2024 |  |  | 2023 |  |

|  | £ |  |  | £ |  |

| Directors' emoluments |  | 294,663 |  |  | 223,855 |  |

| Company contributions to defined contribution pension schemes |  | - |  |  | 20,800 |  |

|  | 294,663 |  |  | 244,655 |  |

| During the year retirement benefits were accruing to nil Directors (2023 - 2) in respect of defined

| contribution pension schemes.

| The highest paid Director received remuneration of £183,855 plus other benefits equal to £56,885 (2023 - £183,855).

| The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid Director amounted to £nil (2023 - £2,800).

| Key management personnel include all directors and a number of senior managers across the Group who together have authority and responsibility for planning, directing and controlling the activities of the Group. The total compensation paid to key management personnel for services provided to the Group was £1,674,869 (2023 - £1,546,742).

6. | OPERATING PROFIT/(LOSS)

| The operating profit (2023 - operating loss) is stated after charging/(crediting):

| 2024 |  | 2023

£ | £ |

| Other operating leases | 531,572 |  | 528,524 |  |

| Depreciation - owned assets | 113,309 |  | 84,202 |  |

| Goodwill amortisation | 19,500 |  | 19,500 |  |

| Computer software amortisation | 176,282 |  | 42,521 |  |

| Foreign exchange differences | 77,148 |  | (177,627 | ) |

| Auditor's remuneration of group accounts | 42,000 |  | 32,000 |  |

| Auditor's remuneration of subsidiary accounts | 35,000 |  | 33,000 |  |

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

7. | EXCEPTIONAL ITEMS

|  | 2024 |  |  | 2023 |

|  | £ |  |  | £ |

| Employee Retention Credit (ERC) |  | 635,805 |  |  | 277,157 |

| The Employee Retention Credit (ERC) is a refundable payroll tax credit filed against employment taxes in the USA. ERC was introduced with the Coronavirus Act, Relief and Economic Security Act (CARES) to help businesses recover from the economic fallout that occurred.

| Note 3 outlines the critical accounting estimates and key sources of estimation uncertainty and describes a change in accounting estimate in relation to revenue recognition that has been applied prospectively in the current year. This change has had an exceptional impact on sales, cost of sales and profit in the current year, as detailed in that note.

8. | INTEREST PAYABLE AND SIMILAR EXPENSES |

| 2024 |  | 2023

£ | £ |

| Loan interest payable | 27,908 |  | 45,341 |  |

| Other interest payable | 149,005 |  | 38,245 |  |

176,913 |  | 83,586 |  |

9. | TAXATION

| Analysis of the tax charge

| The tax charge on the profit for the year was as follows:

| 2024 |  | 2023

£ | £ |

| Current tax:

| UK corporation tax | - |  | (1,810 | ) |

| Adjustment in respect of

| previous periods | - |  | (21,061 | ) |

| Foreign tax on income | 206,308 |  | 402,916 |  |

| Total current tax | 206,308 |  | 380,045 |  |

| Deferred tax | 25,300 |  | (9,071 | ) |

| Tax on profit/(loss) | 231,608 |  | 370,974 |  |

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

9. | TAXATION - continued

| Reconciliation of total tax charge included in profit and loss

| The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

| 2024 |  | 2023

£ | £ |

| Profit/(loss) before tax | 3,973,069 |  | (621,233 | ) |

| Profit/(loss) multiplied by the standard rate of corporation tax in the UK of 25 % (2023 - 23.520 %) | 993,267 |  | (146,114 | ) |

| Effects of:

| Expenses not deductible for tax purposes | 24,626 |  | 228,599 |  |

| Income not taxable for tax purposes | - |  | (72,879 | ) |

| Utilisation of tax losses | (472,473 | ) | - |  |

| Adjustments to tax charge in respect of previous periods | - |  | (70,634 | ) |

