Company registration number 10416995 (England and Wales)
AZURA ADVISORS UK LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
AZURA ADVISORS UK LIMITED
COMPANY INFORMATION
Directors
Mr A T Mucalov
Ms Jennifer Gladstone
(Appointed 1 May 2025)
Company number
10416995
Registered office
Grenville Court
Britwell Road
Burnham
Buckinghamshire
SL1 8DF
Auditor
Eacotts International Limited
Grenville Court
Britwell Road
Burnham
Buckinghamshire
SL1 8DF
Business address
85 Buckingham Gate
London
SW1E 6PD
AZURA ADVISORS UK LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2
Directors' responsibilities statement
3
Independent auditor's report
4 - 6
Statement of comprehensive income
7
Statement of financial position
8
Statement of changes in equity
9
Statement of cash flows
10
Notes to the financial statements
11 - 22
AZURA ADVISORS UK LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The directors present the strategic report for the year ended 31 December 2025.

Review of the business

Azura Advisors UK Limited was incorporated in October 2016 and is a wholly owned subsidiary of Azura Power Holdings Limited.

Its main objectives are to provide following services to the parent company in accordance with the terms and conditions of the supply of services agreement;

1. Identifying, developing and structuring investment opportunities within the power sector in sub Saharan Africa.

1. Negotiating key finance and project documents with relevant private and government counter parties.

1. Developing corporate governance structures, procedures and best practice policies for the customer and its projects.

1. Recruiting the senior management team for the customer and its projects; and

1. Evaluating exit strategy options including identifying potential acquirers of the customer at time of the exit;

Azura Advisors UK Limited is compensated for these activities by its parent company.

Principal risks and uncertainties

The Principal Risks and Uncertainties facing the company are;

Revenue and Gross Margin

Given that Azura Advisors UK Limited’s services are recovered from the Parent company on a standard cost-plus recovery basis the company bears no risk to profitability levels.

Debtors and Creditors

Credit risk is the risk that a supplier will not receive payment from its customers (debtors). Since Azura Advisors UK Limited only transacts with the parent company it bears minimal credit risk. Similar applies to the creditors as the company has support of the parent to pay all its cost under cost plus recovery basis.

Product development risk

This risk is related to the loss associated with investment in products that do not become commercially viable. The company does not engage in product development activities for its own benefit.

Borrowing Requirements

Currently the company has zero borrowings and no further borrowing requirements from a third party will be necessary in a foreseeable future as the company has a positive cash position and would have support from Azura Power Holdings Limited the ultimate parent company if needed.

Key performance indicators

Analysis using Key Performance Indicators

Given all Azura Advisors UK Limited’ services are recovered from parent company on a standard cost plus recovery basis, analysis of regular KPI’s such as sales, margins, market share etc. are not applicable. Turnover (services recharged on a cost plus basis) was £2,516,947. Operating profit was £215,164.

On behalf of the board

Ms Jennifer Gladstone
Director
31 March 2026
AZURA ADVISORS UK LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -

The directors present their annual report and financial statements for the year ended 31 December 2025.

Principal activities

The principal activity of the company is as described in the Strategic Report.

Results and dividends

The results for the year are set out on page 7.

No ordinary dividends were paid. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Mr A T Mucalov
Mr A Muir
(Resigned 30 April 2025)
Ms Jennifer Gladstone
(Appointed 1 May 2025)
Supplier payment policy

The company's current policy concerning the payment of trade creditors is to follow the CBI's Prompt Payers Code (copies are available from the CBI, Centre Point, 103 New Oxford Street, London WC1A 1DU).

The company's current policy concerning the payment of trade creditors is to:

- settle the terms of payment with suppliers when agreeing the terms of each transaction;

- ensure that suppliers are made aware of the terms of payment by inclusion of the relevant terms in contracts; and

- pay in accordance with the company's contractual and other legal obligations.

