Save Your Wardrobe Ltd.

	Page
Balance Sheet	1—2
Statement of Changes in Equity	3
Notes to the Financial Statements	4—8

1. General Information

Save Your Wardrobe Ltd. is a private company, limited by shares, incorporated in England & Wales, registered number 10831653 . The registered office is 3rd Floor, 86-90 Paul Street, London, England, EC2A 4NE.

2. Accounting Policies

2.1. Basis of Preparation of Financial Statements

The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 section 1A Small Entities "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

2.2. Going Concern Disclosure

The directors have prepared the financial statements on a going concern basis. In reaching this conclusion, the directors have considered the financial position of the company and have reviewed detailed cash flow forecasts covering a period of not less than 18 months from the date of approval of these financial statements.

At 30 June 2025 the company held cash of £1,141,469. The directors have reviewed a standalone cash flow forecast which demonstrates that the company has sufficient cash resources to meet its liabilities as they fall due for a period of at least 18 months from the date of signing these accounts, without reliance on Series A fundraising proceeds.

The company has £5,568,293 of convertible loan notes outstanding as at 30 June 2025, classified within current liabilities. The directors confirm that signed conversion agreements are in place with all noteholders, pursuant to which these loans will convert into equity upon the close of the company's Series A funding round and are not expected to require cash repayment.

Whilst the company continues to invest in growth and has a net liability position, the directors are satisfied that the going concern basis of preparation remains appropriate and that no material uncertainties exist that would cast significant doubt on the company's ability to continue as a going concern.

2.3. Turnover

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

2.4. Intangible Fixed Assets and Amortisation - Other Intangible

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Development costs are being amortised evenly over their estimated useful life of seven years.

2.5. Tangible Fixed Assets and Depreciation

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.

Depreciation is provided on the following basis:

Computer Equipment

25% straight line

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the statement of comprehensive income.

2.6. Leasing and Hire Purchase Contracts

Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged to profit and loss account on a straight line basis.

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Save Your Wardrobe Ltd.

Notes to the Financial Statements (continued)

For The Year Ended 30 June 2025

2.7. Stocks and Work in Progress

Stocks and work in progress are valued at the lower of cost and net realisable value after making due allowance for obsolete and slow-moving stocks. Cost includes all direct costs and an appropriate proportion of fixed and variable overheads.

2.8. Foreign Currencies

Monetary 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 ruling on the date of the transaction. Exchange differences are taken into account in arriving at the operating profit.

2.9. 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.

2.10. Pensions

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 the statement of comprehensive income when they fall due. The assets of the plan are held separately from the company in independently administered funds.

2.11. Investments in subsidiaries

Investments in subsidiaries are measured at cost less accumulated impairment.

The company is the parent of a subsidiary undertaking, Save Your Wardrobe France SAS, an entity incorporated in France, in which it owns a 100% shareholding. The company also owns a 99.98% holding of Save Your Wardrobe Tunisia SARL, an entity incorporated in Tunisia.

The directors have taken advantage of the exemption from preparing consolidated financial statements available to small groups under Section 1A of FRS 102 and the Companies Act 2006. The group headed by the company together with its subsidiary undertaking qualifies as a small group and is therefore exempt from the requirement to prepare consolidated financial statements.

Accordingly, these financial statements present information about the company as an individual undertaking and not about the group.

2.12. Share based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to the

profit and loss over the vesting period. Non-market conditions are taken into account by adjusting the number of

equity instruments expected to vest at each Statement of Financial Posision date so that, ultimately, the cumulative

amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting

conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to

achieve a market vesting condition.

The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control

of either party (such as target based on an index) or factors which are within the control of one of other of the parties

(such as the Company keeping the scheme open or the employee maintaining any contributions required by the

scheme).

Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options,

measured immediately before and after the modification, is also charged to the profit and loss over the remaining

vesting period.

Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of

goods or services received.

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Save Your Wardrobe Ltd.

Notes to the Financial Statements (continued)

For The Year Ended 30 June 2025

3. Average Number of Employees

Average number of employees, including directors, during the year was: 9 (2024: 10)

4. Intangible Assets

	Other
	£
Cost
As at 1 July 2024	280,125
Additions	6,808

As at 30 June 2025	286,933

Amortisation
As at 1 July 2024	193,773
Provided during the period	44,443

As at 30 June 2025	238,216

Net Book Value
As at 30 June 2025	48,717

As at 1 July 2024	86,352

5. Tangible Assets

	Computer Equipment
	£
Cost
As at 1 July 2024	31,972
Additions	6,113
Disposals	(1,135 )

As at 30 June 2025	36,950

Depreciation
As at 1 July 2024	18,298
Provided during the period	7,554
Disposals	(741 )

As at 30 June 2025	25,111

Net Book Value
As at 30 June 2025	11,839

As at 1 July 2024	13,674

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Save Your Wardrobe Ltd.

Notes to the Financial Statements (continued)

For The Year Ended 30 June 2025

6. Investments

	Other
	£
Cost or Valuation
As at 1 July 2024	3,575

As at 30 June 2025	3,575

Provision
As at 1 July 2024	-

As at 30 June 2025	-

Net Book Value
As at 30 June 2025	3,575

As at 1 July 2024	3,575

7. Stocks

	2025	2024
	£	£
Stock	208,020	134,848

Included within stock are mixed fashion and technology items held for the purpose of quality testing and assessment. These items are carried at the lower of cost and net realisable value, in accordance with the company’s inventory accounting policy. The valuation reflects their expected usage across testing activities.