| Fixed asset differences | - |  | 113 |  |

| Remeasurement of deferred tax for changes in tax rates | - |  | (26,351 | ) |

| Group income not taxable | (220,787 | ) | (243,523 | ) |

| Other permanent differences | - |  | 4,252 |  |

| Foreign tax - other | (92,668 | ) | 213,532 |  |

| Movement in deferred tax not recognised | - |  | 485,793 |  |

| Other | (357 | ) | (1,814 | ) |

| Total tax charge | 231,608 |  | 370,974 |  |

| Tax effects relating to effects of other comprehensive income |

| 2024 |

| Gross |  | Tax |  | Net |

£ | £ | £ |

| Foreign exchange reserve movement | (11,942 | ) | - |  | (11,942 | ) |

| 2023 |

| Gross |  | Tax |  | Net |

£ | £ | £ |

| Foreign exchange | (143,817 | ) | - |  | (143,817 | ) |

10. | INDIVIDUAL STATEMENT OF COMPREHENSIVE INCOME

| As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

11. | INTANGIBLE FIXED ASSETS

| Group

| Computer |

| Goodwill |  | software |  | Totals

£ | £ | £ |

| COST

| At 1 January 2024 | 195,000 |  | 362,639 |  | 557,639 |  |

| Additions | - |  | 730,997 |  | 730,997 |  |

| At 31 December 2024 | 195,000 |  | 1,093,636 |  | 1,288,636 |  |

| AMORTISATION

| At 1 January 2024 | 139,750 |  | 87,023 |  | 226,773 |  |

| Amortisation for year | 19,500 |  | 176,282 |  | 195,782 |  |

| At 31 December 2024 | 159,250 |  | 263,305 |  | 422,555 |  |

| NET BOOK VALUE

| At 31 December 2024 | 35,750 |  | 830,331 |  | 866,081 |  |

| At 31 December 2023 | 55,250 |  | 275,616 |  | 330,866 |  |

| Company

| Computer

| software

£ |

| COST

| At 1 January 2024 | 248,516 |  |

| Additions | 709,752 |  |

| At 31 December 2024 | 958,268 |  |

| AMORTISATION

| At 1 January 2024 | 52,982 |  |

| Amortisation for year | 154,866 |  |

| At 31 December 2024 | 207,848 |  |

| NET BOOK VALUE

| At 31 December 2024 | 750,420 |  |

| At 31 December 2023 | 195,534 |  |

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

12. | TANGIBLE FIXED ASSETS

| Group

| Improvements |  | Fixtures |

| to |  | and |  | Computer |

| property |  | fittings |  | equipment |  | Totals

£ | £ | £ | £ |

| COST

| At 1 January 2024 | 148,817 |  | 335,972 |  | 448,799 |  | 933,588 |  |

| Additions | - |  | 16,066 |  | 63,638 |  | 79,704 |  |

| Disposals | - |  | (1,677 | ) | - |  | (1,677 | ) |

| At 31 December 2024 | 148,817 |  | 350,361 |  | 512,437 |  | 1,011,615 |  |

| DEPRECIATION

| At 1 January 2024 | 94,252 |  | 275,848 |  | 269,887 |  | 639,987 |  |

| Charge for year | 6,930 |  | 50,657 |  | 55,722 |  | 113,309 |  |

| Eliminated on disposal | - |  | (1,676 | ) | - |  | (1,676 | ) |

| At 31 December 2024 | 101,182 |  | 324,829 |  | 325,609 |  | 751,620 |  |

| NET BOOK VALUE

| At 31 December 2024 | 47,635 |  | 25,532 |  | 186,828 |  | 259,995 |  |

| At 31 December 2023 | 54,565 |  | 60,124 |  | 178,912 |  | 293,601 |  |

| Company

| Fixtures |

| and |  | Computer |

| fittings |  | equipment |  | Totals

£ | £ | £ |

| COST