Auditor

The auditor, Eacotts International Limited, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

Statement of disclosure to auditor

Each director in office at the date of approval of this annual report confirms that:

- so far as the director is aware, there is no relevant audit information of which the company's auditor is unaware, and

- the director has taken all the steps that he / she ought to have taken as a director in order to make himself / herself aware of any relevant audit information and to establish that the company's auditor is aware of that information.

This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.

On behalf of the board
Ms Jennifer Gladstone
Director
31 March 2026
AZURA ADVISORS UK LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -

The directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the United Kingdom. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, International Accounting Standard 1 requires that directors:

- properly select and apply accounting policies;

- present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;

- provide additional disclosures when compliance with the specific requirements in IFRSs are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance; and

- make an assessment of the company's ability to continue as a going concern.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

AZURA ADVISORS UK LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF AZURA ADVISORS UK LIMITED
- 4 -
Opinion

We have audited the financial statements of Azura Advisors UK Limited (the 'company') for the year ended 31 December 2025 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and UK adopted international accounting standards.

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its profit for the year then ended;

- have been properly prepared in accordance with UK adopted international accounting standards; and

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the 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 our audit:

- the information given in the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- the directors' report has been prepared in accordance with applicable legal requirements.

AZURA ADVISORS UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF AZURA ADVISORS UK LIMITED
- 5 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identifie d material misstatements in the directors' r eport.

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

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

- the financial statements are not in agreement with the accounting records and returns; or

- certain disclosures of directors' remuneration specified by law are not made; or

- we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the directors' r esponsibilities s tatement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

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

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

In relation to fraud, the objectives of our audit are to identify and assess the risk 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, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, the audit engagement team:

- obtained an understanding of the nature of the industry and sector, including the legal and regulatory framework that the company operates in and how the company is complying with the legal and regulatory framework;

- inquired of management, and those charged with governance, about their own identification and assessment of the risks of irregularities, including any known actual, suspected or alleged instances of fraud;

- discussed matters about non-compliance with laws and regulations and how fraud might occur including assessment of how and where the financial statements may be susceptible to fraud.

AZURA ADVISORS UK LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF AZURA ADVISORS UK LIMITED
- 6 -

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members; and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error.

A further description of our responsibilities is available on the Financial Reporting Council's website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

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 an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Mr Brandis Savizon FCCA (Senior Statutory Auditor)
For and on behalf of Eacotts International Limited
1 April 2026
Accountants
ICAEW Registered Auditor
Grenville Court
Britwell Road
Burnham
Buckinghamshire
SL1 8DF
AZURA ADVISORS UK LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 7 -
2025
2024
Notes
£
£
Revenue
2
2,516,947
3,612,403
Gross profit
2,516,947
3,612,403
Administrative expenses
(2,301,783)
(3,300,188)
Operating profit
3
215,164
312,215
Finance costs
6
(7,138)
(10,467)
Profit before taxation
208,026
301,748
Income tax expense
7
(52,568)
(75,772)
Profit and total comprehensive income for the year
155,458
225,976

The income statement has been prepared on the basis that all operations are continuing operations.

