Caseware UK (AP4) 2024.0.164 2024.0.164 2025-12-31 2025-12-31 Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Depreciation is charged to administrative expenses in the Statement of Comprehensive Income.The Director has made critical judgements in the deferral of revenue when applying the Company’s accounting policies. Revenue from a contract to provide services is recognised over the period in which the specified acts are performed under the average contract and these acts may vary on a case-by-case basis. This extended recognition period is a judgement made by the Director on this basis that costs are incurred by the Company in fulfilling their obligations under these contracts. The specified period extends past the maturity date of the facilities as the specified acts are continued to be undertaken in the quarter following redemption. Revenue from contracts spanning the year end is being deferred into the next accounting period. In the application of the 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 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.4 2025-01-01 false 4 false false false 09064326 2025-01-01 2025-12-31 09064326 2024-01-01 2024-12-31 09064326 2025-12-31 09064326 2024-12-31 09064326 2024-01-01 09064326 1 2025-01-01 2025-12-31 09064326 d:Director1 2025-01-01 2025-12-31 09064326 d:RegisteredOffice 2025-01-01 2025-12-31 09064326 d:Agent1 2025-01-01 2025-12-31 09064326 d:Agent2 2025-01-01 2025-12-31 09064326 d:Agent3 2025-01-01 2025-12-31 09064326 c:FurnitureFittings 2025-01-01 2025-12-31 09064326 c:OfficeEquipment 2025-01-01 2025-12-31 09064326 c:CurrentFinancialInstruments 2025-12-31 09064326 c:CurrentFinancialInstruments 2024-12-31 09064326 c:CurrentFinancialInstruments c:WithinOneYear 2025-12-31 09064326 c:CurrentFinancialInstruments c:WithinOneYear 2024-12-31 09064326 c:ShareCapital 2025-01-01 2025-12-31 09064326 c:ShareCapital 2025-12-31 09064326 c:ShareCapital 2024-01-01 2024-12-31 09064326 c:ShareCapital 2024-12-31 09064326 c:ShareCapital 2024-01-01 09064326 c:RetainedEarningsAccumulatedLosses 2025-01-01 2025-12-31 09064326 c:RetainedEarningsAccumulatedLosses 2025-12-31 09064326 c:RetainedEarningsAccumulatedLosses 2024-01-01 2024-12-31 09064326 c:RetainedEarningsAccumulatedLosses 2024-12-31 09064326 c:RetainedEarningsAccumulatedLosses 2024-01-01 09064326 c:AcceleratedTaxDepreciationDeferredTax 2025-12-31 09064326 c:AcceleratedTaxDepreciationDeferredTax 2024-12-31 09064326 c:TaxLossesCarry-forwardsDeferredTax 2025-12-31 09064326 c:TaxLossesCarry-forwardsDeferredTax 2024-12-31 09064326 c:RetirementBenefitObligationsDeferredTax 2025-12-31 09064326 c:RetirementBenefitObligationsDeferredTax 2024-12-31 09064326 d:OrdinaryShareClass1 2025-01-01 2025-12-31 09064326 d:OrdinaryShareClass1 2025-12-31 09064326 d:OrdinaryShareClass1 2024-12-31 09064326 d:FRS102 2025-01-01 2025-12-31 09064326 d:Audited 2025-01-01 2025-12-31 09064326 d:FullAccounts 2025-01-01 2025-12-31 09064326 d:PrivateLimitedCompanyLtd 2025-01-01 2025-12-31 09064326 c:Subsidiary1 2025-01-01 2025-12-31 09064326 c:Subsidiary1 1 2025-01-01 2025-12-31 09064326 c:WithinOneYear 2025-12-31 09064326 c:WithinOneYear 2024-12-31 09064326 d:Consolidated 2025-12-31 09064326 d:ConsolidatedGroupCompanyAccounts 2025-01-01 2025-12-31 09064326 e:USDollar 2025-01-01 2025-12-31 xbrli:shares iso4217:GBP xbrli:pure

ATF Finance Ltd Registered number: 09064326 Director's report and financial statements For the year ended 31 December 2025
ATF FINANCE LTD COMPANY INFORMATION
Director | C Karam
Registered number | 09064326
Registered office | The Pinnacle
| 160 Midsummer Boulevard
| Milton Keynes
| Buckinghamshire
| MK9 1FF
Independent auditor | Menzies LLP
| Chartered Accountants & Statutory Statutory Auditor
| 95 Gresham Street
| London
| EC2V 7AB
Bankers | HSBC
| 60 Queen Victoria Street
| London
| EC4N 4TR
| Barclays Bank Plc
| 1 Churchill Place
| London
| E14 5HP
| Byblos Bank Europe S.A.
