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Registered number:
FOR THE 9-MONTH PERIOD ENDED 31 DECEMBER 2025
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ELIDI ADVISERS LTD
COMPANY INFORMATION
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ELIDI ADVISERS LTD
CONTENTS
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ELIDI ADVISERS LTD
STRATEGIC REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2025
The directors present the strategic report for the 9-month period ended 31 December 2025. Comparative financial information is presented for the year ended 31 March 2025 following the change in the company’s accounting reference date from 31 March to 31 December.
2025 was a year of substantial change in terms of ownership of the company and rebranding. In late February 2025 an SPA was signed with Elidi Securities Ltd in Cyprus to acquire 60% of the firm subject to an FCA approved Change in Control. The Change in Control was granted by the FCA in late July and the company was recapitalized with an additional £2m Participating shares and Elidi Securities Ltd taking a 96% of the participating shares of the company. The company name was changed in September to Elidi Advisers Ltd.
As part of a group, the plan for 2026 and onwards is to expand the securities trading business working with the Cyprus team. A Variation of Permission application is being submitted to the FCA to remove the Matched Principal Broker status which will allow Elidi Advisers to trade as Principal and build a wider and more profitable business.
Financial Performance & Going Concern
The company has recorded net losses over the previous two financial years, primarily driven by the change in ownership and temporary stop in trading. While we forecast a continued net loss for the 2026 financial year as we complete our current scaling phase, these results are consistent with our strategic roadmap. As we aggressively ramp up trading activity, the Board expects a transition to positive net income in 2027. We continue to monitor our liquidity position closely to ensure the company remains resilient during this final period of intensive growth. Geopolitical Environment We continue to view the geopolitical landscape with trepidation. As new conflicts emerge and long-standing tensions persist, the resulting destabilization creates ongoing challenges for the global economy. However, for a firm of our nature, such volatility inherently presents strategic opportunities. We anticipate that our adaptive trading models will yield long-term benefits from these shifts in global market dynamics. Macroeconomic Trends The global interest rate tightening cycle appears to have reached its conclusion. This shift is already fostering a renewed investment appetite among both existing and new clients. We remain well-positioned to capitalize on this return to capital deployment as market participants seek more active growth strategies in a stabilizing rate environment.
Business revenues for the 9-month period ended 31 December 2025 were £30,902, compared with £385,806 for the year ended 31 March 2025. The company reported a net loss of £158,139 for the period (year ended 31 March 2025: loss of £387,431). Cash and cash equivalents at 31 December 2025 were £375,897 (31 March 2025: £965,013). As the current period is 9 months and the comparative period is 12 months, these amounts are not directly comparable.
This report was approved by the board and signed on its behalf.
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ELIDI ADVISERS LTD
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 DECEMBER 2025
The directors present their report and the financial statements for the period ended 31 December 2025.
The directors are responsible for preparing the strategic report, the directors' report and the financial statements in accordance with applicable law and regulations.
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 judgements and accounting estimates that are reasonable and prudent; and
∙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.
The loss for the 9 month period, after taxation, amounted to £158,139 (year ended 31 March 2025: loss £387,431).
No dividends have been proposed.
The directors who served during the period were:
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ELIDI ADVISERS LTD
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 DECEMBER 2025
There have been no significant events affecting the company since the period end.
With the new investment obtained and change in control approved by the FCA, the company is now looking to restart trading activity with a view to returning to cash generation and profitability within the first full period of trade. The board notes that the current financial statements cover a 9-month transitional period following the change in accounting reference date.
The auditor, Cooper Parry Group Limited, 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.
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ELIDI ADVISERS LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ELIDI ADVISERS LTD
We have audited the financial statements of Elidi Advisers Ltd (the 'company') for the period ended 31 December 2025, which comprise the profit and loss account, the balance sheet, the statement of cash flows, the statement of changes in equity, the analysis of net debt 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).
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 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 that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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.
The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
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ELIDI ADVISERS LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ELIDI ADVISERS LTD (CONTINUED)
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the strategic report and the directors' report for the financial period for which the financial statements are prepared is consistent with the financial statements; and
∙the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.
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 directors' report.
