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Registered Number: 14008700
England and Wales
Unaudited Financial Statements
for the period ended 30 December 2023
for
MOOVE UK OPCO LIMITED

MOOVE UK OPCO LIMITED ###### Contents Page For the period ended 30 Dec 2023
Business Information | 1
Director's Report | 2
Income Statement | 3
Statement of Financial Position | 4
Statement of Changes in Equity | 5
Notes to the Accounts | 6
Detailed Income Statement | 7
Detailed Statement of Financial Position | 8
1

MOOVE UK OPCO LIMITED ###### Business Information For the period ended 30 Dec 2023
Directors | Oladipo Olakunle Delano Jide Nigel Odunsi
Registered Number | 14008700
Registered Office | 1 Bow Churchyard London EC4M 9DQ
2

MOOVE UK OPCO LIMITED ###### Directors' Report For the period ended 30 Dec 2023
Director's report and financial statements The directors present their report and accounts for the period ended 30 December 2023. Director's report and financial statements The directors present their report and the financial statements for the period ended 30 December 2023. Principal activity The principal activity of the Company is 'Management consultancy activities other than financial management'. Directors The directors who served during the period were: Oladipo Olakunle Delano Jide Nigel Odunsi This report was approved by the board and signed on its behalf. Dividends The directors do not recommend the payment of a dividend for the period (2022: £niI). Going Concern The directors have assessed the Company's financial position and, based on expected future cash flows and ongoing support from the parent company, consider it appropriate to prepare the financial statements on a going concern basis. Post Balance Sheet Events There have been no significant post—balance-sheet events requiring adjustment or additional disclosure. Statement of Director Responsibilities "The directors are responsible for preparing the Directors’ Report and the financial statements in accordance with applicable law and regulations." Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Accounting Standards and applicable law, including UK-adopted international accounting standard. Under company law 1 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 and 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;" 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. Small Company Provisions The Company qualifies as a small company under section 477 of the Companies Act 2006 and has therefore taken advantage of the small-company reporting exemptions where applicable. Political Donations The Company made no political donations nor incurred any political expenditure during the year. Research & Development Activity The Company did not undertake any research and development activities during the financial year. Financial Instruments The Company's financial instruments comprise trade receivables, trade payables, and intra-group balances. The main risks arising from these financial instruments are: Liquidity risk — managed through group funding arrangements. Foreign exchange risk — applies where group funding or intercompany trade is denominated in foreign currencies. The Company does not use derivative financial instruments. Disclosure of information to the auditor "The directors confirm that: • so far as each director is aware, there is no relevant audit information of which the company’s auditor is unaware; and • the directors have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the company’s auditor is aware of that information." Jide Nigel Odunsi Director Date: Directors The directors who served the company throughout the period were as follows:
Oladipo Olakunle Delano
Jide Nigel Odunsi
Signed on behalf of the board of directors:
--------------------------------------------- Oladipo Olakunle Delano Director |  |
Date approved: 01 June 2026 3

MOOVE UK OPCO LIMITED ###### Income Statement For the period ended 30 Dec 2023
| Notes | 2023 £ |  | 2022 £
--- | --- | --- | --- | ---
Turnover |  | 147,925 |  | 32,463
Cost of sales |  | - |  | -
Gross profit/(loss) |  | 147,925 |  | 32,463
Administrative expenses |  | (2,961,631) |  | (2,348,871)
Other operating income |  | 20,170 |  | 33,173
Operating Profit/(Loss) |  | (2,793,536) |  | (2,283,235)
Interest payable and similar charges |  | - |  | (2,284)
Profit/(Loss) on ordinary activities before taxation |  | (2,793,536) |  | (2,285,519)
Profit/(Loss) for the period |  | (2,793,536) |  | (2,285,519)
4

MOOVE UK OPCO LIMITED ###### Statement of Financial Position As at 30 December 2023
| Notes | 2023 £ |  | 2022 £
--- | --- | --- | --- | ---
Current assets |  |
Debtors | 2 | 223,831 |  | 47,094
Cash at bank and in hand |  | 119,891 |  | -
|  | 343,722 |  | 47,094
Creditors: amount falling due within one year | 3 | (5,422,677) |  | (2,332,513)
Net current assets/(liabilities) |  | (5,078,955) |  | (2,285,419)
Total assets less current liabilities |  | (5,078,955) |  | (2,285,419)
Net assets/(liabilities) |  | (5,078,955) |  | (2,285,419)
Capital and reserves |  |
Called up share capital |  | 100 |  | 100
Profit and loss account | 4 | (5,079,055) |  | (2,285,519)
Shareholders fund |  | (5,078,955) |  | (2,285,419)
For the period ended 30 December 2023 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies. Directors' Responsibilities: The members have not required the company to obtain an audit of its accounts for the period in question in accordance with section 476 of the Companies Act 2006. The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of accounts. These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime of Part 15 of the Companies Act 2006. Signed on behalf of the board of directors:
--------------------------------------------- Oladipo Olakunle Delano Director |  |
Date approved: 03 June 2026 5

