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REGISTERED NUMBER: 08171332 (England and Wales)

Group Strategic Report, Report of the Directors and

Audited Consolidated Financial Statements for the Year Ended 30 June 2025

for

OD Projects (Holdings) Ltd

OD Projects (Holdings) Ltd (Registered number: 08171332)

Contents of the Consolidated Financial Statements

for the Year Ended 30 June 2025

Page |

Company Information | 1 |

Group Strategic Report | 2 |

Report of the Directors | 5 |

Report of the Independent Auditors | 6 |

Consolidated Income Statement | 9 |

Consolidated Other Comprehensive Income | 10 |

Consolidated Statement of Financial Position | 11 |

Company Statement of Financial Position | 12 |

Consolidated Statement of Changes in Equity | 13 |

Company Statement of Changes in Equity | 14 |

Consolidated Statement of Cash Flows | 15 |

Notes to the Consolidated Statement of Cash Flows | 16 |

Notes to the Consolidated Financial Statements | 17 |

OD Projects (Holdings) Ltd

Company Information

for the Year Ended 30 June 2025

| DIRECTORS: | J P Kearney

| S A Cherry

| G S Pinchin

| REGISTERED OFFICE: | 8th Floor

| 24 Chiswell Street

| London

| EC1Y 4TY

| REGISTERED NUMBER: | 08171332 (England and Wales)

| SENIOR STATUTORY AUDITOR: | Jonathan Bregman BSc FCA FCCA

| AUDITORS: | TC Group

| Statutory Auditor

| First Floor

| Spitalfields House

| Stirling Way

| Borehamwood

| Hertfordshire

| WD6 2FX

OD Projects (Holdings) Ltd (Registered number: 08171332)

Group Strategic Report

for the Year Ended 30 June 2025

The directors present their strategic report of the company and the group for the year ended 30 June 2025.

Principal Activities and Review of the Business

The principal activity of the Group during the year remained the design, fit-out and refurbishment of commercial office space, with the majority of projects undertaken in London and the South East. The Group delivers projects through its complementary businesses, combining design expertise with high-quality project delivery capabilities.

Trading review

The financial year ended 30 June 2025 represented a year of strong strategic and operational progress for the Group.

During the year, the Group strengthened its senior leadership team through the appointment of additional divisional directors and key management roles, including a Commercial Director within the design business. This investment in experienced industry professionals represents an important step in supporting the Group's long-term growth ambitions.

The Group relocated to its new 8,000 sq ft head office in January 2025. Designed and delivered internally, the new space showcases the Group's integrated design and build capabilities and provides a strong operational platform to support future growth.

The Group continued to strengthen its industry reputation and longstanding client relationships. A number of projects were secured from both new and existing clients, contributing to a significant increase in turnover across both businesses compared with the prior year.

The Directors remain focused on maintaining operational resilience while positioning the Group for sustainable long-term growth. A disciplined approach to project selection, delivery and cost management has enabled the Group to manage increased activity levels while maintaining high standards of quality and client satisfaction.

Throughout the year, the Group's core values - accountability, integrity, quality and collaboration - have remained central to its operations and relationships with employees, clients and supply chain partners.

Sustainability and ESG Strategy

Sustainability remains a key strategic priority for the Group. During the year, the Group continued to see increasing ambition and complexity in project sustainability objectives as clients seek to fulfil their ESG strategies and net zero commitments.

The Group delivered a major refurbishment project incorporating science-based decarbonisation pathways, reducing operational energy intensity in line with 1.5•C-aligned targets for real estate. The project exceeded industry embodied carbon benchmarks and targeted a number of lea ding environmental and smart-building accreditations.

The Directors remain committed to embedding responsible environmental and social practices throughout the Group's operations and supply chain. Project-specific social value plans have been introduced to enhance the positive impact of the Group's activities.

Investment in People and Systems

The Directors recognise that the Group's people and internal systems are fundamental to its continued success. During the year, the Group continued to invest in employee development, wellbeing and operational processes to support growth and maintain high standards of project delivery.

The Group remains committed to fostering a diverse, inclusive and supportive working environment. Leadership training, mentoring opportunities and professional development sponsorship support employee wellbeing and career progression. As an employee-owned Group, the Directors believe that aligning employee interests with long-term business success promotes a culture of shared responsibility, engagement and sustainable growth.

Charitable and Community Initiatives

The Group has continued to support charitable and community initiatives throughout the year. Employees have participated in fundraising and volunteering activities supporting charities local to both project sites and the head office, as well as initiatives aimed at encouraging the next generation to enter the construction industry.The payroll giving scheme has continued to enable employees to contribute to charitable causes of their choice, reflecting the Group's commitment to making a positive contribution to the communities in which it operates.

OD Projects (Holdings) Ltd (Registered number: 08171332)

Group Strategic Report

for the Year Ended 30 June 2025

REVIEW OF BUSINESS

Turnover & Profitability

A summary of the Group's financial results for the year ended 30 June 2025 are set out below:

| June 2025 |  | June 2024 |

Turnover |  | £68,064,782 |  | £48,690,449 |

Gross Profit |  | £6,111,341 |  | £5,078,579 |

Profit / (Loss) before tax |  | £23,251 |  | £326,264 |

Shareholders' Funds |  | £2,274,578 |  | £2,708,761 |

Turnover increased significantly compared with the prior year, reflecting strong conversion of the Group's project pipeline and increased levels of activity across both businesses.

Gross profit increased in line with higher activity levels, although margins were impacted by a competitive pricing environment and ongoing inflationary pressures affecting labour and material costs.

Profit before tax decreased compared with the prior year, reflecting margin pressures alongside continued strategic investment in the business, including strengthening the senior leadership team and supporting infrastructure for future growth.

Notwithstanding this, the Group continues to maintain a solid financial position, and the Directors consider that the underlying performance provides a platform for improved profitability as recent investments mature and trading conditions stabilise.

Outlook and Future Developments

The Group has continued to secure projects from both existing and new clients, and the Directors remain encouraged by the strength of the forward order book, tender pipeline and secured workload.