| At 1 January 2024 | 5,314 |  | 66,294 |  | 71,608 |  |

| Additions | - |  | 10,676 |  | 10,676 |  |

| At 31 December 2024 | 5,314 |  | 76,970 |  | 82,284 |  |

| DEPRECIATION

| At 1 January 2024 | 2,683 |  | 36,276 |  | 38,959 |  |

| Charge for year | 768 |  | 8,134 |  | 8,902 |  |

| At 31 December 2024 | 3,451 |  | 44,410 |  | 47,861 |  |

| NET BOOK VALUE

| At 31 December 2024 | 1,863 |  | 32,560 |  | 34,423 |  |

| At 31 December 2023 | 2,631 |  | 30,018 |  | 32,649 |  |

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

13. | FIXED ASSET INVESTMENTS

| Company

| Shares in

| group

| undertakin

£ |

| COST

| At 1 January 2024 | 307,032 |  |

| Disposals | (277,777 | ) |

| At 31 December 2024 | 29,255 |  |

| NET BOOK VALUE

| At 31 December 2024 | 29,255 |  |

| At 31 December 2023 | 307,032 |  |

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

13. | FIXED ASSET INVESTMENTS - continued

| Direct subsidiary undertakings

| The following were direct subsidiary undertakings of the Company:

| Name |  | Registered office |  | Class of shares |  | Holding |  |

| Brand Sight International Limited - dissolved 15 October 2024 |  | United Kingdom |  | Ordinary |  | 100% |  |

| Branding Science (UK) Limited |  | United Kingdom(*) |  | Ordinary |  | 100% |  |

| Branding Science Group PTE Ltd |  | 9 Temasek Boulevard #29-01, Suntec TowerTwo, Singapore 038989 |  | Ordinary |  | 100% |  |

| Branding Science International LLC |  | 11 Schalks Crossing Road, Suite 626,Plainsboro, New Jersey 08536 |  | Ordinary |  | 100% |  |

| Just WorldWide KK |  | Japan |  | Ordinary |  | 100% |  |

| Just WorldWide Ltd |  | United Kingdom(*) |  | Ordinary |  | 100% |  |

| * The registered addresses of these companies are the same as the parent company

| Indirect subsidiary undertakings

| The following were indirect subsidiary undertakings of the Company:

| Name |  | Registered office |  | Class of shares |  | Holding |  |

| Just WorIdwide (Poland) Sp z o.o. |  | Nowogrodzka 10/7, 00-511 Warszawa,Polska |  | Ordinary |  | 100% |  |

| Just WorIdWide PTE Ltd |  | CPA Link, 178 Paya Lebar Road, #05-01,Singapore, 409030 |  | Ordinary |  | 100% |  |

| Just WorIdWide US LLC |  | 4500 140th Ave, Suite 101, Clearwater,Florida 33762 |  | Ordinary |  | 100% |  |

| Branding Science Germany GmbH |  | c/o Ku'Damm Büro 167 3. OGKurfürstendamm 167 10707 Berlin,Germany |  | Ordinary |  | 100% |  |

| Just Worldwide S.R.L. |  | Via Bianca di Savoia, number 17, Milan, Italy |  | Ordinary |  | 100% |  |

| Just Worldwide (Shanghai)Consulting Co., Ltd |  | Room 1270, No. 100, Lane 130, TaopuRoad, Putuo District, Shanghai, China |  | Ordinary |  | 100% |  |

| Branding Science Philippines Inc |  | 2208 22/F Cityland 20, Tower 2, 154 HVDela Costa St., Salcedo Village, MakatiCity, Philippines 1227 |  | Ordinary |  | 100% |  |

| Just WW GmbH |  | c/o Ku'Damm Büro 167 3. OGKurfürstendamm 167 10707 Berlin,Germany |  | Ordinary |  | 100% |  |