MOOVE UK OPCO LIMITED ###### Statement of Changes in Equity For the period ended 30 Dec 2023
| Equity share capital |  | Profit & loss account |  | Total
--- | --- | --- | --- | --- | ---
| £ |  | £ |  | £
Balance at 29 Mar 2022 | 100 |  | - |  | 100
Profit or loss for the period | - |  | (2,285,519) |  | (2,285,519)
Total comprehensive income/(loss) for the period | - |  | (2,285,519) |  | (2,285,519)
Balance at 01 Jan 2023 | 100 |  | (2,285,519) |  | (2,285,419)
Profit or loss for the period | - |  | (2,793,536) |  | (2,793,536)
Total comprehensive income/(loss) for the period | - |  | (2,793,536) |  | (2,793,536)
Balance at 30 Dec 2023 | 100 |  | (5,079,055) |  | (5,078,955)
6

MOOVE UK OPCO LIMITED ###### Notes to the Accounts For the period ended 30 Dec 2023
Statutory Information Moove Uk Opco Limited is a private limited company, limited by shares, domiciled in England and Wales, registration number 14008700, registration address 1 Bow Churchyard, London, EC4M 9DQ, United Kingdom. The presentation currency is £ sterling.
1. | Accounting Policies Basis of accounting The financial statements are prepared under the historical cost convention and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view. Foreign currencies Monetary assets and liabilities denominated in foreign currencies are translated into sterling at the rate of exchange ruling at the balance sheet date. Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. Exchange differences are recognised in the Profit and Loss Account in the period in which they arise except for: * exchange differences on transactions entered into to hedge certain foreign currency risks; and * exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income. Employee benefits Short-term employee benefits are recognised as an expense in the period in which they are incurred. Long-term employee benefits are measured at the present value of the benefit obligation at the reporting date. Termination benefits are recognised as an expense when the Company is demonstrably committed to terminate the employment of an employee or to provide termination benefits. Finance costs Finance costs are charged to the Profit and Loss Account over the term of the debt using the effective interest method so the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument. Trade and other debtors Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment losses for bad and doubtful debts, except where the effect of discounting would be immaterial. In such cases the receivables are stated at cost less impairment losses for bad and doubtful debts. Cash and cash equivalents Cash and cash equivalents are highly liquid investments and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of 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. Bank overdrafts are shown within borrowings in creditors: amounts falling due within one year. Trade and other creditors Short-term creditors are measured at the transaction price. The other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, unless the effect of discounting would be immaterial, in which case they are stated at cost. Equity instruments Equity instruments issued by the Company are recorded at the fair value of cash or other resources received or receivable, net of direct issue costs. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Company.
2. | Debtors: amounts falling due within one year
| 2023 £ |  | 2022 £
--- | --- | --- | ---
Moove UK CARCO 2 Limited | 1,381 |  | -
Moove UK CARCO 3 Limited | 990 |  | -
Moove UK Holding Limited | - |  | 100
Deposits paid | 55,801 |  | -
VAT | 165,659 |  | 46,994
| 223,831 |  | 47,094
3. | Creditors: amount falling due within one year
| 2023 £ |  | 2022 £
--- | --- | --- | ---
Trade creditors | 369,905 |  | 167,171
Investment from - MOOVE UK HOLDINGS LIMITED | 3,372,046 |  | -
Moove UK CARCO 1 Limited | 1,489,177 |  | 73,924
Moove Executiveco Ltd | 2,564 |  | 3,568
Moove Africa B.V | - |  | 2,087,420
Accruals and Other Payables | 188,985 |  | -
Cash at Bank | - |  | 430
| 5,422,677 |  | 2,332,513
4. | Profit and loss account
| 2023 £
--- | ---
Balance at 01 January 2023 | (2,285,519)
Loss for the period | (2,793,536)
Balance at 30 December 2023 | (5,079,055)
5. | Average number of employees Average number of employees during the period were 9 (2022: 0).
6. | NOTES TO THE FINANCIAL STATEMENT 1. Company Information MOOVE UK OPCO LIMITED (the “Company”) is a private company limited by shares, incorporated and domiciled in England and Wales under company number 14008700. The registered office and principal place of business is: 1 Bow Churchyard, London, United Kingdom, EC4M 9DQ. The Company's principal activity is Management consultancy activities other than financial management. The Company is a wholly owned subsidiary of Moove UK Holdings Limited., a company incorporated in the United Kingdom. The Company's ultimate parent and controlling party is Moove Africa B.V. 2. Basis of Preparation "Statement of Compliance The financial statements of the company have been prepared in accordance with the requirements of the Companies Act 2006 as applicable to companies reporting under those standards." Going Concern The Directors have assessed the Company’s financial position, cash flow forecasts and future funding requirements and are satisfied that the Company has adequate resources to continue in operational existence for at least 12 months from the date of approval of these financial statements. Accordingly, the financial statements have been prepared on a going concern basis. The parent company Moove UK Holding Limited supports the company in its cashflows. Basis of Preparation "These financial statements have been prepared in accordance with UK-adopted Financial Reporting Standards and the provisions applicable are subject to the small companies regime under the companies act 2006. " The financial statements apply the recognition and measurement principles of FRS (102), subject to the disclosure exemptions permitted under FRS 102. They are prepared under the historical cost basis, on a going concern basis, using the accrual method of accounting and are presented in GBP. 3. Accounting policies 3.1 Revenue Management Fee Revenue "The Company earns management fee income from Moove UK CARCO 1 Limited for services including administrative support, strategic oversight, and operational management. The management fee is determined as 5% of the revenue generated by Moove UK CARCO 1 Limited, as per the service agreement between the entities. Revenue is recognized in the period in which the related management services are provided, in line with FRS 102 (Section 23). The Company does not have any other revenue streams during the reporting period." Exchange gain/(loss) The gain reflects the difference between Intercompany Payable and Management fee expense, representing the Company’s profit from the Management fee agreement. 