REGISTERED NUMBER: 09667784 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements

for the Year Ended 31 December 2025

for

Oviva UK Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

5

Statement of Income and Retained Earnings

9

Balance Sheet

10

Cash Flow Statement

11

Notes to the Cash Flow Statement

12

Notes to the Financial Statements

13

DIRECTORS:

K W Eberhardt

L A Jones

M N Fidock

SECRETARIES:

R Edwards

M Leister

REGISTERED OFFICE:

Runway East

20 St Thomas Street

London

SE1 9RS

REGISTERED NUMBER:

09667784 (England and Wales)

SENIOR STATUTORY AUDITOR:

Simon Hook FCCA

AUDITORS:

Clive Owen LLP

Chartered Accountants and Statutory Auditors

Kepier House

Belmont Business Park

Durham

DH1 1TW

The directors present their strategic report for the year ended 31 December 2025.

REVIEW OF BUSINESS

During the year the company continued to expand the delivery of its digital healthcare services within the UK healthcare system. The company works closely with NHS partners to deliver evidence based behaviour change programmes designed to improve long term patient outcomes.

The company forms part of the wider Oviva Group and benefits from the operational, technological and strategic support of the group. The directors consider the financial position of the company at the year end to be satisfactory.

The company contributes to the ongoing development and enhancement of digital healthcare services and supporting technology. These activities are undertaken in collaboration with the wider Oviva Group, with UK-based employees supporting the development, testing and implementation of digital programmes and service improvements. The focus of these activities is to enhance patient outcomes, improve service delivery and support scalable digital healthcare solutions.

PRINCIPAL RISKS AND UNCERTAINTIES

The company operates within the UK healthcare system and is therefore exposed to risks associated with changes in healthcare commissioning arrangements and public sector funding priorities. Changes in funding structures or commissioning priorities could affect the availability and structure of future contracts. The company also relies on the successful delivery of contracts with NHS Integrated Care Boards and other healthcare partners. Performance against contractual requirements and the ability to deliver services at scale are therefore important operational considerations.

In addition, the company operates in a regulated healthcare environment and must ensure continued compliance with applicable clinical, regulatory and data protection requirements. The directors monitor these risks closely and work with the wider Oviva Group to manage and mitigate potential impacts.

FUTURE OUTLOOK

The directors expect the company to continue developing its digital healthcare offering and strengthening its relationships with NHS partners. Demand for scalable digital healthcare solutions continues to grow and the company remains well positioned to support healthcare systems in improving patient access to specialist care.

KEY PERFORMANCE INDICATORS

The directors monitor the performance of the company using a range of financial and operational indicators.

The principal financial indicators considered during the year include revenue growth and operating results. These measures allow the directors to assess the company's financial performance and its ability to deliver services efficiently. Please see below for the relevant figures.

2025

2024

£

£

Revenue

39,959,001

11,320,390

Gross profit (%)

79.3

75.4

Operating profit / (loss)

10,733,447

(2,044,394)

EBITDA

10,821,105

(1,969,544)

Operational performance is also monitored through programme delivery metrics and service performance against contractual commitments with NHS Integrated Care Boards.

ON BEHALF OF THE BOARD:

M N Fidock - Director

30 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 provision of digital healthcare services supporting patients with weight management, diabetes prevention and related metabolic health conditions. Services are delivered through digital platforms and multidisciplinary healthcare teams working in partnership with NHS Integrated Care Boards and other healthcare partners across the United Kingdom.

DIVIDENDS

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

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

K W Eberhardt

L A Jones

M N Fidock

ENGAGEMENT WITH EMPLOYEES

The company places importance on maintaining effective communication with employees. Employees are regularly provided with information about company developments and performance through internal communications and team meetings.

The company consults employees and their representatives where appropriate to ensure that employee views are taken into account in decisions affecting their interests.

The directors also encourage employee engagement with the company's performance through participation in group incentive and share based schemes where applicable.

During the year the directors maintained regular dialogue with employees and management teams to ensure that employee interests were considered in the company's decision making processes.

Disabled Employees

The company is committed to providing equal opportunities for all employees. Applications for employment by disabled persons are given full and fair consideration, having regard to the aptitudes and abilities of the applicant concerned.

In the event of employees becoming disabled during their employment, the company seeks to retain them in their existing roles wherever possible and provides appropriate support and adjustments where necessary. Opportunities for training, career development and promotion are available to disabled employees on the same basis as for other employees.