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

14. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| Group |  | Company |

2024 | 2023 | 2024 | 2023 |

£ | £ | £ | £ |

| Trade debtors | 5,273,915 |  | 6,609,085 |  | - |  | 2,447 |  |

| Amounts owed by group undertakings | - |  | - |  | 11,110,647 |  | 10,184,349 |  |

| Other debtors | 4,836,847 |  | 3,723,979 |  | 3,881,697 |  | 3,408,313 |  |

| Corporation tax recoverable | 1,544,504 |  | 1,428,043 |  | 1,298,233 |  | 1,135,044 |  |

| VAT | - |  | - |  | 8,279 |  | - |  |

| Prepayments and accrued income | 136,007 |  | 113,995 |  | 110,189 |  | 34,761 |  |

11,791,273 |  | 11,875,102 |  | 16,409,045 |  | 14,764,914 |  |

| Amounts owed by group undertakings are interest free and repayable on demand.

| Included within other debtors due within one year is a loan to P Cunningham, a director, amounting to £3,881,697 (2023 - £3,398,176). The director's loan is interest free and repayable on demand. Included within corporation tax recoverable is £1,298,233 in respect of tax paid or payable on participator loans under s455 CTA 2010.

15. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| Group |  | Company |

2024 | 2023 | 2024 | 2023 |

£ | £ | £ | £ |

| Bank loans and overdrafts (see note 17) | 3,016,157 |  | 1,938,132 |  | 145,833 |  | 250,000 |  |

| Other loans (see note 17) | 90,000 |  | - |  | 90,000 |  | - |  |

| Trade creditors | 1,538,245 |  | 685,331 |  | 84,924 |  | - |  |

| Amounts owed to group undertakings | - |  | - |  | 18,156,694 |  | 16,623,187 |  |

| Corporation tax | 587,238 |  | 613,066 |  | 681,289 |  | 601,574 |  |

| Social security and other taxes | 242,352 |  | 163,346 |  | - |  | - |  |

| VAT | 82,409 |  | 196,009 |  | - |  | - |  |

| Other creditors | 71,792 |  | 18,431 |  | - |  | - |  |

| Accruals and deferred income | 5,245,363 |  | 10,420,717 |  | 248,160 |  | 269,372 |  |

10,873,556 |  | 14,035,032 |  | 19,406,900 |  | 17,744,133 |  |

| Amounts owed to group undertakings are interest free and repayable on demand.

16. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |

| Group |  | Company |

2024 | 2023 | 2024 | 2023 |

£ | £ | £ | £ |

| Bank loans (see note 17) | - |  | 145,833 |  | - |  | 145,833 |  |

| Other loans (see note 17) | 260,000 |  | - |  | 260,000 |  | - |  |

260,000 |  | 145,833 |  | 260,000 |  | 145,833 |  |

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

17. | LOANS

| An analysis of the maturity of loans is given below:

| Group |  | Company |

2024 | 2023 | 2024 | 2023 |

£ | £ | £ | £ |

| Amounts falling due within one year or | on demand: |

| Bank overdrafts | 2,870,324 |  | 1,687,758 |  | - |  | - |  |

| Bank loans | 145,833 |  | 250,374 |  | 145,833 |  | 250,000 |  |

| Other loans | 90,000 |  | - |  | 90,000 |  | - |  |

3,106,157 |  | 1,938,132 |  | 235,833 |  | 250,000 |  |

| Amounts falling due between one and | two years: |

| Bank loans - 1-2 years | - |  | 145,833 |  | - |  | 145,833 |  |

| Other loans - 1-2 years | 120,000 |  | - |  | 120,000 |  | - |  |

120,000 |  | 145,833 |  | 120,000 |  | 145,833 |  |

| Amounts falling due between two and | five years: |

| Other loans - 2-5 years | 140,000 |  | - |  | 140,000 |  | - |  |

| On 6 July 2020 the Group took out a CBIL loan with HSBC of £1m to be repaid in 47 equal monthly

| instalments beginning in the 13th month after the loan is drawn down. Interest on the loan in 0% in the

| first year and 3.99% over the base rate for the rest of the term.

| On 25 July 2020 the Group took out an interest free CBIL loan with Alior Bank of PLN45k. This was

| repaid during 2024.

| On 10 October 2024 the Group took out an unsecured loan of £350,000 for the purposes of working capital and investment into new software development. The loan is repayable by monthly instalments commencing in April 2025 through to the final repayment date in October 2027. Interest is charged at a rate of 8% per annum on amounts outstanding.

