ACCOUNTS - Final Accounts

Exceptional items

Period ended

31 December

Year ended

30 April

Registered number: 04695866

Hearbase Limited

Directors' Report and Financial Statements

For the Period Ended 31 December 2024

Hearbase Limited

Company Information

Directors	N Wagner
	C L Pearson (appointed 17 November 2025)


Company secretary	E Langley


Registered number	04695866


Registered office	140 Sandgate Road
	Folkestone
	Kent
	CT20 2TE


Independent auditors	Kreston Reeves Audit LLP
	Statutory Auditor
	Suite 2
	Orchard House
	Orchard Street
	Canterbury
	Kent
	CT2 8AR

Hearbase Limited

Contents

	Page
Directors' Report	1 - 2
Independent Auditors' Report	3 - 7
Statement of Comprehensive Income	8
Balance Sheet	9
Statement of Changes in Equity	10
Notes to the Financial Statements	11 - 22

Hearbase Limited

Directors' Report

For the Period Ended 31 December 2024

The directors present their annual report on the affairs of the Company, together with the audited financial statements, for the period ended 31 December 2024.

On 3 June 2024, a share purchase agreement saw WDH UK Ltd, an existing shareholder, become 100% owners of the Company. A subsequent share agreement transferred 100% ownership to Hidden Hearing Limited with effect from 8 August 2024. The Company is held as a subsidiary of Hidden Hearing Limited. Both WDH UK Ltd and Hidden Hearing Ltd are part of the Demant group.

At the time of the share purchase, the Company was fitting hearing aids to patients on behalf of the NHS and was also operating in the private hearing aid retail market through its clinics. On 1st November 2024, the Company completed an asset sale with its new parent company, transferring ownership of the section of the Company that operates in the private hearing aid retail market, including transferring all clinics and all relevant employees. As of this date, the Company now solely supplies hearing aids to patients on behalf of the NHS. As a result of the asset transfer, the revenue and number of employees within the Company has significantly reduced.

Future developments

The directors have taken the decision to close the company, and accordingly the company is expected to cease trading within 12 months of the approval of these financial statements.

Directors' responsibilities statement

The directors are responsible for preparing the Directors' 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 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 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 for the company'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 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 to 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.

Directors

The directors who served during the period were:

M D Scutchings (resigned 3 June 2024)

B Coleman (resigned 3 June 2024)

R W Boyd (appointed 3 June 2024, resigned 17 November 2025)

N Wagner (appointed 3 June 2024)

Page 1

Hearbase Limited

Directors' Report (continued)

For the Period Ended 31 December 2024

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:

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

∙the director 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's auditors are aware of that information.

Subsequent Events

The directors have taken the decision to close the company, and accordingly the company is expected to cease trading within 12 months of the approval of these financial statements.

Auditors

The audit registration of Kreston Reeves LLP was transferred to Kreston Reeves Audit LLP on 6 October 2025. Kreston Reeves Audit LLP were formally appointed as auditor to the company on 6 October 2025.

The auditors, Kreston Reeves Audit LLP, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

Small companies note

In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A of the Companies Act 2006.

This report was approved by the board and signed on its behalf.

C L Pearson

Director

Date: 24 April 2026

Page 2

Hearbase Limited

Independent Auditors' Report to the Members of Hearbase Limited

Qualified Opinion

We have audited the financial statements of Hearbase Limited (the 'company') for the period ended 31 December 2024, which comprise the Statement of Comprehensive Income, the Balance Sheet, the Statement of Changes in Equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion, except for the possible effects of the matter described in the basis for qualified opinion section of our report, the financial statements:

∙give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its 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 Qualified Opinion

During the course of our audit, we became aware of a dispute with a customer in respect of alleged over-invoicing. The most recent correspondence requested a total refund of £273,943.

We requested from management all correspondence, other relevant documentation, and legal assessments relating to this matter so that we could evaluate whether any amounts were owed by the company as at 31 December 2024 and 30 April 2024.