| Suite 5
| Berkeley Square
| London
| W1J 6BS Emirates NBD Bank Baniyas Road Deira PO Box 777 Dubai UAE
ATF FINANCE LTD CONTENTS
| Page
Group Strategic Report | 1
Director's Report | 2 - 3
Independent Auditors' Report | 4 - 7
Consolidated Statement of Comprehensive Income | 8
Consolidated Balance Sheet | 9 - 10
Company Balance Sheet | 11
Consolidated Statement of Changes in Equity | 12
Company Statement of Changes in Equity | 13
Consolidated Statement of Cash Flows | 14 - 15
Consolidated Analysis of Net Debt | 16
Notes to the Financial Statements | 17 - 34
ATF FINANCE LTD GROUP STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2025
Introduction
The Director presents their Strategic Report for ATF Finance Ltd and its subsidiaries (the "Group") for the year ended 31 December 2025.
Principal activities
The Group is a financial intermediary. The Group is authorised by the Financial Conduct Authority to make arrangements with a view to transactions in investments.
Principal risks and uncertainties
The Director is responsible for evaluating and managing the Group's risks and uncertainties. The risks and uncertainties directly affecting the Group relate to its revenue agreements and appropriate policies and procedures are in place to ensure that such risks are managed accordingly. The Director has also considered the Group's exposure to foreign exchange and cash flow risk. The Director believes that the Group does not have any material exposure to these risks and that, where appropriate, policies and procedures are in place such that these risks are mitigated accordingly.
Key Performance Indicators (KPIs')
Given the nature of the business, the Group's Director is of the opinion that analysis using KPIs is not necessary for an understanding of the development, performance or position of the business.
Business review
In presenting this report the financial statements consolidate the results of ATF Finance Ltd ("the Company") and its subsidiary undertaking ATF Participation Ltd. The Group made a profit before taxation of $32,495,267 (2024: $35,583,055) for the year ended 31 December 2025. As at 31 December 2025 the Group has a net asset position of $23,323,624 (2024: Liabilities of $160,524). The main reason for the prior year liability position is due to the significant increase in Accruals and Other Creditors, along with an additional $5,000,000 loan being taken out during the prior period. Dividends were also paid during the year to the shareholders totalling $9,000,000 (2024: $64,835,479). The underlying performance of the Company made a profit before taxation of $32,557,907 (2024: $35,601,613). The decrease in the current year's data is due to a softening of market conditions. The Company will be able to maintain positive cash balances for the foreseeable future and therefore the going concern basis of accounting has been adopted. This report was approved by the board and signed on its behalf.
C Karam Director
Date: 21 April 2026
Page 1
ATF FINANCE LTD DIRECTOR'S REPORT FOR THE YEAR ENDED 31 DECEMBER 2025 The Director presents his report and the financial statements for the year ended 31 December 2025.
Director's responsibilities statement
The Director is responsible for preparing the Group Strategic Report, the Director's Report and the consolidated financial statements in accordance with applicable law and regulations. Company law requires the Director to prepare financial statements for each financial year. Under that law the Director has elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the Director must not approve the financial statements unless he is 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 Director is required to: ∙select suitable accounting policies for the Group's financial statements and then apply them consistently; ∙make judgments 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 Group will continue in business. The Director is 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 the Group and to enable him to ensure that the financial statements comply with the Companies Act 2006. He is 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.
Principal activity
The principal activity of the Company continued to be that of a financial intermediary. In 2021 the Company opened a fully fledged branch in Dubai, Africa Trade Finance Ltd (DWTCA Branch) with company number L-1612. The registered address of the branch is at Central One District, C1 Building, Dubai World Trade Centre, Dubai, United Arab Emirates. The branch does the origination, the distribution and the expansion of the business activities of the firm.
Results and dividends
The profit for the year, after taxation, amounted to $32,484,148 (2024: $35,520,096). A dividend of $9,000,000 (2024: $64,835,479) has been paid during the year ended 31 December 2025.
Director
The Director who served during the year was:
C Karam
Future developments
The Company will continue to operate on a similar basis for the foreseeable future. Page 2
ATF FINANCE LTD DIRECTOR'S REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Matters covered in the Group Strategic Report
The Group has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the Group's Strategic Report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the Directors' Report. These matters include a business review of the Group and a description of the Group's principal risks and uncertainties.
Disclosure of information to auditor
The Director at the time when this Director's Report is approved has confirmed that: ∙so far as is aware, there is no relevant audit information of which the Company and the Group's auditor is unaware, and ∙ has taken all the steps that ought to have been taken as a Director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditor is aware of that information.
Economic impact of global events
UK businesses are currently facing many uncertainties such as the consequences of environmental sustainability and geopolitical events. These uncertainties have contributed to an environment where there exists a range of issues and risks, including inflation, rising interest rates, labour shortages, disrupted supply chains and new ways of working. The Director has carried out an assessment of the potential impact of these uncertainties on the business, including the impact of mitigation measures, and has concluded that these are non-adjusting events with the greatest impact on the business expected to be from the economic ripple effect on the global economy. The Director has taken account of these potential impacts in their going concern assessment. ATF Finance Ltd continues to work with its partners to minimise any impacts of these events and maximise the realisation of any opportunities they may provide to the business.