Forecast turnover for the next financial years is anticipated to be in the region of:

| June 2026 |  | June 2027 |

Forecast Turnover |  | £100m |  | £106.5m |

Secured Workload |  | £83.5m |  | £55.75m |

The UK construction sector experienced mixed trading conditions during the year, influenced by economic uncertainty, inflationary pressures and higher interest rates. Despite these challenges, demand for high-quality office refurbishment and fit-out projects in London and the South East has remained relatively resilient.

The Directors have observed an increasing focus from landlords and occupiers on refurbishing existing assets to meet sustainability and energy efficiency targets, alongside improving workplace quality to attract tenants and employees. Growing awareness of embodied carbon continues to drive demand for circular economy strategies and whole life carbon assessments.

The Directors believe that the Group's integrated design and delivery capability, strong client relationships and experienced team position it well to capitalise on these trends.

While the broader economic outlook remains uncertain, the Directors are confident that the Group has adequate resources, a substantial secured workload and a strong pipeline of opportunities to support continued growth. Accordingly, the financial statements have been prepared on a going concern basis.

OD Projects (Holdings) Ltd (Registered number: 08171332)

Group Strategic Report

for the Year Ended 30 June 2025

PRINCIPAL RISKS AND UNCERTAINTIES

The Group operates within a competitive and cyclical construction market. Key risks include fluctuations in construction demand, inflationary pressures affecting material and labour costs, and the availability and performance of subcontractors within the supply chain.

These risks are mitigated through careful project selection, maintaining strong relationships with trusted subcontractors and suppliers, and actively monitoring project costs and contractual exposure throughout delivery.

The Directors also maintain a strong focus on cash flow management and working capital to ensure the Group remains financially resilient in changing market conditions.

ON BEHALF OF THE BOARD:

G S Pinchin - Director

25 March 2026

OD Projects (Holdings) Ltd (Registered number: 08171332)

Report of the Directors

for the Year Ended 30 June 2025

The directors present their report with the financial statements of the company and the group for the year ended 30 June 2025.

DIVIDENDS

No dividends will be distributed for the year ended 30 June 2025.

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 July 2024 to the date of this report.

J P Kearney

S A Cherry

G S Pinchin

STATEMENT OF DIRECTORS' RESPONSIBILITIES

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), 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 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

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 ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, TC Group, will be proposed for re-appointment at the forthcoming General Meeting.

ON BEHALF OF THE BOARD:

G S Pinchin - Director

25 March 2026

Report of the Independent Auditors to the Members of

OD Projects (Holdings) Ltd

Opinion

We have audited the financial statements of OD Projects (Holdings) Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 June 2025 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, 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 30 June 2025 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.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual 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. 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 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.

Report of the Independent Auditors to the Members of

OD Projects (Holdings) Ltd

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 Statement of Directors' Responsibilities set out on page five, 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.

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.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Extent to which the audit was considered capable of detecting irregularities, including fraud

The objectives of our audit, in respect to fraud, are: to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses; and to respond appropriately to fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and its management.

Our approach was as follows:

- We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our general commercial and sector experience, and through discussion with the directors and other management (as required by auditing standards), and discussed with the directors and other management the policies and procedures regarding compliance with laws and regulations;

- We considered the legal and regulatory frameworks directly applicable to the financial statements reporting framework (FRS 102 and the Companies Act 2006) and the relevant tax compliance regulations in the UK;

- We considered the nature of the industry, the control environment and business performance, including the key drivers for management's remuneration;

Report of the Independent Auditors to the Members of

OD Projects (Holdings) Ltd

- We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit;

- We considered the procedures and controls that the company has established to address risks identified, or that otherwise prevent, deter and detect fraud; and how senior management monitors those programmes and controls.

Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Where the risk was considered to be higher, we performed audit procedures to address each identified fraud risk. These procedures included: testing manual journals; reviewing the financial statement disclosures and testing to supporting documentation; performing analytical procedures; and enquiring of management, and were designed to provide reasonable assurance that the financial statements were free from fraud or error.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

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

Use of our report

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

Jonathan Bregman BSc FCA FCCA (Senior Statutory Auditor)

for and on behalf of TC Group

Statutory Auditor

First Floor

Spitalfields House

Stirling Way

Borehamwood

Hertfordshire

WD6 2FX

25 March 2026

OD Projects (Holdings) Ltd (Registered number: 08171332)

Consolidated Income Statement

for the Year Ended 30 June 2025

| 30.6.25 |  | 30.6.24

| Notes | £ | £ |

REVENUE | 3 | 68,064,782 |  | 48,690,449 |  |

Cost of sales | (61,953,441 | ) | (43,611,870 | ) |

GROSS PROFIT | 6,111,341 |  | 5,078,579 |  |

Administrative expenses | (6,017,281 | ) | (4,968,083 | ) |

94,060 |  | 110,496 |  |

Other operating income | 22,385 |  | 198,947 |  |

OPERATING PROFIT | 116,445 |  | 309,443 |  |

Interest receivable and similar income | 5 | 35,102 |  | 22,643 |  |

151,547 |  | 332,086 |  |

Interest payable and similar expenses | 6 | (128,296 | ) | (5,822 | ) |

PROFIT BEFORE TAXATION | 7 | 23,251 |  | 326,264 |  |

Tax on profit | 9 | (13,684 | ) | (101,906 | ) |

PROFIT FOR THE FINANCIAL YEAR | 9,567 |  | 224,358 |  |

Profit attributable to:

Owners of the parent | 9,567 |  | 224,358 |  |

OD Projects (Holdings) Ltd (Registered number: 08171332)

Consolidated Other Comprehensive Income

for the Year Ended 30 June 2025

| 30.6.25 |  | 30.6.24

| Notes | £ | £ |

PROFIT FOR THE YEAR | 9,567 |  | 224,358 |  |

OTHER COMPREHENSIVE INCOME | - |  | - |  |

TOTAL COMPREHENSIVE INCOME FOR THE YEAR | 9,567 |  | 224,358 |  |

Total comprehensive income attributable to:

Owners of the parent | 9,567 |  | 224,358 |  |

OD Projects (Holdings) Ltd (Registered number: 08171332)

Consolidated Statement of Financial Position

30 June 2025

| 30.6.25 |  | 30.6.24

| Notes | £ | £ |

FIXED ASSETS

Property, plant and equipment | 11 | 2,952,660 |  | 22,674 |  |

Investments | 12 | - |  | - |  |

2,952,660 |  | 22,674 |  |

CURRENT ASSETS

Debtors | 13 | 17,346,835 |  | 15,866,869 |  |

Cash at bank and in hand | 4,343,106 |  | 3,410,003 |  |

21,689,941 |  | 19,276,872 |  |

CREDITORS

Amounts falling due within one year | 14 | (19,261,647 | ) | (16,590,785 | ) |

NET CURRENT ASSETS | 2,428,294 |  | 2,686,087 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 5,380,954 |  | 2,708,761 |  |

CREDITORS

Amounts falling due after more than one year | 15 | (2,403,220 | ) | - |  |

PROVISIONS FOR LIABILITIES | 18 | (703,156 | ) | - |  |

NET ASSETS | 2,274,578 |  | 2,708,761 |  |

CAPITAL AND RESERVES

Called up share capital | 19 | 400 |  | 400 |  |

Other reserves | (700,000 | ) | (700,000 | ) |

Retained earnings | 2,974,178 |  | 3,408,361 |  |

SHAREHOLDERS' FUNDS | 2,274,578 |  | 2,708,761 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 25 March 2026 and were signed on its behalf by:

G S Pinchin - Director

OD Projects (Holdings) Ltd (Registered number: 08171332)

Company Statement of Financial Position

30 June 2025

| 30.6.25 |  | 30.6.24

| Notes | £ | £ |

FIXED ASSETS

Property, plant and equipment | 11 | 2,952,660 |  | 22,675 |  |

Investments | 12 | 700,400 |  | 700,400 |  |

3,653,060 |  | 723,075 |  |

CURRENT ASSETS

Debtors | 13 | 2,940,445 |  | 612,080 |  |

Cash at bank and in hand | 415,090 |  | 79,704 |  |

3,355,535 |  | 691,784 |  |

CREDITORS

Amounts falling due within one year | 14 | (3,872,673 | ) | (1,048,224 | ) |

NET CURRENT LIABILITIES | (517,138 | ) | (356,440 | ) |

TOTAL ASSETS LESS CURRENT LIABILITIES | 3,135,922 |  | 366,635 |  |

CREDITORS

Amounts falling due after more than one year | 15 | (2,403,220 | ) | - |  |

PROVISIONS FOR LIABILITIES | 18 | (703,156 | ) | - |  |

NET ASSETS | 29,546 |  | 366,635 |  |

CAPITAL AND RESERVES

Called up share capital | 19 | 400 |  | 400 |  |

Retained earnings | 29,146 |  | 366,235 |  |

SHAREHOLDERS' FUNDS | 29,546 |  | 366,635 |  |

Company's profit for the financial year | 106,661 |  | 1,234,478 |  |

The financial statements were approved by the Board of Directors and authorised for issue on 25 March 2026 and were signed on its behalf by:

G S Pinchin - Director

OD Projects (Holdings) Ltd (Registered number: 08171332)

Consolidated Statement of Changes in Equity

for the Year Ended 30 June 2025

| Called up |

| share |  | Retained |  | Other |  | Total

| capital |  | earnings |  | reserves |  | equity

£ | £ | £ | £ |

Balance at 1 July 2023 | 400 |  | 4,684,003 |  | (700,000 | ) | 3,984,403 |  |

Changes in equity

Capital contribution

to Employee Ownership Trust | - |  | (1,500,000 | ) | - |  | (1,500,000 | ) |

Total comprehensive income | - |  | 224,358 |  | - |  | 224,358 |  |

Balance at 30 June 2024 | 400 |  | 3,408,361 |  | (700,000 | ) | 2,708,761 |  |

Changes in equity

Capital contribution

to Employee Ownership Trust | - |  | (443,750 | ) | - |  | (443,750 | ) |

Total comprehensive income | - |  | 9,567 |  | - |  | 9,567 |  |

Balance at 30 June 2025 | 400 |  | 2,974,178 |  | (700,000 | ) | 2,274,578 |  |

OD Projects (Holdings) Ltd (Registered number: 08171332)

Company Statement of Changes in Equity

for the Year Ended 30 June 2025

| Called up |

| share |  | Retained |  | Total

| capital |  | earnings |  | equity

£ | £ | £ |

Balance at 1 July 2023 | 400 |  | 631,757 |  | 632,157 |  |

Changes in equity

Capital contribution

to Employee Ownership Trust | - |  | (1,500,000 | ) | (1,500,000 | ) |

Total comprehensive income | - |  | 1,234,478 |  | 1,234,478 |  |

Balance at 30 June 2024 | 400 |  | 366,235 |  | 366,635 |  |

Changes in equity

Capital contribution

to Employee Ownership Trust | - |  | (443,750 | ) | (443,750 | ) |

Total comprehensive income | - |  | 106,661 |  | 106,661 |  |

Balance at 30 June 2025 | 400 |  | 29,146 |  | 29,546 |  |

OD Projects (Holdings) Ltd (Registered number: 08171332)

Consolidated Statement of Cash Flows

for the Year Ended 30 June 2025

| 30.6.25 |  | 30.6.24

| Notes | £ | £ |

Cash flows from operating activities

Cash generated from operations | 1 | 2,626,443 |  | 1,453,838 |  |

Interest paid | (532 | ) | (5,822 | ) |

Lease interest paid | (127,764 | ) | - |  |

Tax paid | (101,776 | ) | - |  |

Net cash from operating activities | 2,396,371 |  | 1,448,016 |  |

Cash flows from investing activities

Purchase of tangible fixed assets | (479,352 | ) | (15,823 | ) |

Interest received | 35,102 |  | 22,643 |  |

Net cash from investing activities | (444,250 | ) | 6,820 |  |

Cash flows from financing activities

Payment of lease liabilities | 214,132 |  | - |  |

Amount withdrawn by directors | (1,233,150 | ) | (412,887 | ) |

Tax credit received | - |  | 198,947 |  |

Employee Ownership Trust | - |  | (1,500,000 | ) |

Net cash from financing activities | (1,019,018 | ) | (1,713,940 | ) |

Increase/(decrease) in cash and cash equivalents | 933,103 |  | (259,104 | ) |

Cash and cash equivalents at beginning of year | 2 | 3,410,003 |  | 3,669,107 |  |