AZURA ADVISORS UK LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT
31 DECEMBER 2025
31 December 2025
- 8 -
2025
2024
Notes
£
£
Non-current assets
Property, plant and equipment
8
103,703
191,407
Current assets
Trade and other receivables
9
1,514,248
1,623,697
Cash and cash equivalents
389,169
87,134
1,903,417
1,710,831
Current liabilities
Trade and other payables
11
636,565
570,887
Current tax liabilities
14,077
52,549
Lease liabilities
12
76,883
73,397
727,525
696,833
Net current assets
1,175,892
1,013,998
Non-current liabilities
Lease liabilities
12
-
0
76,883
Deferred tax liabilities
13
8,704
13,089
8,704
89,972
Net assets
1,270,891
1,115,433
Equity
Called up share capital
15
1
1
Retained earnings
1,270,890
1,115,432
Total equity
1,270,891
1,115,433
The financial statements were approved by the board of directors and authorised for issue on 31 March 2026 and are signed on its behalf by:
Ms Jennifer Gladstone
Director
Company registration number 10416995 (England and Wales)
AZURA ADVISORS UK LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 9 -
Share capital
Retained earnings
Total
£
£
£
Balance at 1 January 2024
1
889,456
889,457
Year ended 31 December 2024:
Profit and total comprehensive income
-
225,976
225,976
Balance at 31 December 2024
1
1,115,432
1,115,433
Year ended 31 December 2025:
Profit and total comprehensive income
-
155,458
155,458
Balance at 31 December 2025
1
1,270,890
1,270,891
AZURA ADVISORS UK LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 10 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
19
489,260
161,569
Interest paid
(7,138)
(10,467)
Income taxes paid
(95,425)
(86,605)
Net cash inflow from operating activities
386,697
64,497
Investing activities
Purchase of property, plant and equipment
(11,295)
(2,470)
Proceeds from disposal of property, plant and equipment
30
-
0
Net cash used in investing activities
(11,265)
(2,470)
Financing activities
Payment of lease liabilities
(73,397)
(70,068)
Net cash used in financing activities
(73,397)
(70,068)
Net increase/(decrease) in cash and cash equivalents
302,035
(8,041)
Cash and cash equivalents at beginning of year
87,134
95,175
Cash and cash equivalents at end of year
389,169
87,134
AZURA ADVISORS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 11 -
1
Accounting policies
Company information

Azura Advisors UK Limited is a private company limited by shares incorporated in England and Wales. The registered office is Grenville Court, Britwell Road, Burnham, Buckinghamshire, SL1 8DF. The company's principal activities and nature of its operations are disclosed in the directors' report.

1.1
Accounting convention

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted for use in the United Kingdom and with those parts of the Companies Act 2006 applicable to companies reporting under IFRS, except as otherwise stated.

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

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

1.2
Going concern

These financial statements are prepared on the going concern basis. The directors have a reasonable expectation that the company will continue in operational existence for the foreseeable future as the company is fully supported by its parent company, true Azura Power Holdings Limited.

1.3
Revenue

Revenue is calculated on a service charge mark up agreement with the parent company on all costs incurred throughout the year.

1.4
Property, plant and equipment

Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

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

Leasehold land and buildings
Straight line over the length of the lease
Fixtures and fittings
Straight line over seven years
Computers
Straight line over three years
Other PPE
Straight line over three years

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.

1.5
Impairment of tangible and intangible assets

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

AZURA ADVISORS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 12 -

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

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

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

1.6
Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.7
Financial assets

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

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

Financial assets at fair value through profit or loss

Financial assets are classified as at FVTPL when the financial asset is held for trading. This is the case if:

- the asset has been acquired principally for the purpose of selling in the near term, or

- on initial recognition it is part of a portfolio of identified financial instruments that the company manages together and has a recent actual pattern of short-term profit taking, or

- it is a derivative that is not designated and effective as a hedging instrument.

Financial assets at FVTPL are stated at fair value with any gains or losses arising on remeasurement recognised in profit or loss. The net gain or loss recognised in profit or loss incorporates any dividend or interest earned on the financial asset. Interest and dividends are included in 'Investment income' and gains and losses on remeasurement included in 'other gains and losses' in the statement of comprehensive income.

Financial assets held at amortised cost

Financial assets with fixed or determinable payments and fixed maturity dates that the Company has the positive intent and ability to hold to maturity are classified as held to maturity investments.

Held to maturity investments are measured at amortised cost using the effective interest method less any impairment, with revenue recognised on an effective yield basis.

The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition.

AZURA ADVISORS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 13 -

Trade receivables, loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as loans and receivables. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment.

Interest is recognised by applying the effective interest rate, except for short-term receivables when the recognition of interest would be immaterial. The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating the interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts through the expected life of the debt instrument to the net carrying amount on initial recognition.