Post balance sheet events
Subsequent to the year end, the loan note amount increased from $10,000,000 to $14,500,000 and the maturity date changed from 28 July 2026 to 31 December 2028. It was further agreed that interest would accrue at the rate which is the aggregate of Term SOFR plus 2% per annum.
Auditor
The auditor, Menzies LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the board and signed on its behalf.
C Karam Director
Date: 21 April 2026
Page 3
ATF FINANCE LTD INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ATF FINANCE LTD Opinion We have audited the financial statements of ATF Finance Ltd (the ‘Parent Company’) and its subsidiary (the 'Group') for the year ended 31 December 2025 which comprise Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and notes to the financial statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (United Kingdom Generally Accepted Accounting Practice). In our opinion, the financial statements: ∙give a true and fair view of the state of the Group's and of the Parent Company’s affairs as at 31 December 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 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 Director's 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 Director 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 Auditors' report thereon. The Director is 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. Page 4
ATF FINANCE LTD INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ATF FINANCE LTD 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 Director's Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ∙the Group Strategic Report and the Director's Report have been prepared in accordance with applicable legal requirements. Matters on which we are required to report by exception In light of the knowledge and understanding of the 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 Director's Report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: ∙adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or ∙the parent Company financial statements are not in agreement with the accounting records and returns; or ∙certain disclosures of Director's remuneration specified by law are not made; or ∙we have not received all the information and explanations we require for our audit. Responsibilities of Director As explained more fully in the Director's Responsibilities Statement set out on page 2, the Director is 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 Director determines 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 Director is 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 Director intends either to liquidate the Group or the parent Company or to cease operations, or has no realistic alternative but to do so. Page 5
ATF FINANCE LTD INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ATF FINANCE LTD 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 Group financial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: The Group is subject to laws and regulations that directly affect financial standards, including financial reporting regulations. We determined that the following laws and regulations were the most significant: - The Companies Act 2006; - Financial Reporting Standards 102; and - UK tax legislation We assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items. We understood how the Group complies with these legal and regulatory frameworks by making inquiries to management and those responsible for legal and regulatory procedures. The engagement partner assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations. The assessment did not identify any issues in this area. We assessed the susceptibility of the Group's financial statements to material misstatement, including how fraud management occurs. Audit procedures prepared by the engagement team included: ∙Enquiry of management around the actual and potential litigation and claims; ∙Reviewing financial statements disclosures and testing supporting documentation to assess compliance with applicable laws and regulations; and ∙Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, and reviewing accounting estimates for bias. As a result of the above procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud would be the use of management override of controls to manipulate results, or to cause the Group to enter into transactions not in its best interests. Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors'. Page 6
ATF FINANCE LTD INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ATF FINANCE LTD Use of the audit report This report is made solely to the Company's members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditors' 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. Sarah Hallam FCCA (Senior Statutory Auditor) for and on behalf of Menzies LLP Chartered Accountants and Statutory Auditor 95 Gresham Street London EC2V 7AB 21 April 2026 Page 7
ATF FINANCE LTD CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2025
| 2025 | 2024
Note | $ | $
Turnover | 4 | 32,859,112 | 36,634,316
Gross profit |  | 32,859,112 | 36,634,316
Administrative expenses |  | (1,568,274) | (1,327,768)
Gain on foreign exchange |  | 212,735 | 53,420
Other operating income | 5 | 35,000 | -
Operating profit | 6 | 31,538,573 | 35,359,968
Interest receivable and similar income | 8 | 1,539,506 | 819,086
Interest payable and similar expenses | 9 | (582,812) | (595,999)
Profit before taxation |  | 32,495,267 | 35,583,055
Tax on profit | 10 | (11,119) | (62,959)
Profit for the financial year |  | 32,484,148 | 35,520,096
Profit for the year attributable to: |  |  |
Owner of the Parent Company |  | 32,484,148 | 35,520,096
There was no other comprehensive income for 2025 (2024: $NIL).
The notes on pages 17 to 34 form part of these financial statements. The Company has taken advantage of the exemption allowed under Section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements. The profit after tax of the Parent Company for the period was $32,546,630 (2024: $35,299,105).
