Company registration number 15634232 (England and Wales)
BSC HOLDCO LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
BSC HOLDCO LIMITED
COMPANY INFORMATION
Directors
R Tyrwhitt Drake
J Kitson
Company number
15634232
Registered office
5th Floor
3 Dorset Rise
London
EC4Y 8EN
Auditor
TC Group
5th Floor
3 Dorset Rise
London
EC4Y 8EN
Business address
78 Pall Mall
London
SW1 5ES
BSC HOLDCO LIMITED
CONTENTS
Page
Strategic report
1
Directors' report
2 - 3
Independent auditor's report
4 - 6
Group profit and loss account
7
Group balance sheet
8
Company balance sheet
9
Group statement of changes in equity
10
Company statement of changes in equity
11
Group statement of cash flows
12
Notes to the financial statements
13 - 23
BSC HOLDCO LIMITED
STRATEGIC REPORT
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 1 -

The directors present the strategic report for the period ended 30 September 2025.

Review of the business

The group is authorised by the Financial Conduct Authority to conduct certain types of investment business. The principal activity of the group during the year under review was as a Placement Agent.

The pre-tax results for the year are a profit of £2,324,069. The group's financial position at the year end was considered to be satisfactory.

Principal risks and uncertainties

The directors consider that the key financial risk exposures faced by the group relate to counterparty credit risk, foreign currency risk and the need to maintain sufficient liquidity to satisfy regulatory capital requirements and working capital needs.

The group's financial risk management objectives are therefore to minimise the key financial risks through having clearly defined terms of business with counterparties and stringent credit control over transactions with them. Foreign currency risk is managed by the directors monitoring foreign exchange rates in relation to income with a view to minimising foreign exchange losses. At the year end the group's debtors were primarily denominated in foreign currencies. For regulatory capital purposes t he directors regularly monitor cash flow and management accounts to ensure regulatory capital requirements are not breached and that the group maintains adequate working capital.

Key performance indicators

The directors consider fees received to be the key performance indicator, which is based on the amount of capital raised for clients from one period to the next. The group achieved fee income of £3,342,861 .

Section 172 statement

R. Tyrwhitt-Drake, director, is also the company's and group's ultimate controlling party. Underlying the decision making process of the group, the directors consider the impact on the group’s employees and are mindful of how the group’s business operations impact the community and environment. The directors overarching responsibilities are to maintain a reputation for high standards of business conduct and seek to build strong business relationships with suppliers, customers and other key counterparties.

During the year under review, the group's business strategy remained unchanged and there is a strong pipeline of business for the year ahead. T here were no key decisions made that could impact potential interested parties of the group.

On behalf of the board

R Tyrwhitt Drake
Director
8 April 2026
BSC HOLDCO LIMITED
DIRECTORS' REPORT
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 2 -

The directors present their annual report and financial statements for the period ended 30 September 2025.

Principal activities

The principal activity of the company and group continued to be that of providing financial services.

Results and dividends

Ordinary dividends were paid amounting to £980,000. The directors do not recommend payment of a final dividend.

Directors

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

R Tyrwhitt Drake
(Appointed 10 April 2024)
J Kitson
(Appointed 8 April 2026)
Auditor

TC Group were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Statement of directors' responsibilities

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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;

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

- state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and 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.

Statement of disclosure to auditor

So far as the directors at the date of approving this report are aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Small companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

BSC HOLDCO LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 3 -
On behalf of the board
R Tyrwhitt Drake
Director
8 April 2026
BSC HOLDCO LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF BSC HOLDCO LIMITED
- 4 -
Opinion

We have audited the financial statements of BSC Holdco Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 30 September 2025 which comprise the group profit and loss account, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group 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 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 the parent company's affairs as at 30 September 2025 and of the group's profit for the period then ended;

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

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

Basis for opinion

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

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

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

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

In the light of the knowledge and understanding of the group and parent company and their environment obtained in the course of the audit, we have not identifie d material misstatements in the directors' report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion:

- adequate accounting records have not been kept 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; or

- the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemption in preparing the directors' report and from the requirement to prepare a strategic report.

Responsibilities of directors

As explained more fully in the directors' 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 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 parent 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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect irregularities, including fraud. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

BSC HOLDCO LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF BSC HOLDCO LIMITED
- 6 -

Our approach was as follows:

- We obtained an understanding of the legal and regulatory frameworks that are applicable to the group and determined that the most significant are those that relate to the reporting framework (FRS 102 and Companies Act 2006), those required by the Financial Conduct Authority (FCA), those laws and regulations relating to employment matters and relevant direct and indirect tax compliance regulations in the United Kingdom.