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ELIDI ADVISERS LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ELIDI ADVISERS LTD (CONTINUED)
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
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:
We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which they operate, and considered the risk of acts by the company that were that were contrary to applicable laws and regulations, including fraud. We discussed with the director the policies and procedures in place regarding compliance with laws and regulations. We discussed amongst the audit team the identified laws and regulations, and remained alert to any indications of non-compliance. During the audit we focused on laws and regulations which could reasonably be expected to give rise to a material misstatement in the financial statements, including, but not limited to, the Companies Act 2006 and UK tax legislation. Our tests included agreeing the financial statement disclosures to underlying supporting documentation and enquiries with management. Our procedures in relation to fraud included but were not limited to: inquiries of management whether they have any knowledge of any actual, suspected or alleged fraud and discussions amongst the audit team regarding the risk of fraud such as opportunities for fraudulent manipulation of the financial statements. We determined that the principle risks related to posting manual journal entries to manipulate financial performance and management bias through judgement in accounting estimates. We also addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.
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 auditor's report.
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ELIDI ADVISERS LTD
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ELIDI ADVISERS LTD (CONTINUED)
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Statutory Auditor
5th Floor
5 Appold Street
Broadgate
London
EC2A 2AG
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ELIDI ADVISERS LTD
PROFIT AND LOSS ACCOUNT
FOR THE PERIOD ENDED 31 DECEMBER 2025
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ELIDI ADVISERS LTD
REGISTERED NUMBER: 10506392
BALANCE SHEET
AS AT 31 DECEMBER 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
The notes on pages 13 to 23 form part of these financial statements.
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ELIDI ADVISERS LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 DECEMBER 2025
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ELIDI ADVISERS LTD
STATEMENT OF CASH FLOWS
FOR THE PERIOD ENDED 31 DECEMBER 2025
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ELIDI ADVISERS LTD
ANALYSIS OF NET DEBT
FOR THE PERIOD ENDED 31 DECEMBER 2025
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ELIDI ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
Elidi Advisers Ltd is a private company limited by shares and registered in England and Wales. Its registered office is 27 Old Gloucester Street, London, England WC1N 3AX.
The financial statements are presented in pounds sterling (£), which is the functional and presentation currency of the company. They have been prepared for the 9-month period from 1 April 2025 to 31 December 2025. Comparative information is presented for the year from 1 April 2024 to 31 March 2025. During the period, the company changed its accounting reference date from 31 March to 31 December and, accordingly, the comparative amounts are not directly comparable.
2.Accounting policies
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 management to exercise judgement in applying the company's accounting policies (see note 3).
The following principal accounting policies have been applied:
During the period, the company changed its accounting reference date from 31 March to 31 December. As a result, the current financial statements are prepared for a 9-month period ended 31 December 2025. The comparative financial information relates to the 12-month year ended 31 March 2025 and is therefore not directly comparable.
Functional and presentation currency
Transactions and balances
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ELIDI ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
The directors' use of the going concern basis relies upon the continued support of the controlling party, Elidi Securities Ltd.
The company's activity paused during the period to allow the 'Change in Control Party' process to be approved by the FCA. This process has now completed as of July 2025 and the company is now looking to restart its trading activity. This support is required to allow the company to meet its operating costs and administrative expenses on an ongoing basis. This support to date has been evidenced via the use of a 'Client Brokerage Account' held in the name of the company with sufficient funds to allow the company to meet its financial obligations as and when they fall due for a period of at least twelve months from the signing of these financial statements. Further, the directors' forecast that the company will be cash generating within its first full financial period of trading activity and as such, given the support detailed above, believe the use of the going concern basis to be appropriate.
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ELIDI ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on a reducing balance basis.
Depreciation is provided on the following basis:
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 the profit and loss account.
Fair values are determined from market based evidence normally undertaken by professionally qualified valuers.
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ELIDI ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
The company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.
The company has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.
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.
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
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ELIDI ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
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.
Impairment of financial assets
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
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.
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.
Other financial instruments
Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.
Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.
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ELIDI ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
2.Accounting policies (continued)
Derecognition of financial assets
Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the company will continue to recognise the value of the portion of the risks and rewards retained.
Derecognition of financial liabilities
Financial liabilities are derecognised when the company's contractual obligations expire or are discharged or cancelled.
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 that estimate affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
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ELIDI ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
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ELIDI ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
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ELIDI ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
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ELIDI ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
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ELIDI ADVISERS LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 DECEMBER 2025
During the period 2,000,000 Participating shares were issued at par.
Share premium account
Revaluation reserve
Profit and loss account
At the balance sheet date, one director owed the company £179,253 (31 March 2025: £174,065), while another director was owed £31,139 (31 March 2025: £43,984). No interest is charged on these balances.
In addition, the company held subordinated loans with each director amounting to £500,000 (31 March 2025: £500,000) as at the balance sheet date. The company also held a loan with Elidi Capital Ltd amounting to £348,662 (31 March 2025: £355,762). These loans are bearing interest at a rate of 8% compounded annually.
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