Management has chosen not to seek legal advice in relation to the dispute, thereby imposing a limitation on the scope of our audit. We were unable to satisfy ourselves by alternative means. As a result, we were unable to obtain sufficient appropriate audit evidence regarding the nature of the dispute and the validity of the customer’s claim.

Consequently, we were unable to determine whether:
• any amounts were owed by the company; and
• any adjustments to revenue, trade receivables (or liabilities as appropriate), or related disclosures might have been necessary

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 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 United Kingdom, including the Financial Reporting Council’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified opinion.

Page 3

Hearbase Limited

Independent Auditors' Report to the Members of Hearbase Limited (continued)

Emphasis of matter - Basis of preparation

We draw attention to note 2.3 in the financial statements which explains that the directors intend to cease trading in the company and therefore do not consider it to be appropriate to adopt the going concern basis of accounting in preparing the financial statements. Accordingly the financial statements have been prepared on a basis other than going concern as described in note 2.3.

Our opinion is not modified in respect of this matter.

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 Auditors' 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.

Opinion 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 Directors' Report 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.

Page 4

Hearbase Limited

Independent Auditors' Report to the Members of Hearbase Limited (continued)

Matters on which we are required to report by exception

Except for the matter described in the Basis for Qualified Opinion section of our report, in light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Directors' Report.

Arising solely from the limitation on the scope of our work referred to above:

∙we have not obtained all the information and explanations that we considered necessary for the purpose of our audit

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

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

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

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

∙the directors were not entitled to prepare the financial statements in accordance with the small companies regime and take advantage of the small companies' exemptions in preparing the Directors' Report and from the requirement to prepare a Strategic Report.

Responsibilities of directors

As explained more fully in the Directors' Responsibilities Statement set out on page 1, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Page 5

Hearbase Limited

Independent Auditors' Report to the Members of Hearbase Limited (continued)

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 an Auditors' 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.

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:

Capability of the audit in detecting irregularities, including fraud

The objectives of our audit are to identify and assess the risks of material misstatement of the financial statements due to fraud or error; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud or error; and to respond appropriately to those risks.

Based on our understanding of the company and industry, and through discussion with the directors and other management (as required by auditing standards), we identified that the principal risks of non-compliance with laws and regulations related to health and safety, anti-bribery and employment law. We considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006, taxation and pension legislation. We communicated identified laws and regulations throughout our team and remained alert to any indications of non-compliance throughout the audit. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to management override. Audit procedures performed by the engagement team:

∙Discussions with management and assessment of known or suspected instances of non-compliance with laws and regulations (including health and safety) and fraud, and review of the reports made by management and internal audit; and

∙Assessment of identified fraud risk factors; and

∙The engagement team were made aware of the identified laws and regulations to ensure they remained alert to any indications of non-compliance throughout their audit procedures; and

∙Performing analytical procedures with automated data analytics tools to identify any unusual or unexpected relationships, including related party transactions, that may indicate risks of material misstatement due to fraud; and

∙Confirmation of related parties with management, and review of transactions throughout the period to identify any previously undisclosed transactions with related parties outside the normal course of business; and

∙identifying and testing journal entries, in particular any manual entries made at the year end for financial statement preparation.

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.

Page 6

Hearbase Limited

Independent Auditors' Report to the Members of Hearbase Limited (continued)

As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

∙Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

∙Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion of the effectiveness of the company's internal control.

∙Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

∙Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our Auditors' Report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our Auditors' Report. However, future events or conditions may cause the company to cease to continue as a going concern.

∙Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

Other matters

The prior financial statements of the company for the year ended 30 April 2024 were not audited. Accordingly, the corresponding figures presented as part of the financial statements of the company for the period ended 31 December 2024 are unaudited.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an 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.