- We assessed the susceptibility of the group's financial statements to material misstatement, including how fraud might occur by considering the risk of management override of internal control and by designating revenue recognition as a fraud risk. We performed journal entry testing by specific risk criteria, with a focus on journals indicating large or unusual transactions based on our understanding of the business. We tested specific transactions reconciling to source documentation, ensuring they were in line with mandate agreements.

- We understood how the group is complying with those frameworks by making enquiries of management and seeking representations from those charged with governance. We corroborated our understanding by reviewing supporting documentation including directors’ meeting minutes and correspondence with regulatory bodies.

- Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Our procedures involved enquiries of management and those charged with governance, review of legal and professional expenses, review of breaches and complaints register and review of directors’ meeting minutes.

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.

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.

Mark Bailey FCA CTA (Senior Statutory Auditor)
For and on behalf of TC Group
9 April 2026
Statutory Auditor
5th Floor
3 Dorset Rise
London
EC4Y 8EN
BSC HOLDCO LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 7 -
Period
ended
30 September
2025
Notes
£
Turnover
3
3,342,861
Administrative expenses
(1,031,516)
Operating profit
4
2,311,345
Interest receivable and similar income
7
12,724
Profit before taxation
2,324,069
Tax on profit
8
(594,600)
Profit for the financial period
1,729,469
Profit for the financial period is all attributable to the owners of the parent company.
BSC HOLDCO LIMITED
GROUP BALANCE SHEET
AS AT
30 SEPTEMBER 2025
30 September 2025
- 8 -
2025
Notes
£
£
Fixed assets
Tangible assets
9
82,150
Investment property
10
863,774
945,924
Current assets
Debtors
13
1,830,994
Cash at bank and in hand
1,185,625
3,016,619
Creditors: amounts falling due within one year
14
(555,758)
Net current assets
2,460,861
Total assets less current liabilities
3,406,785
Provisions for liabilities
Deferred tax liability
15
11,446
(11,446)
Net assets
3,395,339
Capital and reserves
Called up share capital
17
60,100
Merger reserve
2,585,770
Profit and loss reserves
749,469
Total equity
3,395,339
The financial statements were approved by the board of directors and authorised for issue on 8 April 2026 and are signed on its behalf by:
08 April 2026
R Tyrwhitt Drake
Director
Company registration number 15634232 (England and Wales)
BSC HOLDCO LIMITED
COMPANY BALANCE SHEET
AS AT 30 SEPTEMBER 2025
30 September 2025
- 9 -
2025
Notes
£
£
Fixed assets
Investments
11
2,645,870
Current assets
Debtors
13
100
Creditors: amounts falling due within one year
14
(5,030)
Net current liabilities
(4,930)
Net assets
2,640,940
Capital and reserves
Called up share capital
17
60,100
Merger reserve
2,585,770
Profit and loss reserves
(4,930)
Total equity
2,640,940

As permitted by s408 Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s loss for the year was £4,930.

The financial statements were approved by the board of directors and authorised for issue on 8 April 2026 and are signed on its behalf by:
08 April 2026
R Tyrwhitt Drake
Director
Company registration number 15634232 (England and Wales)
BSC HOLDCO LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 10 -
Share capital
Merger reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 10 April 2024
-
-
-
-
Profit and total comprehensive income
-
-
1,729,469
1,729,469
Issue of share capital
17
60,100
-
-
60,100
Dividends
-
-
(980,000)
(980,000)
Other movements
-
2,585,770
-
2,585,770
Balance at 30 September 2025
60,100
2,585,770
749,469
3,395,339
BSC HOLDCO LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 11 -
Share capital
Merger reserve
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 10 April 2024
-
-
-
-
Profit and total comprehensive income
-
-
(4,930)
(4,930)
Issue of share capital
17
60,100
-
-
60,100
Other movements
-
2,585,770
-
2,585,770
Balance at 30 September 2025
60,100
2,585,770
(4,930)
2,640,940
BSC HOLDCO LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 12 -
2025
Notes
£
£
Cash flows from operating activities
Cash generated from operations
20
677,489
Income taxes paid
(197,857)
Net cash inflow/(outflow) from operating activities
479,632
Investing activities
Purchase of tangible fixed assets
(47,057)
Purchase of investment property
(863,774)
Issue of loans
(575)
Interest received
12,724
Cash acquired on merger
1,171,815
Net cash generated from/(used in) investing activities
273,133
Financing activities
Proceeds from issue of shares
100
Dividends paid to equity shareholders
(980,000)
Net cash used in financing activities
(979,900)
Net decrease in cash and cash equivalents
(227,135)
Cash and cash equivalents at beginning of period
-
Non-cash net assets acquired on merger
1,412,760
Cash and cash equivalents at end of period
1,185,625
BSC HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 13 -
1
Accounting policies
Company information

BSC Holdco Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 5th Floor, 3 Dorset Rise, London, EC4Y 8EN. The principal place of business is 78 Pall Mall, London, SW1Y 5ES.