Financial assets at fair value through other comprehensive income

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

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

Financial assets classified as available for sale are measured at fair value with gains and losses arising from changes in fair value recognised in other comprehensive income. Where an AFS financial asset is disposed of or determined to be impaired, the cumulative gain or loss previously recognised in other comprehensive income is reclassified to profit or loss.

Dividends and interest earned on AFS financial assets are included in the investment income line item in the statement of comprehensive income.

Impairment of financial assets

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

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

For trade receivables, the simplified approach permitted by IFRS 9 is applied, which requires expected lifetime losses to be recognised from initial recognition of the receivables.

Derecognition of financial assets

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

1.8
Financial liabilities

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

AZURA ADVISORS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 14 -
Other financial liabilities

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

Derecognition of financial liabilities

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

1.9
Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

1.10
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.11
Employee benefits

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

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

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

AZURA ADVISORS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 15 -
1.12
Retirement benefits

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

1.13
Leases
As lessee

At inception, the company assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the company recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within property, plant and equipment, apart from those that meet the definition of investment property.

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the commencement date plus any initial direct costs and an estimate of the cost of obligations to dismantle, remove, refurbish or restore the underlying asset and the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently adjusted for remeasurements of the lease liability and applies the relevant cost model, fair value model or revaluation model as set out within the accounting policies for the applicable asset class. Where the cost model is applied, the asset is depreciated from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term, and is periodically reduced by impairment losses, if any.

The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the company's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the company is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.

The lease liability is measured at amortised cost using the effective interest method. It is re assessed at each financial period end to reflect lease modifications and any changes to the factors considered at initial measurement, as set out above. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

The company has elected not to recognise right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less, or for leases of low-value assets including IT equipment. The payments associated with these leases are recognised in profit or loss on a straight-line basis over the lease term.

1.14
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Revenue
2025
2024
£
£
Revenue analysed by class of business
Cost plus recharges
2,516,947
3,612,403
AZURA ADVISORS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 16 -
3
Operating profit
2025
2024
Operating profit for the year is stated after charging/(crediting):
£
£
Exchange losses
24
6,263
Depreciation of property, plant and equipment
98,969
98,697
4
Employees

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

2025
2024
Number
Number
Administration
6
6

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
1,428,503
2,193,256
Social security costs
199,194
297,890
Pension costs
-
0
110
1,627,697
2,491,256
5
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
451,534
1,109,029
Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
370,952
1,109,029
6
Finance costs
2025
2024
£
£
Interest on lease liabilities
7,138
10,467
AZURA ADVISORS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 17 -
7
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
56,953
82,447
Deferred tax
Origination and reversal of temporary differences
(4,385)
(6,675)
Total tax charge
52,568
75,772

The charge for the year can be reconciled to the profit per the income statement as follows:

2025
2024
£
£
Profit before taxation
208,026
301,748
Expected tax charge based on a corporation tax rate of 25.00%
52,007
75,437
Effect of expenses not deductible in determining taxable profit
561
335
Permanent capital allowances in excess of depreciation
4,385
6,675
Deferred tax movement on assets
(4,385)
(6,675)
Taxation charge for the year
52,568
75,772
AZURA ADVISORS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 18 -
8
Property, plant and equipment
Leasehold land and buildings
Fixtures and fittings
Computers
Other PPE
Total
£
£
£
£
£
Cost
At 1 January 2024
486,686
165,208
21,755
-
0
673,649
Additions
-
0
220
2,250
-
0
2,470
Disposals
-
0
-
0
(3,964)
-
0
(3,964)
At 31 December 2024
486,686
165,428
20,041
-
0
672,155
Additions
-
0
523
6,522
4,250
11,295
Disposals
-
0
-
0
(3,599)
-
0
(3,599)
At 31 December 2025
486,686
165,951
22,964
4,250
679,851
Accumulated depreciation and impairment
At 1 January 2024
278,107
93,649
14,259
-
0
386,015
Charge for the year
69,527
24,142
5,028
-
0
98,697
Eliminated on disposal
-
0
-
0
(3,964)
-
0
(3,964)
At 31 December 2024
347,634
117,791
15,323
-
0
480,748
Charge for the year
69,527
24,332
4,047
1,063
98,969
Eliminated on disposal
-
0
-
0
(3,569)
-
0
(3,569)
At 31 December 2025
417,161
142,123
15,801
1,063
576,148
Carrying amount
At 31 December 2025
69,525
23,828
7,163
3,187
103,703
At 31 December 2024
139,052
47,637
4,718
-
191,407