DISCLOSURE IN THE STRATEGIC REPORT

Future developments and financial risk management objectives and policies, which would otherwise be disclosed in the directors' report, are instead disclosed in the strategic report, as permitted by section 414C(11) of the Companies Act 2006.

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;

-	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

The auditors, Clive Owen LLP, are deemed to be reappointed under section 487(2) of the Companies Act 2006.

ON BEHALF OF THE BOARD:

M N Fidock - Director

30 April 2026

Opinion

We have audited the financial statements of Oviva UK Limited (the 'company') for the year ended 31 December 2025 which comprise the Statement of Income and Retained Earnings, Balance Sheet, Cash Flow Statement and Notes to the Cash Flow Statement, 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 profit for the year then ended;

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

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 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.

Material uncertainty in relation to going concern

We draw attention to note 2 in the financial statements, which indicates that although a net profit has been achieved in the year ended 31 December 2025, the company's liabilities exceeded its total assets by £5,475,001. As stated in note 2, these events or conditions indicate that a material uncertainty exists that may cast significant doubt on the company's ability as a going concern. Our opinion is not modified in respect of this matter.

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.

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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

- We have planned and performed the audit in accordance with auditing standards, however there always remains unavoidable risk that material misstatement may remain due to the inherent limitations of testing.

- The risk of not detecting instances of fraud is higher that that of not detecting errors, due to the fact fraud could involve concealment, collusion, misrepresentation or override of internal controls.

- The work undertaken during the audit reduces the risk of irregularities, including fraud, to an acceptable level. We are not responsible for preventing non-compliance and cannot be expected to detect all instances of non-compliance.

We undertake the following procedures to identify and respond to these risks of non-compliance:

- Understanding the key legal and regulatory frameworks that are applicable to the Company. We communicated identified laws and regulations throughout the audit team and remained alert to any indications of non-compliance throughout the audit. We determined the most significant of these to be financial reporting legislation, taxation legislation, GDPR, safeguard regulations and professional healthcare regulations.

- Enquiry of directors and management as to policies and procedures to ensure compliance and any known instances of non-compliance.

- Review of board minutes and correspondence with regulators.

- Enquiry of directors and management as to areas of the financial statements susceptible to fraud and how these risks are managed.

- Challenging management on key estimates, assumptions and judgements made in the preparation of the financial statements. These key areas of uncertainty are disclosed in the accounting policies.

- Identifying and testing unusual journal entries, with a particular focus on manual journal entries.

Through these procedures, we did not become aware of actual or suspected non-compliance.

We planned and performed our audit in accordance with auditing standards but owing to the inherent limitations of procedures required in these areas, there is an unavoidable risk that we may not have detected a material misstatement in the accounts. The further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve concealment, collusion, forgery, misrepresentations, or override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

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.

Simon Hook FCCA (Senior Statutory Auditor)

for and on behalf of Clive Owen LLP

Chartered Accountants and Statutory Auditors

Kepier House

Belmont Business Park

Durham

DH1 1TW

30 April 2026

TURNOVER

3

39,959,001

11,320,390

Cost of sales

(8,282,514

)

(2,785,886

)

GROSS PROFIT

31,676,487

8,534,504

Administrative expenses

(21,071,097

)

(10,705,363

)

10,605,390

(2,170,859

)

Other operating income

128,057

126,465

OPERATING PROFIT/(LOSS)

5

10,733,447

(2,044,394

)

Interest payable and similar expenses

6

(932,262

)

(750,128

)

PROFIT/(LOSS) BEFORE TAXATION

9,801,185

(2,794,522

)

Tax on profit/(loss)

7

(451,233

)

300,104

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

9,349,952

(2,494,418

)

Retained earnings at beginning of year

(14,865,517

)

(12,371,099

)

RETAINED EARNINGS AT END OF YEAR

(5,515,565

)

(14,865,517

)

FIXED ASSETS

Tangible assets

8

299,520

81,172

CURRENT ASSETS

Stocks

9

-

36,117

Debtors

10

14,631,636

3,422,911

Cash at bank

6,791,432

895,957

21,423,068

4,354,985

CREDITORS

Amounts falling due within one year

11

(11,435,883

)

(19,231,725

)

NET CURRENT ASSETS/(LIABILITIES)