The group consists of BSC Holdco Limited and all of its subsidiaries.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in pound sterling, which is the functional currency of the group. Monetary a mounts in these financial statements are rounded to the nearest pound sterling.

The financial statements have been prepared under the historical cost convention, with the exception of the accounting for investment property. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

- the requirement to prepare a statement of cash flows. (Section 7 of FRS 102 and para 3.17(d));

- the non-disclosure of key management personnel compensation in total. (FRS 102 para 33.7).

1.2
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company BSC Holdco Limited together with all entities controlled by the parent company (its subsidiaries).

All financial statements are made up to 30 September 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the g roup.

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

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.3
Going concern

At the time of approving the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.4
Turnover

Turnover primarily represents commissions received from the group's principal activity. Revenue is recognised when and to the extent that the company obtains the right to consideration under it's contractual arrangements.

Turnover also relates to rental income and is recognised over the period of the lease.

BSC HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 14 -
1.5
Tangible fixed assets

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

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

Fixtures and fittings
25 - 33.33% on cost
Motor vehicles
20 - 25% on cost

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 profit and loss account.

1.6
Investment property

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value a t the reporting end date. Changes in fair value are recognised in profit or loss.

1.7
Fixed asset investments

I n the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

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

1.8
Impairment of fixed assets

At each reporting period end date, the group 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 cash-generating unit to which the asset belongs.

1.9
Cash and cash equivalents

Cash and cash equivalents include cash in hand and deposits held at call with banks.

1.10
Financial instruments

The group has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the group's balance sheet when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and 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 m ethod 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.

BSC HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 15 -
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 group 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 group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors are initially recognised at transaction. 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.

Derecognition of financial liabilities

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

1.11
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 profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

BSC HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 16 -
Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

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 profit and loss account, 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 if, and only if, there is 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.

1.12
Employee benefits

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

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

1.13
Retirement benefits

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

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
Judgements and key sources of estimation uncertainty

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

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

3
Turnover and other revenue
2025
£
Turnover analysed by class of business
Commissions received
3,326,123
Rental income
16,738
3,342,861
BSC HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
3
Turnover and other revenue
(Continued)
- 17 -
2025
£
Turnover analysed by geographical market
USA
2,992,825
Europe
333,298
Africa
16,738
3,342,861
2025
£
Other revenue
Interest income
12,724
4
Operating profit
2025
£
Operating profit for the period is stated after charging/(crediting):
Exchange gains
(89,593)
Depreciation of owned tangible fixed assets
26,102
5
Auditor's remuneration
2025
Fees payable to the company's auditor and associates:
£
For audit services
Audit of the financial statements of the group and company
4,400
Audit of the financial statements of the company's subsidiaries
21,400
25,800
6
Employees

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

Group
Company
2025
2025
Number
Number
4
0
BSC HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
6
Employees
(Continued)
- 18 -

Their aggregate remuneration comprised:

Group
Company
2025
2025
£
£
Wages and salaries
483,567
-
0
Social security costs
69,598
-
Pension costs
2,138
-
0
555,303
-
0
7
Interest receivable and similar income
2025
£
Interest income
Interest on bank deposits
9,912
Other interest income
2,812
Total income
12,724
2025
Investment income includes the following:
£
Interest on financial assets not measured at fair value through profit or loss
9,912
8
Taxation
2025
£
Current tax
UK corporation tax on profits for the current period
603,568
Adjustments in respect of prior periods
(5,246)
Total current tax
598,322
Deferred tax
Origination and reversal of timing differences
(3,722)
Total tax charge
594,600
BSC HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
8
Taxation
(Continued)
- 19 -

The actual charge for the period can be reconciled to the expected charge/(credit) for the period based on the profit or loss and the standard rate of tax as follows:

2025
£
Profit before taxation
2,324,069
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00%
581,017
Tax effect of expenses that are not deductible in determining taxable profit
6,181
Unutilised tax losses carried forward
10,551
Adjustments in respect of prior years
(5,246)
Permanent capital allowances in excess of depreciation
3,853
Effect of overseas tax rates
1,966
Movement in deferred tax
(3,722)
Taxation charge
594,600
9
Tangible fixed assets
Group
Fixtures and fittings
Motor vehicles
Total
£
£
£
Cost
At 10 April 2024
-
0
-
0
-
0
Additions
37,429
9,628
47,057
Business combinations
27,079
60,000
87,079
Disposals
(10,232)
-
0
(10,232)
At 30 September 2025
54,276
69,628
123,904
Depreciation and impairment
At 10 April 2024
-
0
-
0
-
0
Depreciation charged in the period
8,961
17,141
26,102
Business combinations
25,884
-
0
25,884
Eliminated in respect of disposals
(10,232)
-
0
(10,232)
At 30 September 2025
24,613
17,141
41,754
Carrying amount
At 30 September 2025
29,663
52,487
82,150
BSC HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 20 -
10
Investment property
Group
Company
2025
2025
£
£
Fair value
At 10 April 2024
-
-
Additions
863,774
-
At 30 September 2025
863,774
-

The fair value of the investment property is stated at the director's valuation on an open market basis at 30 September 2025.

11
Fixed asset investments
Group
Company
2025
2025
Notes
£
£
Investments in subsidiaries
12
-
0
2,645,870
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 10 April 2024
-
Additions
2,645,870
At 30 September 2025
2,645,870
Carrying amount
At 30 September 2025
2,645,870
12
Subsidiaries

Details of the company's subsidiaries at 30 September 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Bury Street Capital Malta Ltd
171, Old Bakery Street, Valletta, Malta
Ordinary
100.00
Bury Street Capital Limited
5th Floor, 3 Dorset Rise, London, EC4Y 8EN
Ordinary
100.00
BSC Property Investment Limited
5th Floor, 3 Dorset Rise, London, EC4Y 8EN
Ordinary
100.00
BSC HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 21 -
13
Debtors
Group
Company
2025
2025
Amounts falling due within one year:
£
£
Other debtors
5,039
100
Prepayments and accrued income
774,840
-
0
779,879
100
Amounts falling due after more than one year:
Other debtors
1,051,115
-
0
Total debtors
1,830,994
100
14
Creditors: amounts falling due within one year
Group
Company
2025
2025
£
£
Trade creditors
2,077
-
0
Amounts owed to group undertakings
-
0
630
Corporation tax payable
385,297
-
0
Other taxation and social security
2,381
-
Other creditors
42,870
-
0
Accruals and deferred income
123,133
4,400
555,758
5,030
15
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

Liabilities
2025
Group
£
Arising on business combinations
11,446
The company has no deferred tax assets or liabilities.
BSC HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
15
Deferred taxation
(Continued)
- 22 -
Group
Company
2025
2025
Movements in the period:
£
£
Asset at 10 April 2024
-
-
Credit to profit or loss
(3,722)
-
Aquired on merger
15,168
-
Liability at 30 September 2025
11,446
-

T he deferred tax liability set out above is expected to reverse within 48 months and relates to accelerated capital allowances that are expected to mature within the same period.

16
Retirement benefit schemes
2025
Defined contribution schemes
£
Charge to profit or loss in respect of defined contribution schemes
2,138

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

17
Share capital
Group and company
2025
2025
Ordinary share capital
Number
£
Issued and fully paid
of £1 each
60,100
60,100

During the period the company issued 60,100 £1 Ordinary shares at par.

BSC HOLDCO LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE PERIOD ENDED 30 SEPTEMBER 2025
- 23 -
18
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2025
£
Aggregate remuneration
130,050
Other information

At the year end, £37,619 was owed to a director, this being unsecured, interest free and repayable on demand.

During the period, loans were made to a company incorporated in France, under the control of a director, totalling €1,204,000. This is recognised in the accounts as £1,051,115 at the year end and is repayable in June 2030. The loan is interest free (previously charged at 2.50% above the Euribor rate calculated at the first day of the annual interest period).

19
Controlling party

The group is under the control of its director, Robert Tyrwhitt-Drake.

