REGISTERED NUMBER: 02905667 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

INSTINCTIF PARTNERS PR LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Income Statement

9

Other Comprehensive Income

10

Balance Sheet

11

Statement of Changes in Equity

12

Notes to the Financial Statements

13

DIRECTORS:

Mrs S Bartel

F Steiner

P Zanetto

REGISTERED OFFICE:

38 Craven Street

London

London

WC2N 5NG

REGISTERED NUMBER:

02905667 (England and Wales)

SENIOR STATUTORY AUDITOR:

Tony Castagnetti

AUDITORS:

Belluzzo Audit Limited

Chartered Accountants and Statutory Auditors

38 Craven Street

London

WC2N 5NG

The directors present their Strategic report for Instinctif Partners PR Limited (the 'Company') for the period ended 31 December 2025.

REVIEW OF BUSINESS

The results for the period ended 31 December 2025 are set out in the statement of comprehensive income account on page 8. These show a loss for the period attributable to shareholders of $1,837 (2024: loss $277).

Instinctif Partners PR Limited is a member of Excellera Advisory Group. Excellera Advisory Group is a business communications consultancy group with offices in Abu Dhabi, Bergamo, Berlin, Brussels, Dubai, Genoa, London, Madrid, Milan, Munich, New York, Paris, Riyadh, Rome, Treviso. Excellera Advisory Group is structured in specialist industry sector teams; these are retained year-on-year by a substantial number of UK and overseas corporations and institutions. Excellera Advisory Group offers a range of complementary communication services, including financial communications and media relations, public policy, crisis communications, brand positioning, strategic research, internal engagement, design and media training.

PRINCIPAL RISKS AND UNCERTAINTIES

There are no individual key performance indicators and principal risks and uncertainties for Instinctif Partners PR Limited as it is a holding company, and the Group's subsidiaries use trading indicators to measure performance. The company's main KPI is the carrying value of its investments in its subsidiaries.

Key performance indicators and principal risks and uncertainties for the Excellera Advisory Group as a whole are discussed in the consolidated financial statements prepared by the group parent company, Excellera Advisory Group.

FUTURE DEVELOPMENTS AND FINANCIAL RISK MANAGEMENT

The directors of Excellera Advisory Group, the parent company, manage risks and future developments at a group level rather than at an individual entity level, including financial risk management.

For this reason, the Company's directors believes that a discussion of the Company's risks would not be appropriate for an understanding of the development, performance or position of this business.

ON BEHALF OF THE BOARD:

P Zanetto - Director

23 April 2026

The directors present their report with the financial statements of the company for the year ended 31 December 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of The principal activity of the company in the year under review was that of a holding company. The directors expect these activities to continue for the foreseeable future.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2025.

DIRECTORS

The directors who have held office during the period from 1 January 2025 to the date of this report are as follows:

Mrs S Bartel - appointed 7 July 2025

F Steiner - appointed 20 May 2025

P Zanetto - appointed 20 May 2025

N J Carter - resigned 20 May 2025

T J T Linacre - resigned 20 May 2025

Ms V Smith - resigned 20 May 2025

J C H Walker - resigned 19 May 2025

GOING CONCERN

The Directors have assessed the company's ability to continue as a going concern for a period of at least 12 months from the date of approval of the financial statements. The Company functions as the holding entity for the Middle East operations within the group headed by Ensco 1327 Limited and since May 20, 2025 by Excellera Advisory Group. The company reported a total loss of $1,837 for the period ended 31 December 2025 (2024: $277) and was in a net current liabilities position of $207,000 as at that date (2024: $204,000). The company's financial health is closely linked to its subsidiaries' overall performance, making it dependent on them for ongoing support.

Due to the level of intercompany debt owed to fellow group entities as at 31 December 2025 which amounted to $177,000 (2024: $213,000), the company will be able to settle these debts from the Management Fee Recharge during the coming years to its subsidiaries.

The Directors have considered the group's overall cash flow and funding situation in their assessment of going concern. The Directors also highlight that the company's three subsidiaries in Middle East have traded positively, generating strong operating profits and cash flows for the period ended 31 December 2025, and have continued to do so through into the current calendar year.