18. | LEASING AGREEMENTS

| Minimum lease payments fall due as follows:

| At 31 December 2024 the Group had future minimum lease payments due under non-cancellable

| operating leases for each of the following periods:

|  | Group |  | Group |  |

|  | 2024 |  | 2023 |  |

|  | £ |  | £ |  |

| Not later than 1 year |  | 279,310 |  | 244,489 |  |

| Later than 1 year and not later than 5 years |  | 363,288 |  | 44,432 |  |

|  | 642,598 |  | 288,821 |  |

| The Company provides a guarantee for the operating lease commitment of its subsidiary Branding Science (UK) Limited.

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

19. | SECURED DEBTS

| The following secured debts are included within creditors:

| Group |

2024 | 2023 |

£ | £ |

| Bank overdrafts | 2,870,324 |  | 1,687,758 |  |

| Bank loans | 145,833 |  | 396,207 |  |

3,016,157 |  | 2,083,965 |  |

| Bank loans and overdrafts with HSBC are secured by a Composite Company Unlimited Multilateral Guarantee given by Branding Science (UK) Limited, Just Worldwide Limited and Branding Science Group Limited, and a Debenture including fixed and floating charges over certain assets of the Group.

20. | PROVISIONS FOR LIABILITIES

| Group |  | Company |

2024 | 2023 | 2024 | 2023 |

£ | £ | £ | £ |

| Deferred tax | 60,661 |  | 35,361 |  | 25,756 |  | 7,274 |  |

| Group

| Deferred |

| tax |

£ |

| Balance at 1 January 2024 | 35,361 |  |

| Charge to Statement of Comprehensive Income during year | 25,300 |  |

| Balance at 31 December 2024 | 60,661 |  |

| Company

| Deferred |

| tax |

£ |

| Balance at 1 January 2024 | 7,274 |  |

| Charge to Income Statement during year | 18,482 |  |

| Balance at 31 December 2024 | 25,756 |  |

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

21. | CALLED UP SHARE CAPITAL

|  | 2024 |  | 2023 |  |

|  | £ |  | £ |  |

| Allotted, called up and fully paid |  |

| 772 Ordinary A Shares of £0.05 each |  | 39 |  | 39 |  |

| 8 Ordinary B Shares of £0.05 each |  | - |  | - |  |

| 634 Ordinary C Shares of £0.05 each |  | 32 |  | 32 |  |

| 1 Ordinary D Shares of £0.05 each |  | - |  | - |  |

|  | 71 |  | 71 |  |

| Ordinary A shares each carry one voting right.

| Ordinary B shares have no voting rights but are eligible for dividends.

| Ordinary C shares have no voting rights nor eligible for dividends.

| Ordinary D shares each carry one voting right but are not eligible for dividends.

| A total of 72 Ordinary C shares are held in treasury following a company purchase of own shares in May 2022.

22. | RESERVES

| Reserves

| The Group and Company's capital and reserves are as follows:

| Share capital

| Called up share capital reserve represents the nominal value of the shares issued.

| Profit and loss account

| Profit and loss account represents cumulative profits or losses net of dividends paid and other

| adjustments.

23. | PENSION COMMITMENTS

| The Group operates a defined contributions pension scheme. The assets of the scheme are held

| separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £672,413 (2023 £622,435). Contributions totalling £Nil (2023 - £Nil) were payable to the fund at the reporting date.