20
Cash generated from/(absorbed by) group operations
2025
£
Profit for the period after tax
1,729,469
Adjustments for:
Taxation charged
594,600
Investment income
(12,724)
Depreciation and impairment of tangible fixed assets
26,102
Movements in working capital:
Increase in debtors
(1,830,419)
Increase in creditors
170,461
Cash generated from/(absorbed by) operations
677,489
21
Analysis of changes in net funds - group
10 April 2024
Cash flows
30 September 2025
£
£
£
Cash at bank and in hand
-
1,185,625
1,185,625
2025-09-30 2024-04-10 false false CCH Software CCH Accounts Production 2025.300 R Tyrwhitt Drake J Kitson false 15634232 bus:Consolidated 2024-04-10 2025-09-30 15634232 2024-04-10 2025-09-30 15634232 bus:Director1 2024-04-10 2025-09-30 15634232 bus:Director2 2024-04-10 2025-09-30 15634232 bus:RegisteredOffice 2024-04-10 2025-09-30 15634232 2025-09-30 15634232 dpl:Item1 countries:UnitedStates bus:Consolidated 2024-04-10 2025-09-30 15634232 dpl:Item2 countries:Europe 2024-04-10 2025-09-30 15634232 dpl:Item3 countries:Africa bus:Consolidated 2024-04-10 2025-09-30 15634232 bus:Consolidated 2025-09-30 15634232 core:FurnitureFittings bus:Consolidated 2025-09-30 15634232 core:MotorVehicles bus:Consolidated 2025-09-30 15634232 core:CurrentFinancialInstruments core:WithinOneYear bus:Consolidated 2025-09-30 15634232 core:WithinOneYear bus:Consolidated 2025-09-30 15634232 core:WithinOneYear 2025-09-30 15634232 core:CurrentFinancialInstruments 2025-09-30 15634232 core:ShareCapital bus:Consolidated 2025-09-30 15634232 core:OtherReservesSubtotal bus:Consolidated 2025-09-30 15634232 core:RetainedEarningsAccumulatedLosses bus:Consolidated 2025-09-30 15634232 core:ShareCapital 2025-09-30 15634232 core:OtherReservesSubtotal 2025-09-30 15634232 core:RetainedEarningsAccumulatedLosses 2025-09-30 15634232 core:ShareCapital bus:Consolidated 2024-04-10 2025-09-30 15634232 core:ShareCapital 2024-04-10 2025-09-30 15634232 core:FurnitureFittings 2024-04-10 2025-09-30 15634232 core:MotorVehicles 2024-04-10 2025-09-30 15634232 dpl:Item1 bus:Consolidated 2024-04-10 2025-09-30 15634232 dpl:Item2 2024-04-10 2025-09-30 15634232 core:UKTax bus:Consolidated 2024-04-10 2025-09-30 15634232 bus:Consolidated 1 2024-04-10 2025-09-30 15634232 core:FurnitureFittings bus:Consolidated 2024-04-09 15634232 core:MotorVehicles bus:Consolidated 2024-04-09 15634232 bus:Consolidated 2024-04-09 15634232 core:FurnitureFittings bus:Consolidated 2024-04-10 2025-09-30 15634232 core:MotorVehicles bus:Consolidated 2024-04-10 2025-09-30 15634232 core:Subsidiary1 2024-04-10 2025-09-30 15634232 core:Subsidiary2 2024-04-10 2025-09-30 15634232 core:Subsidiary3 2024-04-10 2025-09-30 15634232 core:Subsidiary1 1 2024-04-10 2025-09-30 15634232 core:Subsidiary2 2 2024-04-10 2025-09-30 15634232 core:Subsidiary3 3 2024-04-10 2025-09-30 15634232 core:CurrentFinancialInstruments bus:Consolidated 1 2025-09-30 15634232 core:CurrentFinancialInstruments 2 2025-09-30 15634232 core:Non-currentFinancialInstruments bus:Consolidated 3 2025-09-30 15634232 core:Non-currentFinancialInstruments 4 2025-09-30 15634232 core:CurrentFinancialInstruments bus:Consolidated 2025-09-30 15634232 core:CurrentFinancialInstruments core:WithinOneYear 2025-09-30 15634232 bus:OrdinaryShareClass1 2024-04-10 2025-09-30 15634232 bus:PrivateLimitedCompanyLtd 2024-04-10 2025-09-30 15634232 bus:FRS102 2024-04-10 2025-09-30 15634232 bus:Audited 2024-04-10 2025-09-30 15634232 bus:ConsolidatedGroupCompanyAccounts 2024-04-10 2025-09-30 15634232 bus:FullAccounts 2024-04-10 2025-09-30 xbrli:pure xbrli:shares iso4217:GBP