Cash and cash equivalents at end of year | 2 | 4,343,106 |  | 3,410,003 |  |

OD Projects (Holdings) Ltd (Registered number: 08171332)

Notes to the Consolidated Statement of Cash Flows

for the Year Ended 30 June 2025

1. | RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

| 30.6.25 |  | 30.6.24

£ | £ |

| Profit before taxation | 23,251 |  | 326,264 |  |

| Depreciation charges | 231,684 |  | 16,309 |  |

| R&D tax credit | - |  | (198,954 | ) |

| Finance costs | 128,296 |  | 5,822 |  |

| Finance income | (35,102 | ) | (22,643 | ) |

348,129 |  | 126,798 |  |

| Increase in trade and other debtors | (2,713,234 | ) | (1,556,714 | ) |

| Increase in trade and other creditors | 4,991,548 |  | 2,883,754 |  |

| Cash generated from operations | 2,626,443 |  | 1,453,838 |  |

2. | CASH AND CASH EQUIVALENTS

| The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

| Year ended 30 June 2025

| 30.6.25 |  | 1.7.24

£ | £ |

| Cash and cash equivalents | 4,343,106 |  | 3,410,003 |  |

| Year ended 30 June 2024

| 30.6.24 |  | 1.7.23

£ | £ |

| Cash and cash equivalents | 3,410,003 |  | 3,669,107 |  |

3. | ANALYSIS OF CHANGES IN NET FUNDS/(DEBT)

| At 1.7.24 | Cash flow | At 30.6.25

£ | £ | £ |

| Net cash |

| Cash at bank and in hand | 3,410,003 |  | 933,103 |  | 4,343,106 |  |

3,410,003 |  | 933,103 |  | 4,343,106 |  |

| Debt

| Finance leases | - |  | (2,628,727 | ) | (2,628,727 | ) |

- |  | (2,628,727 | ) | (2,628,727 | ) |

| Total | 3,410,003 |  | (1,695,624 | ) | 1,714,379 |  |

OD Projects (Holdings) Ltd (Registered number: 08171332)

Notes to the Consolidated Financial Statements

for the Year Ended 30 June 2025

1. | STATUTORY INFORMATION

| OD Projects (Holdings) Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

| The presentation currency of the financial statements is the Pound Sterling (£).

2. | ACCOUNTING POLICIES

| Basis of preparing the financial statements

| These financial statements have been prepared in accordance with FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" ("FRS 102"), as amended by the Financial Reporting Council, including the amendments effective for accounting periods beginning on or after 1 January 2026, and the Companies Act 2006.

| The Group has early adopted the amendments to FRS 102 issued by the Financial Reporting Council with a transition date of 1 August 2024. These amendments primarily affect the accounting for leases and the inclusion of enhanced disclosures, particularly in relation to leases, revenue and financial instruments. The financial statements have been prepared under the historical cost convention.

| The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

| - the requirements of Section 7 Statement of Cash Flows;

| - the requirements of paragraph 33.7 Key management personnel compensation.

| Basis of consolidation

| The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 30 June 2025.

| No Profit and Loss Account is presented for the company as permitted by section 408 of the Companies Act 2006. The company made a profit after tax for the financial year of £106,661 (2024: £227,096).

| A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.

| The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.

| Inter-company transactions, balances and unrealized gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.

| Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.

| Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group's equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder's share of changes in equity since the date of the combination.

| The consolidated financial statements of the group have been prepared using the merger accounting method, include the financial statements of the company, and its subsidiaries, OD Interiors Limited and OD Create Limited made up to 30 June 2025.

OD Projects (Holdings) Ltd (Registered number: 08171332)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 June 2025

2. | ACCOUNTING POLICIES - continued

| Critical accounting judgements and key sources of estimation uncertainty

| The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the at the reporting date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates.

| The most significant judgements relate to the recognition of revenue, accrued income, accrued job costs and the stage of completion of contracts have had the most significant effects on amounts recognised in the financial statements.

| Estimates are also applied in assessing the recoverability of trade receivables and contract assets. Actual outcomes may differ from these estimates.

| Judgement - recognition of deferred tax assets

| Deferred tax assets are recognised only to the extent that it is probable that future taxable profits will be available against which deductible timing differences and tax losses can be utilised. Management exercises judgement in assessing the likelihood of future taxable profits, taking into account business plans, budgets, and forecasts, as well as the reversal of existing taxable temporary differences.

| Judgement - Lease term determination

| At the commencement of a lease, an initial assessment is made as to whether or not it is likely that a renewal option will be exercised and therefore the lease term is determined at this point.

| Judgement as to the likely lease term has a direct impact on the calculation of right-of-use assets and lease liabilities as well as related depreciation and finance expenses. The Directors have determined that the Group will not extend its lease on the current terms.

| In addition to the lease term, judgement is applied to the interest rate if the rate is not implicit in the lease, the Group's judgement is applied and will have direct impact on the calculation of right-of-use assets and lease liabilities.

| Estimation uncertainty - future profitability assumptions

| The assessment of recoverability is based on forecasts of future taxable profits, which are inherently uncertain. Key assumptions include revenue growth, profit margins, and the timing of reversal of timing differences. Changes in these assumptions could materially affect the amount of deferred tax assets recognised. Where there is uncertainty over the availability of sufficient future taxable profits, deferred tax assets are recognised only to the extent that their recovery is considered probable. Unrecognised deferred tax assets are disclosed where relevant.

| Estimation uncertainty - Recoverability of receivables and contract assets

| Estimates are applied in assessing expected credit losses and recoverability.

| Revenue recognition

| Revenue represents the transaction price, being the amount of consideration to which the entity expects to be entitled, net of value added tax.

| Contracts with customers typically comprise a single performance obligation to design, supply and install office fit-out and refurbishment works. Revenue is recognised over time as the performance obligation is satisfied because the customer controls the asset as it is created or enhanced.

| The revenue recognised reflects the transfer of control (for example, the value of work certified during the period together with management's estimate of any work performed but not yet certified at the reporting date). The transaction price includes estimates of variable consideration, including uncertified work, to the extent that it is highly probable that a significant reversal will not occur. Contract assets and contract liabilities are recognised where the timing of revenue recognition differs from invoicing or certification.