3.2 Cash and Cash Equivalents Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. 3.4 Trade Payables 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 (or in the normal operating cycle of the business if longer). If not, they are presented as non-current liabilities. This classification and measurement of trade payables are in line with the requirements of Section 11— Financial Instruments. 3.5 Share Capital Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. 3. Accounting policies (Continued) 3.6 Taxation The tax expense for the period comprises current and deferred tax. Tax is recognized in profit or loss, except that a change attributable to an item of income or expense recognized as other comprehensive income which is shown in the Statement of Changes in Equity. Deferred income tax is recognized on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the Company. Deferred income tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date. The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit. 3.7 Foreign Currency Transactions and Balances Transactions in foreign currencies are recorded in the functional currency of the Company GBP at the exchange rates prevailing on the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies are retranslated at the exchange rates prevailing at the reporting date. Non-monetary items measured at historical cost in a foreign currency are translated using the exchange rate at the date of the transaction, while non-monetary items measured at fair value are translated using the exchange rates at the date when the fair value was determined. Exchange differences arising on settlement or translation of monetary items are recognized in the statement of profit or loss. 3.9 Events after the reporting date The Company financial statements are adjusted to reflect events that occurred between the reporting date and the date when the financial statements are authorized for issue, provided they give evidence of conditions that existed at the reporting date. Any post year-end events that are non-adjusting are disclosed in the financial statements when material. 4. Accounting estimates and judgments 4.1 Use of Judgements and Estimates "The preparation of these financial statements in accordance with UK-adopted Financial Reporting Standards and requirements of the Companies Act 2006 requires management to exercise judgement and make estimates and assumptions. These judgements, estimates, and assumptions have a direct impact on the reported amounts of assets, liabilities, income, and expenses presented in the financial statements. The estimates and underlying assumptions are based on historical experience and other factors considered reasonable under the circumstances. They form the basis for judgements regarding the carrying values of assets and liabilities that are not readily determinable from other sources. The actual results are not expected to differ materially from these estimates and assumptions." Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period, or in both the current and future periods if the revision affects both. Judgements made by management in applying UK-adopted Financial Reporting Standards that have a significant effect on the financial statements, together with estimates that carry a significant risk of material adjustment within the next financial year. 5 Functional and presentation currency These financial statements are presented in pound sterling, which is the Company's functional currency. All amounts have been rounded to the nearest pound, unless otherwise indicated
7. | NOTES TO THE FINANCIAL STATEMENT_Calculation
Particulars | 2023 | 2022
Turnover |  |
Management fee | 147,925 | 32,463
Operating Profit |  |
Operating profit is stated after charging/(crediting): |  |
Salaries and wages | 1,047,760 | 454,192
Fines and penalties | 19,300 | 20,872
Collection charges | 21,804 | -
Communication Expense | 6,453 | -
Traveling and conveyance | 665 | 61,141
Parking Charges | 24,115 | -
Marketing expense | 187,008 | 81,624
Bank Charges | 3,260 | 430
Miscellaneous expense | 43,646 | 16,139
Office expense | 110,200 | 34,009
Rent and Utilities expense | 57,942 | 119,253
Professional fee | 143,864 | 115,257
Repair and maintenance | - | 2,402
Audit fees | 122,875 | -
Pension expense | 32,133 | 16,156
IT expenses | 82,567 | 49,881
Recruitment expenses | 24,785 | 3,000
Payroll payment charges | 77,561 | -
Staff training | 118,315 | -
Management Fee Expense | 858,503 | 1,235,879
Social security | - | 55,900
Entertainment expense | 685 | 11,604
Freight and courier charges | - | 365
Other income |  |
Exchange Gain / Loss | 21,810 | (70,767)
Other Income - Misc | 20,170 | 33,173
Interest payable and similar expenses |  |
Finance Cost | - | 2,284
Trade And Other Receivables |  |
Deposit | 55,801 | -
Value added tax | 165,659 | 46,994
Receivable from related parties | 2,371 | 100
Receivable from Related Parties |  |
Moove UK CARCO 2 Limited | 1,381 | -
Moove UK CARCO 3 Limited | 990 | -
Moove UK Holding Limited | - | 100
Share Capital |  |
Issued and fully paid |  |
Ordinary shares of 1£ each | 100 | 100
Accumulated Gain/(Loss) |  |
At January 01 | (2,285,519) | -
Loss for the year | (2,793,536) | (2,285,519)
Other changes in retained earnings | - | -
Payables: amounts falling due within one year |  |
Trade Payables | 369,905 | 167,171
Accruals and Other Payables | 188,985 | -
Payable to Group Related Parties |  |
Moove UK Holdings Limited | 3,372,046 | -
Moove UK CARCO 1 Limited | 1,489,177 | 73,924
Moove Executiveco Ltd | 2,564 | 3,567
7