Tracey Becker FCCA (Senior Statutory Auditor)

for and on behalf of

Kreston Reeves Audit LLP

Statutory Auditor

Canterbury

27 April 2026

Page 7

Hearbase Limited

Statement of Comprehensive Income

For the Period Ended 31 December 2024

	Period ended 31 December	As restated Year ended 30 April
	2024	2024
Note	£	£


Turnover	1,454,555	2,900,026
Cost of sales	(445,971)	(842,041)
Gross profit	1,008,584	2,057,985
Administrative expenses	(1,980,499)	(2,226,801)
Other operating income	1,072,692	-
Operating profit/(loss)	100,777	(168,816)
Income from shares in group undertakings	179,000	344,916
Interest receivable and similar income	(598)	193
Interest payable and similar expenses	(16,161)	(55,824)
Profit before tax	263,018	120,469
Tax on profit	20,828	22,005
Profit for the financial period	283,846	142,474

There was no other comprehensive income for 2024 (2024:£NIL).

The notes on pages 11 to 22 form part of these financial statements.

Page 8

Hearbase Limited

Registered number: 04695866

Balance Sheet

As at 31 December 2024

	31 December	As restated 30 April
	2024	2024
Note	£	£

Fixed assets
Intangible assets	5		-		8,389
Tangible assets	6		1,244		129,330
Investments	7		-		569,367
			1,244		707,086
Current assets
Stocks		18,842		81,484
Debtors: amounts falling due within one year	8	305,749		232,691
Bank & cash balances		83,172		52,810
		407,763		366,985
Creditors: amounts falling due within one year	9	(232,307)		(533,112)
Net current assets/(liabilities)			175,456		(166,127)
Total assets less current liabilities			176,700		540,959
Creditors: amounts falling due after more than one year	10		-		(648,105)

Net assets/(liabilities)			176,700		(107,146)

Capital and reserves
Called up share capital	12	2,000	2,000
Profit and loss account		174,700	(109,146)
		176,700	(107,146)

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 24 April 2026.

C L Pearson

Director

The notes on pages 11 to 22 form part of these financial statements.

Page 9


		Hearbase Limited

Statement of Changes in Equity

For the Period Ended 31 December 2024

	Called up share capital	Profit and loss account	Total equity
	£	£	£
At 1 May 2023	2,000	(251,620)	(249,620)
Comprehensive income for the year
Profit for the year (Restated)	-	142,474	142,474
Total comprehensive income for the year	-	142,474	142,474

At 1 May 2024 (Restated)	2,000	(109,146)	(107,146)
Comprehensive income for the period
Profit for the period	-	283,846	283,846
Total comprehensive income for the period	-	283,846	283,846
At 31 December 2024	2,000	174,700	176,700

The notes on pages 11 to 22 form part of these financial statements.

Page 10

Hearbase Limited

Notes to the Financial Statements

For the Period Ended 31 December 2024

1.	General information

Hearbase Limited is a private company limited by shares and is incorporated in England and Wales, with registration number 04695866. The company's registered office is 140 Sandgate Road, Folkestone, Kent, CT20 2TE.

The Company's principal activity is that of supplying hearing aids and providing diagnostic audiological services to both individuals and industry.

The financial statements are presented for the 8 month period ended 31 December 2024. The accounting reference date has been changed to align with that of the immediate parent undertaking. The comparative period is presented for the 12 months ended 30 April 2024 and therefore the amounts presented (including the related notes) are not entirely comparable.

The prior financial statements of the company for the year ended 30 April 2024 were not audited. Accordingly, the corresponding figures presented as part of the financial statements of the company for the period ended 31 December 2024 are unaudited.

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 FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the company's accounting policies.

The company's functional and presentational currency is Pounds sterling.

The company's financial statements are presented to the nearest Pound.

The following principal accounting policies have been applied:

2.2

Exemption from preparing consolidated financial statements

The company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of a state other than the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 401 of the Companies Act 2006.

2.3

Going concern

The directors have taken the decision to close the company, and accordingly the company is expected to cease trading within 12 months of the approval of these financial statements.