Property, plant and equipment includes right-of-use assets, as follows:

Right-of-use assets
2025
2024
£
£
Net values at the year end
Property
69,525
139,052
Depreciation charge for the year
Property
69,527
69,527
AZURA ADVISORS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 19 -
9
Trade and other receivables
2025
2024
£
£
Unpaid share capital
1
1
VAT recoverable
9,769
6,120
Amounts owed by fellow group undertakings
1,391,971
1,479,266
Other receivables
87,071
87,071
Prepayments & accrued income
25,436
51,239
1,514,248
1,623,697
10
Trade and other receivables - credit risk
Fair value of trade and other receivables

The directors consider that the carrying amount of trade and other receivables is approximately equal to their fair value.

No significant receivable balances are impaired at the reporting end date.

11
Trade and other payables
2025
2024
£
£
Trade payables
5,452
4,811
Accruals
448,214
522,174
Social security and other taxation
123,759
43,902
Other payables
59,140
-
636,565
570,887
12
Lease liabilities
2025
2024
Maturity analysis of lease payments
£
£
Within one year
76,883
73,397
In two to five years
-
76,883
Total undiscounted liabilities
76,883
150,280
AZURA ADVISORS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
12
Lease liabilities
(Continued)
- 20 -

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

2025
2024
£
£
Current liabilities
76,883
73,397
Non-current liabilities
-
0
76,883
76,883
150,280
13
Deferred taxation
Liabilities
2025
2024
£
£
Deferred tax balances
8,704
13,089

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting period.

Accelerated capital allowances
£
Liability at 1 January 2024
19,764
Deferred tax movements in prior year
Charge/(credit) to profit or loss
(6,675)
Liability at 1 January 2025
13,089
Deferred tax movements in current year
Charge/(credit) to profit or loss
(4,385)
Liability at 31 December 2025
8,704

Deferred tax assets and liabilities are offset in the financial statements only where the company has a legally enforceable right to do so.

AZURA ADVISORS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 21 -
14
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
-
110

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

15
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and not fully paid
Ordinary of £1 each
1
1
1
1

One ordinary share of £1 was issued at incorporation but has not yet been paid.

16
Capital risk management

The company is not subject to any externally imposed capital requirements.

17
Related party transactions

During the year the company entered into the following transactions with related parties:

Sale of goods
Purchase of goods
2025
2024
2025
2024
£
£
£
£
Parent company
2,516,947
3,612,403
-
0
-
0

The following amounts were outstanding at the reporting end date:

2025
2024
Amounts due from related parties
£
£
Parent company
1,391,971
1,470,221
Other related parties
-
0
9,045
1,391,971
1,479,266
18
Controlling party

The immediate and the ultimate parent company is Azura Power Holdings Limited, a company incoporated in Mauritius.

AZURA ADVISORS UK LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
19
Cash generated from operations
2025
2024
£
£
Profit for the year before taxation
208,026
301,748
Adjustments for:
Finance costs
7,138
10,467
Depreciation and impairment of property, plant and equipment
98,969
98,697
Movements in working capital:
Decrease/(increase) in trade and other receivables
109,449
(300,011)
Increase in trade and other payables
65,678
50,668
Cash generated from operations
489,260
161,569
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