9,987,185

(14,876,740

)

TOTAL ASSETS LESS CURRENT LIABILITIES

10,286,705

(14,795,568

)

CREDITORS

Amounts falling due after more than one year

12

(15,732,321

)

-

NET LIABILITIES

(5,445,616

)

(14,795,568

)

CAPITAL AND RESERVES

Called up share capital

14

10

10

Capital redemption reserve

15

69,939

69,939

Retained earnings

15

(5,515,565

)

(14,865,517

)

SHAREHOLDERS' FUNDS

(5,445,616

)

(14,795,568

)

The financial statements were approved by the Board of Directors and authorised for issue on 30 April 2026 and were signed on its behalf by:

M N Fidock - Director

Cash flows from operating activities

Cash generated from operations

1

7,065,130

681,012

Interest paid

(932,262

)

(750,128

)

Tax paid

70,262

300,104

Net cash from operating activities

6,203,130

230,988

Cash flows from investing activities

Purchase of tangible fixed assets

(310,853

)

(50,984

)

Sale of tangible fixed assets

3,198

-

Net cash from investing activities

(307,655

)

(50,984

)

Increase in cash and cash equivalents

5,895,475

180,004

Cash and cash equivalents at beginning of year

2

895,957

715,953

Cash and cash equivalents at end of year

2

6,791,432

895,957

1.	RECONCILIATION OF PROFIT/(LOSS) BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025

2024

£

£

Profit/(loss) before taxation

9,801,185

(2,794,522

)

Depreciation charges

87,658

74,850

Loss on disposal of fixed assets

1,649

-

Finance costs

932,262

750,128

10,822,754

(1,969,544

)

Decrease in stocks

36,117

46,251

(Increase)/decrease in trade and other debtors

(11,208,725

)

353,154

Increase in trade and other creditors

7,414,984

2,251,151

Cash generated from operations

7,065,130

681,012

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2025

31.12.25

1.1.25

£

£

Cash and cash equivalents

6,791,432

895,957

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

895,957

715,953

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.25

Cash flow

At 31.12.25

£

£

£

Net cash

Cash at bank

895,957

5,895,475

6,791,432

895,957

5,895,475

6,791,432

Total

895,957

5,895,475

6,791,432

1.	STATUTORY INFORMATION

Oviva UK Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

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 have been prepared under the historical cost convention.

There were no material departures from that standard.

The principal accounting policies adopted in the preparation of the financial statements are set out below and have remained unchanged from the previous year, and also have been consistently applied within the same accounts.

Going concern

The directors assess whether the use of going concern is appropriate i.e. whether there are any material uncertainties related to events or conditions that may cast significant doubt on the ability of the company to continue as a going concern. The directors make this assessment in respect of a period of at least one year from the date the financial statements are approved.

Although a net profit has been achieved in the year to 31 December 2025, the company's liabilities exceed its assets by £5,475,001. Therefore the Company does still require the support of its parent company Oviva AG. The Parent Company has signed a letter of support to state that they will not demand the intercompany loan to be repaid within 12 months of the signing date of these accounts.

The directors believe that due to the support of the parent company, it is appropriate to continue to adopt the going concern basis of accounting in preparing the financial statements.

The financial statements are prepared on the going concern basis which assumes that the company will continue to trade. If the company is unable to continue to trade, adjustments would be required to reduce the value of assets to their recoverable amounts, to provide for any further liabilities that might arise and to analyse long term liabilities as current liabilities.

Significant judgements and estimates

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

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

Key sources of estimation uncertainty

Estimates included within these financial statements include depreciation and asset impairments such as provisions against debtors and stock. None of these estimates are considered to be carry significant estimation uncertainty, or to bear significant risk of causing a material misstatement to the carrying amounts of assets and liabilities within the next financial year.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Income recognition

Turnover comprises the Company's revenue in respect of providing alternative human health services.

Revenue is recognised to the extent that it is probable that the economic benefit will flow to the Company and the revenue can be reliably measured. For sales contracts, this is when certain performance milestones have been met.

Government Grants

Revenue based grants have been credited to the profit and loss account in the period to which they relate.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Fixtures and fittings

-

25% on cost

Computer equipment

-

33% on cost

Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment.

Stocks

Stocks are valued at the lower of cost and selling price less estimated costs to sell, after making allowance for obsolete and slow moving items.