Page 8
ATF FINANCE LTD REGISTERED NUMBER: 09064326 CONSOLIDATED BALANCE SHEET AS AT 31 DECEMBER 2025
|  | 2025 |  | 2024
Note |  | $ |  | $
Fixed assets |  |  |  |  |
Intangible assets | 12 |  | 2,755 |  | 5,112
Tangible assets | 13 |  | 2,605 |  | 3,497
|  |  | 5,360 |  | 8,609
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 15 | 274,346 |  | 1,303,754 |
Current asset investments | 16 | 28,311,820 |  | 24,292,925 |
Cash at bank and in hand | 17 | 16,525,449 |  | 4,551,650 |
|  | 45,111,615 |  | 30,148,329 |
Creditors: amounts falling due within one year | 18 | (21,792,783) |  | (20,317,462) |
Net current assets |  |  | 23,318,832 |  | 9,830,867
Total assets less current liabilities |  |  | 23,324,192 |  | 9,839,476
Creditors: amounts falling due after more than one year | 19 |  | - |  | (10,000,000)
Provisions for liabilities |  |  |  |  |
Deferred taxation | 20 | (568) |  | - |
|  |  | (568) |  | -
Net assets/(liabilities) |  |  | 23,323,624 |  | (160,524)
Capital and reserves |  |  |  |  |
Called up share capital | 21 |  | 2 |  | 2
Profit and loss account | 22 |  | 23,323,622 |  | (160,526)
Equity attributable to owners of the parent Company |  |  | 23,323,624 |  | (160,524)
|  |  | 23,323,624 |  | (160,524)
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 21 April 2026.
C Karam
Director
The notes on pages 17 to 34 form part of these financial statements. Page 9
ATF FINANCE LTD REGISTERED NUMBER: 09064326 CONSOLIDATED BALANCE SHEET (CONTINUED) AS AT 31 DECEMBER 2025 Page 10
ATF FINANCE LTD REGISTERED NUMBER: 09064326 COMPANY BALANCE SHEET AS AT 31 DECEMBER 2025
|  | 2025 |  | 2024
Note |  | $ |  | $
Fixed assets |  |  |  |  |
Intangible assets | 12 |  | 2,755 |  | 5,112
Tangible assets | 13 |  | 2,605 |  | 3,497
Investments | 14 |  | 122 |  | 122
|  |  | 5,482 |  | 8,731
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 15 | 471,233 |  | 1,071,484 |
Current asset investments | 16 | 18,610,649 |  | 14,622,925 |
Cash at bank and in hand | 17 | 15,587,289 |  | 3,843,241 |
|  | 34,669,171 |  | 19,537,650 |
Creditors: amounts falling due within one year | 18 | (11,162,882) |  | (19,581,808) |
Net current assets/(liabilities) |  |  | 23,506,289 |  | (44,158)
Total assets less current liabilities |  |  | 23,511,771 |  | (35,427)
Deferred taxation | 20 | (568) |  | - |
|  |  | (568) |  | -
Net assets/(liabilities) |  |  | 23,511,203 |  | (35,427)
Capital and reserves |  |  |  |  |
Called up share capital | 21 |  | 2 |  | 2
Profit and loss account brought forward |  | (35,429) |  | 29,234,088 |
Profit for the year |  | 32,546,630 |  | 35,565,962 |
Dividends paid |  | (9,000,000) |  | (64,835,479) |
Profit and loss account carried forward |  |  | 23,511,201 |  | (35,429)
|  |  | 23,511,203 |  | (35,427)
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 21 April 2026.
C Karam
Director
The notes on pages 17 to 34 form part of these financial statements. Page 11
ATF FINANCE LTD CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
| Called up share capital | Profit and loss account | Equity attributable to owners of parent Company | Total equity
| $ | $ | $ | $
At 1 January 2025 | 2 | (160,526) | (160,524) | (160,524)
Comprehensive income for the year |  |  |  |
Profit for the year | - | 32,484,148 | 32,484,148 | 32,484,148
Total comprehensive income for the year | - | 32,484,148 | 32,484,148 | 32,484,148
Transactions with owners |  |  |  |
Dividends: Equity capital | - | (9,000,000) | (9,000,000) | (9,000,000)
Total transactions with owners | - | (9,000,000) | (9,000,000) | (9,000,000)
At 31 December 2025 | 2 | 23,323,622 | 23,323,624 | 23,323,624
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2024
| Called up share capital | Profit and loss account | Equity attributable to owners of parent Company | Total equity
| $ | $ | $ | $
At 1 January 2024 | 2 | 29,154,857 | 29,154,859 | 29,154,859
Comprehensive income for the year |  |  |  |
Profit for the year | - | 35,520,096 | 35,520,096 | 35,520,096
Total comprehensive income for the year | - | 35,520,096 | 35,520,096 | 35,520,096
Transactions with owners |  |  |  |
Dividends: Equity capital | - | (64,835,479) | (64,835,479) | (64,835,479)
Total transactions with owners | - | (64,835,479) | (64,835,479) | (64,835,479)
At 31 December 2024 | 2 | (160,526) | (160,524) | (160,524)
| The notes on pages 17 to 34 form part of these financial statements.