8. Debtors

	2025	2024
	£	£
Due within one year
Trade debtors	10,294	2,547
Prepayments and accrued income	14,276	8,309
Other debtors	253,707	89,431
Corporation tax recoverable assets	185,580	117,710

	463,857	217,997

9. Creditors: Amounts Falling Due Within One Year

	2025	2024
	£	£
Trade creditors	42,637	127,728
Bank loans and overdrafts	-	2
Other taxes and social security	16,001	17,571
Other creditors	-	555
Convertible Debt	3,518,001	2,342,568
Accruals and deferred income	22,995	2,722

	3,599,634	2,491,146

Included within Convertible Debt are loan notes issued during the company's Pre-Series funding round in 2023. Interest is payable on these loans at 8% per annum. As per the conversion agreements, the loans will be converted into equity within 12 months of the financial year-end date.

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Save Your Wardrobe Ltd.

Notes to the Financial Statements (continued)

For The Year Ended 30 June 2025

10. Creditors: Amounts Falling Due After More Than One Year

	2025	2024
	£	£
Convertible Debt - non-current	2,050,292	-

Included within non-current Convertible Debt are loan notes issued during the company's Pre-Series funding rounds in 2024 and 2025. Interest is payable on these loans at 8% per annum. As per the conversion agreements, the loans will be automatically converted into equity by the respective longstop dates of September 2027 (for the 2024 funding round) and May 2028 (for the 2025 funding round).

11. Share Capital

	2025	2024
Allotted, called up and fully paid	£	£
2,354,314 Ordinary Shares of £ 0.000001 each	2	2

12. Directors Advances, Credits and Guarantees

Included within Debtors are the following loans to directors:

	As at 1 July 2024	Amounts advanced	Amounts repaid	Amounts written off	As at 30 June 2025
	£	£	£	£	£
Hasna Kourdaa	21,032	77,887	(5,049 )	-	93,870
Mr Mehdi Doghri	41,108	58,624	(7,198 )	-	92,534

The above loans are unsecured and repayable on demand, interest is being accrued on the outstanding loan balances at a rate of 2.25%. The overdrawn loans represent advances against future compensation which was deferred in the company's interest. The intention is for these balances to be cleared by way of remuneration.

13. Reserves

	Share Premium	Other reserves	Profit and Loss Account
	£	£	£
As at 1 July 2024	2,679,514	35,793	(4,743,066 )
Loss for the year and total comprehensive income	-	-	(1,746,199 )

Movements in other reserves	-	1,507	-

As at 30 June 2025	2,679,514	37,300	(6,489,265 )

The balance within other reserves includes amounts recognised in respect of equity‑settled share‑based payment arrangements. The company has 30,500 EMI share options in issue with a cumulative fair value of these options at 30 June 2025 of £37,300, determined using the Black‑Scholes option pricing model.

Any movement in the year represents the share‑based payment charge recognised in the profit and loss account for the period.

14. Ultimate Controlling Party

In the opinion of the directors, there is no single ultimate controlling party.

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		2025		2024
	Notes	£	£	£	£
FIXED ASSETS
Intangible Assets	4		48,717		86,352
Tangible Assets	5		11,839		13,674
Investments	6		3,575		3,575

			64,131		103,601
CURRENT ASSETS
Stocks	7	208,020		134,848
Debtors	8	463,857		217,997
Cash at bank and in hand		1,141,469		6,943

		1,813,346		359,788
Creditors: Amounts Falling Due Within One Year	9	(3,599,634 )		(2,491,146 )

NET CURRENT ASSETS (LIABILITIES)			(1,786,288 )		(2,131,358 )

TOTAL ASSETS LESS CURRENT LIABILITIES			(1,722,157 )		(2,027,757 )

Creditors: Amounts Falling Due After More Than One Year	10		(2,050,292 )		-

NET LIABILITIES			(3,772,449 )		(2,027,757 )

CAPITAL AND RESERVES
Called up share capital	11		2		2
Share premium account			2,679,514		2,679,514
Other reserves			37,300		35,793
Profit and Loss Account			(6,489,265 )		(4,743,066 )

SHAREHOLDERS' FUNDS			(3,772,449)		(2,027,757)

	Share Capital	Share Premium	Other reserves	Profit and Loss Account	Total
	£	£	£	£	£
As at 1 July 2023	2	2,679,514	34,353	(2,965,840 )	(251,971)
Loss for the year and total comprehensive income	-	-	-	(1,777,226 )	(1,777,226)

Movements in other reserves	-	-	1,440	-	1,440

As at 30 June 2024 and 1 July 2024	2	2,679,514	35,793	(4,743,066 )	(2,027,757)


Loss for the year and total comprehensive income	-	-	-	(1,746,199 )	(1,746,199)

Movements in other reserves	-	-	1,507	-	1,507

As at 30 June 2025	2	2,679,514	37,300	(6,489,265 )	(3,772,449)