OD Projects (Holdings) Ltd (Registered number: 08171332)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 June 2025

2. | ACCOUNTING POLICIES - continued

| Property, plant and equipment

| Property, Plant and Equipment are stated at cost less accumulated depreciation and accumulated impairment losses. Such cost includes costs directly attributable to making the assets capable of operating as intended.

| The carrying value of Property, Plant and Equipment are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable.

| Depreciation has been provided at the following rates in order to write off the assets over their estimated useful lives.

| Right of use/Short leasehold |  | over the lease term |  |

| Improvements to property |  | over the lease term |  |

| Furniture, fittings and equipment |  | 25% on reducing balance |  |

| Computer equipment |  | 33% on cost |  |

| Right-of-use assets

| A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the commencement date net of any lease incentives received, any initial direct costs incurred, and an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and restoring the site or asset.

| Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of the asset, whichever is the shorter. Right-of-use assets are subject to impairment or adjusted for any re-measurement of lease liabilities.

| The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred.

| Leases

| The determination of whether an arrangement is, or contains, a lease is based on the substance of the arrangement at inception date: whether fulfilment of the arrangement is dependent on the use of a specific asset or assets or the arrangement conveys a right to use the asset.

| All leases are accounted for by recognising a right-of-use asset and a lease liability except for:

| o leases of low value assets; and

| o leases with a duration of 12 months or less.

| Lease liabilities are measured at the present value of the contractual payments due to the lessor over the lease term, with the discount rate determined by reference to the rate inherent in the lease unless (as is typically the case) this is not readily determinable, in which case the Group's incremental borrowing rate on commencement of the lease is used.

| Subsequent to initial measurement lease liabilities increase as a result of interest charged at a constant rate on the balance outstanding and are reduced for lease payments made. Right-of-use assets are amortised on a straight-line basis over the remaining term of the lease or the remaining economic life of the asset if, rarely, this is judged to be shorter than the lease term.

| Extension option:

| The property lease contains an extension option exercisable by the Group up to 6 months before the end of the non-cancellable contract period. Where practicable, the Group seeks to include extension options in new leases to provide operational flexibility. The extension options held are exercisable only by the Group and not by the lessors. The Group assesses at the lease commencement date whether it is reasonably certain to exercise the extension options. The Group reassesses whether it is reasonably certain to exercise the options if there is a significant event or significant changes in circumstances within its control.

OD Projects (Holdings) Ltd (Registered number: 08171332)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 June 2025

2. | ACCOUNTING POLICIES - continued

| Financial instruments

| The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments.

| Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets and liabilities are offset , with the net amounts presented in the financial statements , when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

| Basic financial assets

| Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

| Impairment of financial assets

| Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date. Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

| If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

| Derecognition of financial assets

| Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

| Classification of financial liabilities

| Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

| Basic financial liabilities

| Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

| Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

| Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

OD Projects (Holdings) Ltd (Registered number: 08171332)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 June 2025

2. | ACCOUNTING POLICIES - continued

| Derecognition of financial liabilities

| Financial liabilities are derecognised when the company's contractual obligations expire or are discharged or cancelled.

| Taxation

| Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

| Current or deferred taxation assets and liabilities are not discounted. Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the statement of financial position date.

| Deferred tax

| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position date.

| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

| Pension costs and other post-retirement benefits

| The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

| Going concern

| The directors have prepared cash flow forecasts for a period of at least twelve months from the date of approval of these financial statements.These forecasts incorporate assumptions regarding trading performance, cash flows and working capital requirements.

| Based on this assessment, the directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the financial statements have been prepared on a going concern basis.

3. | REVENUE

| All revenue is derived from the Group’s principal activity of design, fit-out and refurbishment of commercial office space within the United Kingdom.

| Revenue from contracts with customers

| Disaggregation of revenue

| The timing of revenue recognition is as follows:

|  | 30.6.25 |  | 30.6.24 |  |

| £ |  | £ |  |

| Revenue recognised over time |  | 68,064,782 |  | 48,690,449 |  |

| Revenue recognised at a point in time |  | - |  | - |  |

OD Projects (Holdings) Ltd (Registered number: 08171332)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 June 2025

3. | REVENUE - continued

| Contract balances

| 30.6.25 |  | 30.6.24

£ | £ |

| Contract Assets included in "Trade and other debtors" | 5,165,049 |  | 9,003,595 |  |

| There were no contract liabilities at the reporting date (2024: £Nil).

4. | EMPLOYEES AND DIRECTORS

| 30.6.25 |  | 30.6.24

£ | £ |

| Wages and salaries | 11,017,499 |  | 8,426,747 |  |

| Social security costs | 468,423 |  | 389,139 |  |

| Other pension costs | 80,848 |  | 48,644 |  |

11,566,770 |  | 8,864,530 |  |

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

| 30.6.25 |  | 30.6.24

| Administration and support | 29 |  | 26 |  |

| Sales, management and marketing | 59 |  | 43 |  |

88 |  | 69 |  |

| Directors' emoluments is as follows:

|  | 30.6.25 |  | 30.6.24 |  |

| £ |  | £ |  |

| Renumeration for qualifying services |  | 1,035,000 |  | 1,005,000 |  |

| Pension contributions to defined contribution schemes |  | 21,675 |  | 34,150 |  |

| Other benefits |  | 23,029 |  | 22,588 |  |

|  | 1,079,704 |  | 1,061,738 |  |

| The highest paid director received total emoluments of £369,343 (2024: £355,078), including pension contributions of £10,838 (2024: £10,050).

| The number of directors accruing benefits under defined contribution pension schemes was 3 (2024: 3). There were no directors who exercised any share options or received any shares in respect of qualifying services under a long term incentive scheme.