Page 12
ATF FINANCE LTD COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
| Called up share capital | Profit and loss account | Total equity
| $ | $ | $
At 1 January 2025 | 2 | (35,429) | (35,427)
Comprehensive income for the year |  |  |
Profit for the year | - | 32,546,630 | 32,546,630
Total comprehensive income for the year | - | 32,546,630 | 32,546,630
Transactions with owners |  |  |
Dividends: Equity capital | - | (9,000,000) | (9,000,000)
Total transactions with owners | - | (9,000,000) | (9,000,000)
At 31 December 2025 | 2 | 23,511,201 | 23,511,203
COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2024
| Called up share capital | Profit and loss account | Total equity
| $ | $ | $
At 1 January 2024 | 2 | 29,234,088 | 29,234,090
Comprehensive income for the year |  |  |
Profit for the year | - | 35,565,962 | 35,565,962
Total comprehensive income for the year | - | 35,565,962 | 35,565,962
Transactions with owners |  |  |
Dividends: Equity capital | - | (64,835,479) | (64,835,479)
Total transactions with owners | - | (64,835,479) | (64,835,479)
At 31 December 2024 | 2 | (35,429) | (35,427)
| The notes on pages 17 to 34 form part of these financial statements.
Page 13
ATF FINANCE LTD CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2025
|  |  | 2025 | 2024
|  |  | $ | $
Cash flows from operating activities |  |
Profit for the financial year | 32,484,148 | 35,520,096
Adjustments for: |  |
Amortisation of intangible assets | 2,357 | 6,121
Depreciation of tangible assets | 3,216 | 4,496
Interest paid | 582,812 | 595,999
Interest received | (1,539,506) | (819,086)
Taxation charge | 11,119 | 62,959
Decrease in debtors | 1,028,251 | 16,489,653
(Decrease)/increase in creditors | (8,524,418) | 8,134,078
Corporation tax (paid)/received | (9,655) | 1,476,154
Foreign exchange | 212,735 | 53,420
Net cash generated from operating activities | 24,251,059 | 61,523,890
Cash flows from investing activities |  |
Purchase of intangible fixed assets | - | (7,399)
Purchase of tangible fixed assets | (2,324) | (269)
Purchase of unlisted and other investments | (4,018,895) | (14,373,030)
Interest received | 1,539,506 | 819,086
Net cash from investing activities | (2,481,713) | (13,561,612)
Cash flows from financing activities |  |
Loans received from directors | - | 5,000,000
Dividends paid | (9,000,000) | (64,835,479)
Interest paid | (582,812) | (595,999)
Net cash used in financing activities | (9,582,812) | (60,431,478)
Net increase/(decrease) in cash and cash equivalents | 12,186,534 | (12,469,200)
Page 14
ATF FINANCE LTD CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
|  | 2025 | 2024
|  | $ | $
Cash and cash equivalents at beginning of year | 4,551,650 | 17,075,340
Foreign exchange gains and losses | (212,735) | (54,490)
Cash and cash equivalents at the end of year | 16,525,449 | 4,551,650
Cash and cash equivalents at the end of year comprise: |  |
Cash at bank and in hand | 16,525,449 | 4,551,650
The notes on pages 17 to 34 form part of these financial statements.
Page 15
ATF FINANCE LTD CONSOLIDATED ANALYSIS OF NET DEBT FOR THE YEAR ENDED 31 DECEMBER 2025
| At 1 January 2025 | Cash flows | Other non-cash changes | At 31 December 2025
| $ | $ | $ | $
Cash at bank and in hand | 4,551,650 | 11,973,799 | - | 16,525,449
Debt due after 1 year | (10,000,000) | - | 10,000,000 | -
Debt due within 1 year | (1,320,468) | (1,831,433) | (10,000,000) | (13,151,901)
| (6,768,818) | 10,142,366 | - | 3,373,548
The notes on pages 17 to 34 form part of these financial statements.
Page 16
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. | General information
ATF Finance Ltd ('the Company') is a private company limited by shares, incorporated in England and Wales. Company number 09064326. The address of its registered office is The Pinnacle, 160 Midsummer Boulevard, Milton Keynes, MK9 1FF. The principal activity of the Company continued to be that of a financial intermediary. The Company arranges syndicated and trade finance facilities to banks and corporates in Africa and assists lenders and financiers in participating in syndicated and trade finance transactions. In the prior year, ATF Finance Limited changed the presentation currency of their financial statements from GBP (£) to USD ($). Any differences recognised have been posted to Foreign exchange differences on the Statement of Comprehensive Income. These financial statements have been presented in United States Dollars ($), being the currency of the primary economic environment in which the Company operates. Monetary amounts in these financial statements have been rounded to the nearest $. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgment in applying the Group's accounting policies (see note 3). The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements. The following principal accounting policies have been applied:
| 2.2 | Basis of consolidation
The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full. The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases. Page 17
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.3 | Going concern
The Group and the Company meet their working capital requirements through the management fee income earned and received. The Company’s forecasts and projections, taking account of reasonably possible changes in business performance, show that the Company is well placed to manage its business risks and should be able to operate within the level of its current facilities. After making enquiries, the Directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for at least twelve months from the date of authorisation of the financial statements. The Company therefore continues to adopt the going concern basis in preparing its financial statements.