For this reason, the annual financial statements have been prepared on a basis other than that of a going concern as the company may not be in operational existence 12 months following the approval of the financial statements.

Page 11

Hearbase Limited

Notes to the Financial Statements

For the Period Ended 31 December 2024

2.Accounting policies (continued)

2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company 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:

Sale of goods

Revenue from the sale of goods is recognised when all of the following conditions are satisfied:

∙the company has transferred the significant risks and rewards of ownership to the buyer;

∙the company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold;

∙the amount of revenue can be measured reliably;

∙it is probable that the company will receive the consideration due under the transaction; and

∙the costs incurred or to be incurred in respect of the transaction can be measured reliably.

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

∙the amount of revenue can be measured reliably;

∙it is probable that the company 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

∙the costs incurred and the costs to complete the contract can be measured reliably.

2.5

Intangible assets

Goodwill

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

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

Page 12

Hearbase Limited

Notes to the Financial Statements

For the Period Ended 31 December 2024

2.Accounting policies (continued)

2.6

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.

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:

Leasehold improvements	-	5% - 20%
Fixtures & fittings	-	3 years
Office equipment	-	3 - 4 years

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.

2.7

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted company 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 Statement of Comprehensive Income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

2.8

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each balance sheet date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

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.

Page 13

Hearbase Limited

Notes to the Financial Statements

For the Period Ended 31 December 2024

2.Accounting policies (continued)

2.11

Financial instruments

The company 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 company's Balance Sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include 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 company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date.

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

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 company after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans and other loans 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.

Page 14

Hearbase Limited

Notes to the Financial Statements

For the Period Ended 31 December 2024

2.Accounting policies (continued)

2.11

Financial instruments (continued)

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.

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

Finance costs

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

2.14

Operating leases: the company as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

2.15

Pensions

Defined contribution pension plan

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company 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 company in independently administered funds.

2.16

Interest income

Interest income is recognised in profit or loss using the effective interest method.

2.17

Borrowing costs

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

Page 15

Hearbase Limited

Notes to the Financial Statements

For the Period Ended 31 December 2024

2.Accounting policies (continued)

2.18

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.

Increases in provisions are generally charged as an expense to profit or loss.

2.19

Current and deferred taxation

The tax expense for the period 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 operates and generates 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; and

∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

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.

2.20

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the company but are presented separately due to their size or incidence.

2.21

Prior period adjustments

The company accounts for prior period adjustments in accordance with FRS102 section 10. Material prior period adjustments are corrected by retrospective restatement, which involves adjusting the comparative amounts for the prior period presented as if the error had never occurred and adjusting the opening balance of equity.

Employees

The average monthly number of employees, including directors, during the period was 25 (2024 - 34).

Page 16

Hearbase Limited

Notes to the Financial Statements

For the Period Ended 31 December 2024

Exceptional items

(1,072,692)

The exceptional income relates to a gain on the sale of the customer database to it's parent company, Hidden Hearing Limited totalling £324,000 and income from the waiver of a loan totallling £748,692.

5.	Intangible assets

		Goodwill
		£

	At 1 May 2024	731,244
	Disposals	(731,244)
	At 31 December 2024	-

	At 1 May 2024	722,855
	Charge for the period on owned assets	8,389
	On disposals	(731,244)
	At 31 December 2024	-
	Net book value
	At 31 December 2024	-
	At 30 April 2024	8,389

Page 17

Hearbase Limited

Notes to the Financial Statements

For the Period Ended 31 December 2024

6.	Tangible fixed assets

	Land and buildings	Other fixed assets	Total
	£	£	£
Cost
At 1 May 2024	116,364	434,190	550,554
Additions	-	1,062	1,062
Disposals	(116,364)	(429,212)	(545,576)
At 31 December 2024	-	6,040	6,040
Depreciation
At 1 May 2024	58,777	362,447	421,224
Charge for the Period	46,841	60,117	106,958
Disposals	(105,618)	(417,768)	(523,386)
At 31 December 2024	-	4,796	4,796
Net book value
At 31 December 2024	-	1,244	1,244
At 30 April 2024	57,587	71,743	129,330