5. | INTEREST RECEIVABLE AND SIMILAR INCOME |

| 30.6.25 |  | 30.6.24

£ | £ |

| Interest receivable | 693 |  | 8,492 |  |

| Other interest receivable | 34,409 |  | 14,151 |  |

35,102 |  | 22,643 |  |

OD Projects (Holdings) Ltd (Registered number: 08171332)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 June 2025

6. | INTEREST PAYABLE AND SIMILAR EXPENSES |

| 30.6.25 |  | 30.6.24

£ | £ |

| Other interest | 532 |  | 5,822 |  |

| Interest on Lease liabilities | 127,764 |  | - |  |

128,296 |  | 5,822 |  |

7. | PROFIT BEFORE TAXATION

| The profit is stated after charging:

|  | 30.6.25 |  | 30.6.24 |  |

| £ |  | £ |  |

| Depreciation - owned assets |  | 53,535 |  | 16,309 |  |

| Depreciation - right-of-use assets |  | 178,149 |  | - |  |

| Other operating leases |  | 207,930 |  | 298,335 |  |

8. | AUDITORS' REMUNERATION

|  | 30.6.25 |  | 30.6.24 |  |

| £ |  | £ |  |

| Audit of the financial statements of the group and company |  | 8,500 |  | 7,000 |  |

| Audit of the financial statements of the company’s subsidiaries |  | 17,000 |  | 14,000 |  |

| Included in the fees paid to auditors are fees for non-audit services of £3,000 (2024: £3,000).

9. | TAXATION

| Analysis of the tax charge

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

| 30.6.25 |  | 30.6.24

£ | £ |

| Current tax:

| UK corporation tax | - |  | 101,906 |  |

| Deferred tax | 13,684 |  | - |  |

| Tax on profit | 13,684 |  | 101,906 |  |

| UK corporation tax has been charged at 25 % .

OD Projects (Holdings) Ltd (Registered number: 08171332)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 June 2025

9. | TAXATION - continued

| Reconciliation of total tax charge included in profit and loss

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

| 30.6.25 |  | 30.6.24

£ | £ |

| Profit before tax | 23,251 |  | 326,264 |  |

| Profit multiplied by the standard rate of corporation tax in the UK of 25 % (2024 - 25 %) | 5,813 |  | 81,566 |  |

| Effects of:

| Expenses not deductible for tax purposes | 35,915 |  | 70,115 |  |

| Income not taxable for tax purposes | - |  | (49,736 | ) |

| Depreciation in excess of capital allowances | 69,651 |  | 119 |  |

| Group relief | (111,379 | ) | - |  |

| Other adjustments | - |  | (158 | ) |

| Deferred tax | 13,684 |  | - |  |

| Total tax charge | 13,684 |  | 101,906 |  |

| The Group had £111,313 (2024: £0) of tax losses available to be carried forward against future profits.

10. | INDIVIDUAL INCOME STATEMENT

| 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.

11. | PROPERTY, PLANT AND EQUIPMENT

| Group

| Improvements |  | Fixtures |

| ROU/Short |  | to |  | and |  | Computer |

| leasehold |  | property |  | fittings |  | equipment |  | Totals

£ | £ | £ | £ | £ |

| COST

| At 1 July 2024 | 45,929 |  | - |  | 99,437 |  | 310,743 |  | 456,109 |  |

| Additions | 2,682,318 |  | 287,419 |  | 117,953 |  | 73,980 |  | 3,161,670 |  |

| Disposals | (45,929 | ) | - |  | - |  | (76,492 | ) | (122,421 | ) |

| At 30 June 2025 | 2,682,318 |  | 287,419 |  | 217,390 |  | 308,231 |  | 3,495,358 |  |

| DEPRECIATION

| At 1 July 2024 | 45,929 |  | - |  | 94,485 |  | 293,021 |  | 433,435 |  |

| Charge for year | 178,149 |  | 14,371 |  | 16,698 |  | 22,466 |  | 231,684 |  |

| Eliminated on disposal | (45,929 | ) | - |  | - |  | (76,492 | ) | (122,421 | ) |

| At 30 June 2025 | 178,149 |  | 14,371 |  | 111,183 |  | 238,995 |  | 542,698 |  |

| NET BOOK VALUE

| At 30 June 2025 | 2,504,169 |  | 273,048 |  | 106,207 |  | 69,236 |  | 2,952,660 |  |

| At 30 June 2024 | - |  | - |  | 4,952 |  | 17,722 |  | 22,674 |  |

OD Projects (Holdings) Ltd (Registered number: 08171332)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 June 2025

11. | PROPERTY, PLANT AND EQUIPMENT - continued

| Company

| Improvements |  | Fixtures |

| ROU/Short |  | to |  | and |  | Computer |

| leasehold |  | property |  | fittings |  | equipment |  | Totals

£ | £ | £ | £ | £ |

| COST

| At 1 July 2024 | 45,929 |  | - |  | 99,437 |  | 233,224 |  | 378,590 |  |

| Additions | 2,682,318 |  | 287,419 |  | 117,953 |  | 73,980 |  | 3,161,670 |  |

| Disposals | (45,929 | ) | - |  | - |  | (64,934 | ) | (110,863 | ) |

| At 30 June 2025 | 2,682,318 |  | 287,419 |  | 217,390 |  | 242,270 |  | 3,429,397 |  |

| DEPRECIATION

| At 1 July 2024 | 45,929 |  | - |  | 91,626 |  | 218,360 |  | 355,915 |  |

| Charge for year | 178,149 |  | 14,371 |  | 16,698 |  | 22,467 |  | 231,685 |  |