| 2.4 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is USD. Transactions and balances Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Comprehensive Income except when deferred in other comprehensive income as qualifying cash flow hedges. Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in the Statement of Comprehensive Income within 'other operating income'. On consolidation, the results of overseas operations are translated into Dollars at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in the Consolidated Statement of Comprehensive Income. Page 18
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.5 | Revenue
The Group generates all revenue through the provision of services subject to contracts agreed prior to provision. Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: Rendering of services Revenue from a contract to provide loan arrangement and co-ordination services are recognised on a straight-line basis over the period in which the specific acts relating to fulfilling the contract are undertaken. This specified period extends past the maturity date of the facilities as the specified acts are continued to be undertaken in the quarter following redemption. Revenue is recognised from the date that the funding transaction completes, and the customer is in receipt of the funds. If the payment of the revenue is not made on the due date interest is charged on the outstanding amount to the date of payment at rates specified in the contracts. Revenue is recognised when all of the following conditions are satisfied: ∙the amount of revenue can be measured reliably; ∙it is probable that the Group will receive the consideration due under the contract; ∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and
| 2.6 | Intangible assets
Intangible assets are initially recognised at cost and represent the development costs related to the Company's website. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. Intangible assets are considered to have a useful economic life of 3 years. The estimated useful lives range as follows:
|  |  |  | Website | - | 3 | years
Amortisation is charged to administrative expenses in the Statement of Comprehensive Income.
| 2.7 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Page 19
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.7 | Tangible fixed assets (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method. Depreciation is provided on the following basis:
|  |  |  | Fixtures and fittings | - | 3 years straight line
|  |  |  | Office equipment | - | 3 years straight line
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss. Depreciation is charged to administrative expenses in the Statement of Comprehensive Income.
| 2.8 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment. Investments in unlisted Group shares, whose market value can be reliably determined, are remeasured to market value at each Balance Sheet date. Gains and losses on remeasurement are recognised in the Consolidated Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment Current assets investments are represented by deposits with financial institutions repayable subject to agreed terms of deposit. Due to the short term nature of the maturity of the deposits, these balances are represented as current asset investments
| 2.9 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.10 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value. In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.
| 2.11 | 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. Page 20
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.11 | Financial instruments (continued)
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, 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 trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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. Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments. Other financial assets Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment. Basic 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 the deduction of all its liabilities. Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial. Debt instruments are subsequently carried at their amortised cost using the effective interest rate method. Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. Page 21
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.11 | Financial instruments (continued)
| 2.12 | Creditors
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
| 2.13 | Provisions for liabilities
Provisions are made where an event has taken place that gives the Group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation. Provisions are charged as an expense to profit or loss in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the Balance Sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties. When payments are eventually made, they are charged to the provision carried in the Balance Sheet.
| 2.14 | Dividends
Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.
| 2.15 | Pensions
Defined contribution pension plan The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations. The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Group in independently administered funds.
| 2.16 | Interest income
Interest income is recognised in the Statement of Comprehensive Income using the effective interest method.
| 2.17 | Finance costs
Finance costs are charged to the Statement of Comprehensive Income over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument. Page 22
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.18 | Current and deferred taxation
The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and ∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
| 2.19 | Borrowing costs
All borrowing costs are recognised in the Statement of Comprehensive Income in the year in which they are incurred.
| 2.20 | Hedge accounting
The Group uses foreign currency forward contracts to manage its exposure to fair value risk on its cash and cash equivalents. These derivatives are measured at fair value at each Balance Sheet date. Gains and losses on the hedging instruments and the hedged items are recognised in the Statement of Comprehensive Income in the year. When a hedged item is an unrecognised firm commitment, the cumulative hedging gain or loss on the hedged item is recognised as an asset or liability with a corresponding gain or loss recognised in the Statement of Comprehensive Income. Page 23
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
3. | Judgments in applying accounting policies and key sources of estimation uncertainty
In the application of the 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 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.
3.1. | Critical judgements in applying the Company's accounting policies
The Director has made critical judgements in the deferral of revenue when applying the Company’s accounting policies. Revenue from a contract to provide services is recognised over the period in which the specified acts are performed under the average contract and these acts may vary on a case-by-case basis. This extended recognition period is a judgement made by the Director on this basis that costs are incurred by the Company in fulfilling their obligations under these contracts. The specified period extends past the maturity date of the facilities as the specified acts are continued to be undertaken in the quarter following redemption. Revenue from contracts spanning the year end is being deferred into the next accounting period.