Therefore, the Directors believe it is appropriate to prepare these financial statements on a going concern basis. Accordingly, they continue to adopt the going concern basis in preparing the financial statements. The financial statements do not include any adjustments that would be necessary if the Company is unable to continue as a going concern.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

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

-	select suitable accounting policies and then apply them consistently;

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

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

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

In accordance with the company's articles, a resolution proposing that, Belluzzo Audit Limited, be reappointed as auditor of the company will be put at a General Meeting.

This report has been prepared in accordance with the requirements of the Companies Act 2006.

ON BEHALF OF THE BOARD:

P Zanetto - Director

23 April 2026

Opinion

We have audited the financial statements of Instinctif Partners Pr Limited (the 'company') for the year ended 31 December 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity 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 Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

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

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

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

Basis for opinion

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

Conclusions relating to going concern

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

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

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

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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 Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

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

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

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

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

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

Responsibilities of directors

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

In preparing the financial statements, the directors are responsible for assessing the 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.

Auditors' responsibilities for the audit of the financial statements

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. 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 company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation.

We determined that the following laws and regulations were most significant:-The Companies Act 2006-Financial Reporting Standard 102-UK tax legislation-UK employment legislation-UK health and safety legislation-General Data Protection Regulations.

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 company is complying with those legal and regulatory frameworks by making inquiries of management and those responsible for legal and compliance procedures. The engagement partner assessed whether the engagement team collectively had the appropriate competence and capabilities to identify or recognise non-compliance with these laws and regulations.The assessment did not identify any issues in this area.

We assessed the susceptibility of the entity’s financial statements to material misstatement, including how fraud might occur. Audit procedures performed by the engagement team included:

- identifying and assessing the measures management has in place to prevent and detect fraud;

- understanding how those charged with governance considered and addressed the potential for override of controls or other inappropriate influence over the financial reporting process;

- challenging assumptions and judgements made by management in its significant estimates; and

- identifying and testing journal entries, in particular any journal entries posted with unusual account combinations.

As a result of the above procedures, we considered the opportunities and incentives that may exist within theorganisation for fraud and identified the greatest potential existed within the recording and recognition of revenue. Our procedures in this respect were focused on the origination of revenue and directed towards ensuring the accuracy and completeness of the same by undertaking testing on a sample basis of the revenue items to ensure that sales had been recorded correctly and in the appropriate accounting period.

We consider that the work we undertook in this regard was considered capable of detecting irregularities and fraudwithin the sales cycle. Due to 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 regulations. 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. Therefore, if a breach of operational regulations is not disclosed to us or evident from relevant correspondence, an audit will not detect that breach. 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.

Use of our report

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

Tony Castagnetti (Senior Statutory Auditor)

for and on behalf of Belluzzo Audit Limited

Chartered Accountants and Statutory Auditors

38 Craven Street

London

WC2N 5NG

23 April 2026

TURNOVER

-

-

Administrative expenses

(44,255

)

(277

)

(44,255

)

(277

)

Other operating income

42,418

-

OPERATING LOSS and

LOSS BEFORE TAXATION

(1,837

)

(277

)

Tax on loss

5

-

-

LOSS FOR THE FINANCIAL YEAR

(1,837

)

(277

)

LOSS FOR THE YEAR

(1,837

)

(277

)

OTHER COMPREHENSIVE INCOME

Investment in related companies

2,310,000

-

Income tax relating to other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

2,310,000

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

2,308,163

(277

)

FIXED ASSETS

Investments

6

3,829,938

1,519,938

CURRENT ASSETS

Cash at bank

592

831

CREDITORS

Amounts falling due within one year

7

(207,410

)

(205,812

)

NET CURRENT LIABILITIES

(206,818

)

(204,981

)

TOTAL ASSETS LESS CURRENT LIABILITIES

3,623,120

1,314,957

CAPITAL AND RESERVES

Called up share capital

8

6

6

Other reserves

9

3,580,510

1,270,510

Retained earnings

9

42,604

44,441

SHAREHOLDERS' FUNDS

3,623,120

1,314,957

The financial statements were approved by the Board of Directors and authorised for issue on 23 April 2026 and were signed on its behalf by:

P Zanetto - Director

Called up

share

Retained

Other

Total

capital

earnings

reserves

equity

$

$

$

$

Balance at 30 December 2023

-

44,718

1,270,510

1,315,228

Changes in equity

Issue of share capital

6

-

-

6

Total comprehensive income

-

(277

)

-

(277

)

Balance at 31 December 2024

6

44,441

1,270,510

1,314,957

Changes in equity

Total comprehensive income

-

(1,837

)

2,310,000

2,308,163

Balance at 31 December 2025

6

42,604

3,580,510

3,623,120

1.	STATUTORY INFORMATION

Instinctif Partners Pr Limited is a private company, limited by shares, registered in England and Wales. Thecompany's registered number is 02905667. The registered office address is 38 Craven Street, London, England, WC2N 5NG.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

The financial statements are presented in Dollar, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest dollar ($).

The financial statements have been prepared under the historical cost convention.

Financial Reporting Standard 102 - reduced disclosure exemptions

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

•

the requirements of Section 7 Statement of Cash Flows;

•

the requirement of paragraph 3.17(d);

•

the requirement of paragraph 33.7.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Financial instruments

Financial assets

The company's financial assets comprise basic financial instruments, being trade and other receivables, amounts owed by group undertakings, cash and bank balances.

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of no more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months or less from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

Trade, other receivable and amounts owed by group undertakings are measured at transaction price less any impairment. Any impairment loss is recognised in the Profit and Loss.

Financial assets are derecognised when contractual rights to the cash flows from the financial asset expires or are settled, or when substantially all the risks and rewards of ownership have been transferred.

Financial liabilities

The company's financial liabilities comprise of basic financial liabilities, including trade and other payables. These are initially recognised at transaction price.

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities.

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled, or expires.

Taxation

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

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

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

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

Impairment of financial assets

Financial assets measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the profit and loss account.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset’s carrying amount and the best estimate of the amount the company would receive for the asset if it were to be sold at the reporting date.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between the asset’s carrying amount and the present value of estimated cash flows discounted at the asset’s original effective interest rate. If the financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract. If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets and financial liabilities

Financial assets are derecognised when:

(a) the contractual rights to the cash flows from the asset expire or are

settled, or

(b) substantially all the risks and rewards of ownership of the asset are transferred to another party, or

(c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

Offsetting of financial assets and financial liabilities

Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is an 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.

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.

Going concern

The directors of the company have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Accordingly, they continue to adopt the going concern basis in preparing the directors' report and financial statements.

3.	EMPLOYEES AND DIRECTORS

There were no staff costs for the year ended 31 December 2025 nor for the period ended 31 December 2024.

The average number of employees during the year was NIL (2024 - NIL).

Period

30.12.23

Year Ended

to

31.12.25

31.12.24

$

$

Directors' remuneration

-

-

4.	OPERATING LOSS

The operating loss is stated after charging:

Period

30.12.23

Year Ended

to

31.12.25

31.12.24

$

$

Audit fees

29,578

-

Foreign exchange differences

12

48

5.

TAXATION

Analysis of the tax charge

No liability to UK corporation tax arose for the year ended 31 December 2025 nor for the period ended 31 December 2024.

Tax effects relating to effects of other comprehensive income

2025

Gross

Tax

Net

$

$

$

Investment in related companies

2,310,000

-

2,310,000

6.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

$

COST

At 1 January 2025

1,519,938

Additions

2,310,000

At 31 December 2025

3,829,938

NET BOOK VALUE

At 31 December 2025

3,829,938

At 31 December 2024

1,519,938

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

$

$

Amounts owed to group undertakings

177,410

206,487

Tax

-

(2,184

)

Other creditors

-

1

Accrued expenses

30,000

1,508

207,410

205,812

8.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

$

$

4

Ordinary

1.5

6

6

9.

RESERVES

Retained

Other

earnings

reserves

Totals

$

$

$

At 1 January 2025

44,441

1,270,510

1,314,951

Deficit for the year

(1,837

)

(1,837

)

Investment in related companie

-

2,310,000

2,310,000

At 31 December 2025

42,604

3,580,510

3,623,114