| Eliminated on disposal | (45,929 | ) | - |  | - |  | (64,934 | ) | (110,863 | ) |

| At 30 June 2025 | 178,149 |  | 14,371 |  | 108,324 |  | 175,893 |  | 476,737 |  |

| NET BOOK VALUE

| At 30 June 2025 | 2,504,169 |  | 273,048 |  | 109,066 |  | 66,377 |  | 2,952,660 |  |

| At 30 June 2024 | - |  | - |  | 7,811 |  | 14,864 |  | 22,675 |  |

12. | FIXED ASSET INVESTMENTS

| Company

| Shares in

| group

| undertakings

£ |

| COST

| At 1 July 2024

| and 30 June 2025 | 700,400 |  |

| NET BOOK VALUE

| At 30 June 2025 | 700,400 |  |

| At 30 June 2024 | 700,400 |  |

OD Projects (Holdings) Ltd (Registered number: 08171332)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 June 2025

12. | FIXED ASSET INVESTMENTS - continued

| The group or the company's investments at the Statement of Financial Position date in the share capital of companies include the following:

| Subsidiaries

| OD Interiors Limited

| Registered office: 8th Floor, 24 Chiswell Street, London, EC1Y 4TY

| Nature of business: building contractors in the commercial sector

| %

| Class of shares: | holding |

| Ordinary | 100.00 |

| 30.6.25 |  | 30.6.24

£ | £ |

| Aggregate capital and reserves | 2,652,802 |  | 2,607,294 |  |

| Profit for the year | 45,508 |  | 469,870 |  |

| OD Create Limited

| Registered office: 8th Floor,24 Chiswell Street, London EC1Y 4TY

| Nature of business: design and building contractors

| %

| Class of shares: | holding |

| Ordinary | 100.00 |

| 30.6.25 |  | 30.6.24

£ | £ |

| Aggregate capital and reserves | 292,631 |  | 435,233 |  |

| Profit for the year | 244,898 |  | 20,010 |  |

13. | DEBTORS

| Group |  | Company |

| 30.6.25 |  | 30.6.24 |  | 30.6.25 |  | 30.6.24 |

£ | £ | £ | £ |

| Amounts falling due within one year: |

| Trade debtors | 9,107,174 |  | 5,701,627 |  | - |  | - |  |

| Amounts recoverable on contract | 5,165,049 |  | 9,003,595 |  | - |  | - |  |

| Other debtors | 419,113 |  | 273,214 |  | 342,046 |  | 53,018 |  |

| Directors' current accounts | 1,676,868 |  | 443,719 |  | 1,676,868 |  | 443,719 |  |

| Prepayments | 289,158 |  | 444,714 |  | 232,058 |  | 115,343 |  |

16,657,362 |  | 15,866,869 |  | 2,250,972 |  | 612,080 |  |

| Amounts falling due after more than one | year: |

| Deferred Tax | 689,473 |  | - |  | 689,473 |  | - |  |

| Aggregate amounts | 17,346,835 |  | 15,866,869 |  | 2,940,445 |  | 612,080 |  |

| The Group has recognised a deferred tax asset of £657,182 (2024: £0) in respect of leases and £32,291 (2024: £0) in respect of timing differences.

OD Projects (Holdings) Ltd (Registered number: 08171332)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 June 2025

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

| Group |  | Company |

| 30.6.25 |  | 30.6.24 |  | 30.6.25 |  | 30.6.24 |

£ | £ | £ | £ |

| Leases (see note 16) | 225,507 |  | - |  | 225,507 |  | - |  |

| Trade creditors | 8,792,184 |  | 7,459,781 |  | 269,577 |  | 48,998 |  |

| Amounts owed to group undertakings | - |  | - |  | 3,075,393 |  | 400,000 |  |

| Tax | - |  | 101,776 |  | - |  | - |  |

| Social security and other taxes | 329,260 |  | 268,464 |  | 80,834 |  | 62,391 |  |

| VAT | 2,459,224 |  | 938,974 |  | 104,334 |  | 140,542 |  |

| Other creditors | 58,456 |  | 91,320 |  | 8,508 |  | 24,836 |  |

| Accrued expenses | 7,397,016 |  | 7,730,470 |  | 108,520 |  | 371,457 |  |

19,261,647 |  | 16,590,785 |  | 3,872,673 |  | 1,048,224 |  |

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

| Group |  | Company |

| 30.6.25 |  | 30.6.24 |  | 30.6.25 |  | 30.6.24 |

£ | £ | £ | £ |

| Leases (see note 16) | 2,403,220 |  | - |  | 2,403,220 |  | - |  |

16. | LEASING

| Group

| Lease liabilities

| Minimum lease payments fall due as follows:

| 30.6.25 |  | 30.6.24

£ | £ |

| Gross obligations repayable:

| Within one year | 385,570 |  | - |  |

| Between one and five years | 1,371,506 |  | - |  |

| In more than five years | 1,782,959 |  | - |  |

3,540,035 |  | - |  |

| Finance charges repayable:

| Within one year | 160,063 |  | - |  |

| Between one and five years | 510,425 |  | - |  |

| In more than five years | 240,820 |  | - |  |

911,308 |  | - |  |

| Net obligations repayable:

| Within one year | 225,507 |  | - |  |

| Between one and five years | 861,081 |  | - |  |

| In more than five years | 1,542,139 |  | - |  |

2,628,727 |  | - |  |

OD Projects (Holdings) Ltd (Registered number: 08171332)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 June 2025