3.2. | Key sources of estimation uncertainty
The Director does not consider there to be any key sources of estimation uncertainty.
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | $ | $
| Provision of intermediary services | 32,067,567 | 35,899,805
| Participation fee income | 791,545 | 734,511
|  | 32,859,112 | 36,634,316
Analysis of turnover by country of destination:
|  |  |  |  | 2025 | 2024
|  |  |  |  | $ | $
| United Kingdom | 1,189,069 | 1,889,509
| Rest of the world | 31,670,043 | 34,744,807
|  | 32,859,112 | 36,634,316
Page 24
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
5. | Other operating income
|  |  |  |  | 2025 | 2024
|  |  |  |  | $ | $
| Sundry income | 35,000 | -
6. | Operating profit
| The operating profit is stated after charging:
|  |  |  |  | 2025 | 2024
|  |  |  |  | $ | $
| Auditors' remuneration | 36,570 | 31,183
| Exchange differences | (212,735) | (53,420)
| Depreciation of tangible assets | 3,216 | 4,496
| Amortisation of intangible assets | 2,357 | 1,953
7. | Employees
| Staff costs, including Director's remuneration, were as follows:
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | $ | $ | $ | $
| Staff salaries | 737,761 | 542,074 | 737,761 | 542,074
| Staff national insurance | 85,004 | 99,274 | 85,004 | 99,274
| Staff pension costs - defined contribution schemes | 3,544 | 3,195 | 3,544 | 3,195
|  | 826,309 | 644,543 | 826,309 | 644,543
| The Director did not receive any remuneration through the Company during the year.
| The average monthly number of employees, including the Director, during the year was as follows:
|  |  | Group | Group | Company | Company
|  |  | 2025 | 2024 | 2025 | 2024
|  |  | No. | No. | No. | No.
|  | Administration | 4 | 4 | 4 | 4
Page 25
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
8. | Interest receivable
|  |  |  |  | 2025 | 2024
|  |  |  |  | $ | $
| Other interest receivable | 1,539,506 | 819,086
9. | Interest payable and similar expenses
|  |  |  |  | 2025 | 2024
|  |  |  |  | $ | $
| Other loan interest payable | 582,812 | 595,999
10. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | $ | $
| Corporation tax |  |
| Current tax on profits for the year | 36,220 | 64,018
| Adjustments in respect of previous periods | (26,834) | -
|  | 9,386 | 64,018
| Total current tax | 9,386 | 64,018
| Deferred tax |  |
| Origination and reversal of timing differences | 559 | (847)
| Under/(over) provided | 1,174 | (212)
| Total deferred tax | 1,733 | (1,059)
|  | 11,119 | 62,959
Page 26
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 10.Taxation (continued)
| Factors affecting tax charge for the year
| The tax assessed for the year is lower than (2024: lower than) the standard rate of corporation tax in the UK of 25% (2024:25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | $ | $
| Profit on ordinary activities before tax | 32,495,267 | 35,583,055
| Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024: 25%) | 8,139,477 | 8,907,230
| Effects of: |  |
| Expenses not deductible for tax purposes | 8,012 | 10,600
| Fixed asset differences | 786 | 1,086
| Adjustments to tax charge in respect of previous periods - deferred tax | 1,174 | (212)
| Adjustments to tax charge in respect of previous periods | (27,105) | -
| Income not taxable for tax purposes | - | (1,189)
| Foreign permanent establishment exemption | (8,111,496) | (8,882,086)
| Other differences leading to an increase (decrease) in the tax charge | 271 | 27,530
| Total tax charge for the year | 11,119 | 62,959
| Factors that may affect future tax charges
There were no factors that may affect future tax charges.