Long leasehold	-	57,587
	-	57,587

Page 18

Hearbase Limited

Notes to the Financial Statements

For the Period Ended 31 December 2024

7.	Fixed asset investments

		Investments in subsidiary companies
		£
	Cost or valuation
	At 1 May 2024	792,884
	At 31 December 2024	792,884
	Impairment
	At 1 May 2024	223,517
	Charge for the period	569,367
	At 31 December 2024	792,884
	Net book value
	At 31 December 2024	-
	At 30 April 2024	569,367

During the period the subsidiary undertaking, Sevenoaks Hearing Care Centre Limited, ceased to trade and therefore the investment has been fully impaired at the Balance Sheet date.

Debtors

					31 December	30 April
					2024	2024
					£	£


Trade debtors	213,534	108,709
Other debtors	18,038	32,877
Prepayments and accrued income	1,647	22,907
Deferred taxation	72,530	68,198
	305,749	232,691

Page 19

Hearbase Limited

Notes to the Financial Statements

For the Period Ended 31 December 2024

Other loans	-	101,437
Trade creditors	677	320,898
Amounts owed to group undertakings	168,849	-
Corporation tax	40	-
Other taxation and social security	4,652	26,540
Other creditors	38,508	29,262
Accruals and deferred income	19,581	54,975
	232,307	533,112

	Other loans	-	648,105

During the period amounts within other loans were waived in full.

Page 20

Hearbase Limited

Notes to the Financial Statements

For the Period Ended 31 December 2024

Amounts falling due within one year
Other loans	-	101,437
	-	101,437
Amounts falling due 1-2 years
Other loans	-	108,500
	-	108,500
Amounts falling due 2-5 years
Other loans	-	372,968
	-	372,968
Amounts falling due after more than 5 years
Other loans	-	166,637
	-	166,637
	-	749,542

Allotted, called up and fully paid

2,000 (2024 - 1,000) Ordinary shares of £1 each	2,000	1,000
Nil (2024 - 1,000) Ordinary A Non-voting shares of £1 each	-	1,000

	2,000	2,000

On 3 June 2024, 1,000 Ordinary A Non-voting shares were redesignated to 1,000 Ordinary shares.

13.	Prior period adjustment

During the current financial period, management identified a material error in the valuation of closing stock reported in the financial statements for the year ended 30 April 2024. The stock was overstated due to demo aids being incorrectly classified as stock. The adjustment has resulted in profits available for distribution at 30 April 2024 decreasing after tax by £106,670.

Page 21

Hearbase Limited

Notes to the Financial Statements

For the Period Ended 31 December 2024

14.	Contingent liabilities

The company is aware of a possible claim from a customer amounting to £274,000. The company has not received any recent correspondence from the customer, and therefore does not know whether the customer is continuing to pursue the claim. No evidence has been provided to confirm the validity of the claim, and no legal documentation has been received to substantiate a breach of contractual limits.

Based on the information available, the obligation is assessed as possible but not probable. In accordance with FRS102 Section 21, no provision has been recognised in the financial statements. The amount disclosed as a contingent liability reflects the figure stated in the most recent correspondence received in January 2025.

Not later than 1 year	-	57,790
Later than 1 year and not later than 5 years	-	127,216
Later than 5 years	-	75,600
	-	260,606

16.	Related party transactions
	The company is exempt from disclosing related party transactions with other companies that are wholly owned within the group. All other related party transactions during the current and prior periods were made under normal market conditions.

17.	Controlling party

The controlling party at the balance sheet date is Hidden Hearing Limited due to its 100% shareholding.

Prior to the share sale on 3 June 2024, the controlling party was Mr M Scutchings who owned 80.1% of the issued ordinary voting shares.

Page 22