Financial instruments

The company only enters into basic financial assets and liabilities, including trade and other debtors and creditors, debtors and creditors due from fellow group companies and cash and bank balances. These are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction or debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Such assets and liabilities are subsequently carried at amortised cost using the effective interest method.

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.

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future benefits and that its cost can reliably measured.

If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

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.

Operating leases

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

Cash and cash equivalents

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less and bank overdrafts. Bank overdrafts, when applicable, are shown within borrowings in current liabilities.

3.

TURNOVER

The turnover and profit (2024 - loss) before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

2025

2024

£

£

United Kingdom

39,959,001

11,320,390

39,959,001

11,320,390

4.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

16,949,270

9,156,629

Social security costs

1,917,086

902,573

Other pension costs

418,064

180,646

19,284,420

10,239,848

The average number of employees during the year was as follows:

2025

2024

Healthcare Professionals

242

77

Healthcare & Operations Leadership

11

17

Management

5

5

Operations

33

74

Research & Development

32

-

Sales & Marketing

101

13

Support Functions

28

40

452

226

2025

2024

£

£

Directors' remuneration

571,106

531,179

Directors' pension contributions to money purchase schemes

4,402

4,402

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

2

2

Information regarding the highest paid director is as follows:

2025

2024

£

£

Emoluments etc

314,580

281,829

Pension contributions to money purchase schemes

2,201

2,201

5.	OPERATING PROFIT/(LOSS)

The operating profit (2024 - operating loss) is stated after charging:

2025

2024

£

£

Depreciation - owned assets

87,658

74,850

Loss on disposal of fixed assets

1,649

-

Auditors' remuneration

20,000

11,000

Foreign exchange differences

18,519

6,273

Operating lease payments

151,016

-

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Group interest payable

932,262

750,128

7.

TAXATION

Analysis of the tax charge/(credit)

The tax charge/(credit) on the profit for the year was as follows:

2025

2024

£

£

Current tax:

UK corporation tax

521,495

-

Prior year underprovision of R&D tax credit

(70,262

)

(300,104

)

Tax on profit/(loss)

451,233

(300,104

)

Reconciliation of total tax charge/(credit) included in profit and loss

The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below:

2025

2024

£

£

Profit/(loss) before tax

9,801,185

(2,794,522

)

Profit/(loss) multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 0%)

2,450,296

-

Effects of:

Expenses not deductible for tax purposes

(59,083

)

-

Utilisation of tax losses

(1,816,912

)

-

Research and development tax credit

(123,068

)

(300,104

)

Total tax charge/(credit)

451,233

(300,104

)

8.	TANGIBLE FIXED ASSETS

Fixtures

and

Computer

fittings

equipment

Totals

£

£

£

COST

At 1 January 2025

1,265

363,312

364,577

Additions

-

310,853

310,853

Disposals

(1,265

)

(280,605

)

(281,870

)

At 31 December 2025

-

393,560

393,560

DEPRECIATION

At 1 January 2025

1,013

282,392

283,405

Charge for year

252

87,406

87,658

Eliminated on disposal

(1,265

)

(275,758

)

(277,023

)

At 31 December 2025

-

94,040

94,040

NET BOOK VALUE

At 31 December 2025

-

299,520

299,520

At 31 December 2024

252

80,920

81,172

9.

STOCKS

2025

2024

£

£

Stocks

-

36,117

10.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade debtors

13,042,482

1,890,462

Amounts owed by group undertakings

393,054

393,054

Other debtors

269,633

28,413

Prepayments and accrued income

926,467

1,110,982

14,631,636

3,422,911

11.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Trade creditors

4,028,904

600,622

Amounts owed to group undertakings

100,726

16,859,351

Corporation tax

521,495

-

Taxation and social security

619,944

257,070

Other creditors

4,413,371

33,849

Accruals and deferred income

1,751,443

1,480,833

11,435,883

19,231,725

Amounts owed to group undertakings are unsecured and have no fixed date of repayment.

Interest is charged at 5%.

12.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2025

2024

£

£

Amounts owed to group undertakings

15,732,321

-

13.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

2025

2024

£

£

Within one year

143,410

99,000

14.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

£

£

10

Ordinary

£1

10

10

Called up share capital represents the nominal value of shares that have been issued.

The Ordinary shares have the right to receive dividends and have the right to vote.