16. | LEASING - continued

| Group

| Lease liabilities reconciliation (included in Creditors):

| £ |  |

| Opening balance |  | - |  |

| Additions |  | 2,286,831 |  |

| Interest expense |  | 127,764 |  |

| Lease payments (net) |  | 214,132 |  |

| Closing balance |  | 2,628,727 |  |

| Company

| Lease liabilities

| Minimum lease payments fall due as follows:

| 30.6.25 |  | 30.6.24

£ | £ |

| Gross obligations repayable:

| Within one year | 385,570 |  | - |  |

| Between one and five years | 1,371,506 |  | - |  |

| In more than five years | 1,782,959 |  | - |  |

3,540,035 |  | - |  |

| Finance charges repayable:

| Within one year | 160,063 |  | - |  |

| Between one and five years | 510,425 |  | - |  |

| In more than five years | 240,820 |  | - |  |

911,308 |  | - |  |

| Net obligations repayable:

| Within one year | 225,507 |  | - |  |

| Between one and five years | 861,081 |  | - |  |

| In more than five years | 1,542,139 |  | - |  |

2,628,727 |  | - |  |

| Lease liabilities reconciliation (included in Creditors): |  |

| £ |  |

| Opening balance |  | - |  |

| Additions |  | 2,286,831 |  |

| Interest expense |  | 127,764 |  |

| Lease payments (net) |  | 214,132 |  |

| Closing balance |  | 2,628,727 |  |

OD Projects (Holdings) Ltd (Registered number: 08171332)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 June 2025

16. | LEASING - continued

| The Group leases a floor space in a building for its office under an agreement of 10 years, with a break clause after 5 years. It has been assumed the break clause option will not be taken. The Group has recognised both a right-of-use asset and a lease liability in respect of this lease. The weighted average obtainable borrowing rate applied during the year was 6.75%.

| Right-of-Use Assets - Company and Group - (Included within Property, Plant and Equipment)

| COST |  | £ |  |

| At 1 July 2024 |  | - |  |

| Additions |  | 2,682,318 |  |

| At 30 June 2025 |  | 2,682,318 |  |

| DEPRECIATION |  |

| At 1 July 2024 |  | - |  |

| Charge for the year |  | 178,149 |  |

| At 30 June 2025 |  | 178,149 |  |

| NET BOOK VALUE |  |

| At 30 June 2025 |  | 2,504,169 |  |

| At 30 June 2024 |  | - |  |

17. | FINANCIAL INSTRUMENTS

| Financial risk management

| The Group's activities expose it to a variety of financial risks including credit risk, liquidity risk and interest rate risk.

| Credit risk

| Credit risk arises principally from trade receivables and contract assets. The Group's exposure is managed through credit control procedures and ongoing monitoring of customer balances.

| Liquidity risk

| The Group maintains sufficient cash balances and monitors forecast cash flows to ensure liabilities are settled as they fall due.

| Interest rate risk

| Exposure arises primarily from lease liabilities. This risk is considered low.

18. | PROVISIONS FOR LIABILITIES

| Group |  | Company |

| 30.6.25 |  | 30.6.24 |  | 30.6.25 |  | 30.6.24 |

£ | £ | £ | £ |

| Deferred tax

| Other timing differences | 703,156 |  | - |  | 703,156 |  | - |  |

OD Projects (Holdings) Ltd (Registered number: 08171332)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 June 2025

18. | PROVISIONS FOR LIABILITIES - continued

| Group

| Deferred |

| tax |

£ |

| Charge to Income Statement during year | 703,156 |  |

| Balance at 30 June 2025 | 703,156 |  |

| Company

| Deferred |

| tax |

£ |

| Charge to Income Statement during year | 703,156 |  |

| Balance at 30 June 2025 | 703,156 |  |

| Deferred tax arises primarily from accelerated capital allowances and timing differences on lease accounting.

| The Group has recognised a deferred tax liability of £626,042 (2024: £0) in respect of right-of-use assets and £77,134 (2024: £0) in respect of timing differences on capital allowances.

19. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 30.6.25 |  | 30.6.24

| value: | £ | £ |

| 400 | Ordinary share | £1 | 400 |  | 400 |  |

| Shares in the Company are registered in the name of OD Group Trustees Limited on behalf of OD Group Employee Ownership Trust.

20. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

| The following advances and credits to directors subsisted during the years ended 30 June 2025 and 30 June 2024:

| 30.6.25 |  | 30.6.24

£ | £ |

| J P Kearney

| Balance outstanding at start of year | 208,397 |  | 370,682 |  |

| Amounts advanced | 618,405 |  | 208,397 |  |

| Amounts repaid | (211,820 | ) | (370,682 | ) |

| Amounts written off | - |  | - |  |

| Amounts waived | - |  | - |  |

| Balance outstanding at end of year | 614,982 |  | 208,397 |  |

OD Projects (Holdings) Ltd (Registered number: 08171332)

Notes to the Consolidated Financial Statements - continued

for the Year Ended 30 June 2025

20. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES - continued

| G S Pinchin

| Balance outstanding at start of year | 118,358 |  | 237,722 |  |

| Amounts advanced | 493,342 |  | 118,358 |  |

| Amounts repaid | (120,143 | ) | (237,722 | ) |

| Amounts written off | - |  | - |  |

| Amounts waived | - |  | - |  |

| Balance outstanding at end of year | 491,557 |  | 118,358 |  |

| S A Cherry

| Balance outstanding at start of year | 116,964 |  | 219,900 |  |

| Amounts advanced | 578,511 |  | 116,964 |  |

| Amounts repaid | (125,145 | ) | (219,900 | ) |

| Amounts written off | - |  | - |  |

| Amounts waived | - |  | - |  |

| Balance outstanding at end of year | 570,330 |  | 116,964 |  |

| Interest at 2.25% and 3.75% per annum has been charged on the directors loan account amounted to £30,496 (2024: £14,151).

| The overdrawn loan accounts were repaid after the year ended.

21. | RELATED PARTY DISCLOSURES

| 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.

| During the year, the company received a dividend of £443,750 (2024: £1,500,000) from its subsidiaries and subsequently made a capital contribution of an equal amount to OD Group Employee Ownership Trust.

| The renumeration of key management personnel is as follows:

|  | 30.6.25 |  | 30.6.24 |  |

| £ |  | £ |  |

| Aggregate compensation |  | 1,385,262 |  | 1,061,738 |  |

22. | EVENTS AFTER THE REPORTING DATE

| The directors have assessed events after the reporting date up to the date of approval of the financial statements and have concluded that there are no adjusting or significant non-adjusting events requiring disclosure.