24. | CONTINGENT LIABILITIES

| The Company has entered into a guarantee and debenture whereby there is a fixed and floating charge over the undertaking and all of the present and future assets of the Company in favour of the security agent acting on behalf of the lending bank to the Company. The Group has provided guarantees to third parties in respect of borrowings of certain subsidiary undertakings. The maximum amount of guaranteed as at 31 December 2024 is £1,500,000 (2023 - £1,500,000). These Facilities are guaranteed by principal entities of the Group.

| The Group is part of a VAT group with its other group companies. The potential liability to the Company under the arrangement at 31 December 2024 was £98,377.

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

25. | RELATED PARTY TRANSACTIONS

| The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

| Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

| The Group has the below transactions with directors:

|  | Opening |  | Amounts |  | Amounts |  | Closing |  |

|  | debtor |  | advanced |  | re-paid |  | debtor |  |

|  | £ |  | £ |  | £ |  | £ |  |

| 2024 |  |

| P Cunningham |  | 3,398,176 |  | 483,521 |  | - |  | 3,881,697 |  |

| 2023 |  |

| P Cunningham |  | 1,842,736 |  | 1,555,440 |  | - |  | 3,398,176 |  |

| A director has provided a personal guarantee in favour of the Group in respect of unsecured loans outstanding totalling £350,000.

| Remuneration paid to key management personnel is disclosed at note 5.

26. | POST BALANCE SHEET EVENTS

| In June 2025, the Group reviewed it overheads and made adjustments to both headcount and discretionary spend, resulting in savings of £2.7m for 2026 vs 2025 budget, a reduction of 16% in overhead spend vs 2024, thus ensuring the Group have manageable cost base going forward.

| In November 2025, the Group secured additional funding of £400,000 to further assist with working capital requirements and implementation of new technology across the group which will help deliver the growth plan.

27. | ULTIMATE CONTROLLING PARTY

| The Company's ultimate controlling party is P Cunningham.

Branding Science Group Limited (Registered number: 07908180)

Notes to the Consolidated Financial Statements - continued

for the year ended 31 December 2024

28. | SHARE-BASED PAYMENTS

| The company set up an Enterprise Management Incentive share option scheme and an unapproved share option scheme on 7 April 2021 and granted 152 options to five employees at an exercise price of £1,040.92.

| Nine employees were also granted an Enterprise Management Incentive share option scheme/ unapproved share option scheme on 18 October 2022 and granted 71 options at an exercise price of £1,961.15.

| The options outstanding at 31 December 2024 had an exercise price of £1,040.92 / £1,961.15. The options can only be exercised at the time of share sale of the company. The options shall lapse and cease to be exercisable if the option holder gives notice or receives notice of termination of employment, and on the date of the tenth anniversary of the date of the grant.

| 10 shares relating to the Enterprise Management Incentive share option scheme / unapproved share option scheme lapsed in 2022, and 52 shares lapsed in 2023. These lapses were due to the shareholders leaving the business. A further 46 share options have lapsed since 31 December 2024.

| One growth share was issued to an employee on 21 April 2021 at an exercise price of £0.05. The share carries voting rights, with the value only attributable only in the event of the sale of the company, with such value being limited to specific amounts depending on the ultimate enterprise value of the company at the point of such event.

| No charge has been recognised in the profit and loss in the year in respect of options as the options only crystallise in event of a sale of the business and the Directors think the possibility of this is remote.

|  | Number |  | Number |  |

|  | 2024 |  | 2023 |  |

| Outstanding at the beginning of the year |  | 161 |  | 213 |  |

| Granted during the year |  | - |  | - |  |

| Forfeited during the year |  | - |  | - |  |

| Exercised during the year |  | - |  | - |  |

| Lapsed during the year |  | - |  | (52 | ) |

| Outstanding at the end of the year |  | 161 |  | 161 |  |