11. | Dividends
|  |  |  |  | 2025 | 2024
|  |  |  |  | $ | $
| Dividends paid | 9,000,000 | 64,835,479
Page 27
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
12. | Intangible assets
| Group and Company
|  | Website
|  | $
| Cost |
| At 1 January 2025 | 48,134
| At 31 December 2025 | 48,134
| Amortisation |
| At 1 January 2025 | 43,022
| Charge for the year on owned assets | 2,357
| At 31 December 2025 | 45,379
| Net book value |
| At 31 December 2025 | 2,755
| At 31 December 2024 | 5,112
Page 28
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
13. | Tangible assets
| Group and Company
|  | Fixtures and fittings | Office equipment | Total
|  | $ | $ | $
| Cost or valuation |  |  |
| At 1 January 2025 | 6,878 | 33,527 | 40,405
| Additions | - | 2,324 | 2,324
| At 31 December 2025 | 6,878 | 35,851 | 42,729
| Depreciation |  |  |
| At 1 January 2025 | 6,878 | 30,030 | 36,908
| Charge for the year on owned assets | - | 3,216 | 3,216
| At 31 December 2025 | 6,878 | 33,246 | 40,124
| Net book value |  |  |
| At 31 December 2025 | - | 2,605 | 2,605
| At 31 December 2024 | - | 3,497 | 3,497
Page 29
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
14. | Fixed asset investments
| Company
|  | Investments in subsidiary companies
|  | $
| Cost or valuation |
| At 1 January 2025 | 122
| At 31 December 2025 | 122
| Subsidiary undertaking
| The following was a subsidiary undertaking of the Company:
| Name | Registered office | Class of shares | Holding
| ATF Participation Ltd | Stanhope House C/O Thompson Taraz 47 Park Lane London England W1K 1PR | Ordinary | 100%
Page 30
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
15. | Debtors
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | $ | $ | $ | $
| Amounts owed by group undertakings | - | - | 400,000 | -
| Other debtors | 177,213 | 1,262,993 | 8,703 | 1,030,723
| Prepayments and accrued income | 97,133 | 39,596 | 62,530 | 39,596
| Deferred taxation | - | 1,165 | - | 1,165
|  | 274,346 | 1,303,754 | 471,233 | 1,071,484
16. | Current asset investments
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | $ | $ | $ | $
| Unlisted investments | 28,311,820 | 24,292,925 | 18,610,649 | 14,622,925
17. | Cash and cash equivalents
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | $ | $ | $ | $
| Cash at bank and in hand | 16,525,449 | 4,551,650 | 15,587,289 | 3,843,241
Page 31
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
18. | Creditors: Amounts falling due within one year
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | $ | $ | $ | $
| Other loans | 10,000,000 | - | - | -
| Trade creditors | 7,523 | 10,247 | 5,603 | 5,464
| Corporation tax | 36,220 | 36,489 | 36,220 | 36,489
| Other creditors | 3,768,462 | 1,320,559 | 3,151,991 | 1,320,559
| Accruals and deferred income | 7,980,578 | 18,950,167 | 7,969,068 | 18,219,296
|  | 21,792,783 | 20,317,462 | 11,162,882 | 19,581,808
| Subsequent to the year end, the loan note amount increased from $10,000,000 to $14,500,000 and the maturity date changed from 28 July 2026 to 31 December 2028. It was further agreed that interest would accrue at the rate which is the aggregate of Term SOFR plus 2% per annum.
19. | Creditors: Amounts falling due after more than one year
|  | Group | Group
|  | 2025 | 2024
|  | $ | $
| Other loans | - | 10,000,000
|  |  |  |  | 2025 | 2024
|  |  |  |  | $ | $
| Amounts falling due between 1 - 5 years |  |
| Other loans | - | 10,000,000
Page 32
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
20. | Deferred taxation
| Group
|  | 2025
|  | $
| At beginning of year | 1,165
| Utilised in year | (1,733)
| At end of year | (568)
| Company
|  | 2025
|  | $
| At beginning of year | 1,165
| Utilised in year | (1,733)
| At end of year | (568)
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | $ | $ | $ | $
| Fixed asset timing differences | (568) | (9) | (568) | (9)
| Short term timing differences | - | 962 | - | 962
| Adjustment in respect of previous periods | - | 212 | - | 212
|  | (568) | 1,165 | (568) | 1,165
21. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | $ | $
|  | Allotted, called up and fully paid |  |
|  | 1 (2024: 1) Ordinary share of $1.68 | 2 | 2
Page 33
ATF FINANCE LTD NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
22. | Reserves
Profit and loss account The profit and loss account represents the cumulative profit and losses of the Company after the payment of dividends.
23. | Pension commitments
The Company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to $3,544 (2024: $3,250). Contributions totalling $Nil (2024: $Nil) were payable to the fund at the Balance Sheet date and are included in creditors.
24. | Commitments under operating leases
| At 31 December 2025 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | $ | $ | $ | $
| Not later than 1 year | 4,464 | 6,274 | 4,464 | 6,274
|  | 4,464 | 6,274 | 4,464 | 6,274
25. | Related party transactions
| At the year end the Director, C Karam was owed by ATF Finance Ltd $3,151,901 (2024: $1,312,000). The highest amounts owed to C Karam by ATF Finance Ltd during the year was $10,249,936. C Karam was also owed a further $10,000,000 (2024: $10,000,000) relating to loan notes, this amount has been included in Other loans. The Company has taken advantage of the exemption within FRS 102 not to disclose transactions entered into by two or more members of a group, provided that any subsidiary which is party to the transactions is wholly owned by such a member.
26. | Post balance sheet events
Subsequent to the year end, the loan note amount increased from $10,000,000 to $14,500,000 and the maturity date changed from 28 July 2026 to 31 December 2028. It was further agreed that interest would accrue at the rate which is the aggregate of Term SOFR plus 2% per annum.
27. | Controlling party
The ultimate controlling party of the Company is C Karam, being the sole shareholder.
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