MOOVE UK OPCO LIMITED ###### Detailed Income Statement For the period ended 30 Dec 2023
|  | £ | 2023 £ |  | £ | 2022 £
--- | --- | --- | --- | --- | --- | ---
Turnover |  |  |
Management fee |  |  | 147,925 |  |  | 32,463
|  |  | 147,925 |  |  | 32,463
Gross profit/(loss) |  |  | 147,925 |  |  | 32,463
Administrative expenses |  |  |
Wages and salaries |  | 1,047,760 |  |  | 454,192 |
PAYE & NI contributions |  | - |  |  | 55,900 |
Pension contributions |  | 32,133 |  |  | 16,156 |
Rent |  | - |  |  | 119,253 |
Auditor's remuneration |  | 122,875 |  |  | - |
Legal and professional fees (disallowable) |  | 19,300 |  |  | 20,872 |
Bank charges |  | 3,260 |  |  | 430 |
Exchange rate losses/gains |  | (21,810) |  |  | 70,767 |
Advertising & marketing |  | 187,008 |  |  | 81,624 |
Other entertainment |  | 685 |  |  | 11,604 |
IT and Computer expenses |  | 82,567 |  |  | 49,881 |
Office expenses |  | 110,200 |  |  | 34,009 |
Miscellaneous Expense |  | 43,646 |  |  | 16,139 |
Professional and legal charges |  | 143,864 |  |  | 115,257 |
Recruitment expenses |  | 24,785 |  |  | 3,000 |
Freight and courier charges |  | - |  |  | 365 |
Travelling and Conveyance |  | 665 |  |  | 61,141 |
Repairs & Maintenance |  | - |  |  | 2,402 |
Payroll payment charges |  | 77,561 |  |  | 1,235,879 |
Utilities expense |  | 57,942 |  |  | - |
Collection Charges |  | 21,804 |  |  | - |
Communication Expense |  | 6,453 |  |  | - |
Parking Charges |  | 24,115 |  |  | - |
Staff training |  | 118,315 |  |  | - |
Management Fee Expense |  | 858,503 |  |  | - |
|  |  | (2,961,631) |  |  | (2,348,871)
Other operating income |  |  |
Other operating income (taxable) |  | 20,170 |  |  | 33,173 |
|  |  | 20,170 |  |  | 33,173
Operating Profit/(Loss) |  |  | (2,793,536) |  |  | (2,283,235)
Interest payable and similar charges |  |  |
Interest on loan |  | - |  |  | 2,284 |
|  |  | - |  |  | (2,284)
Profit/(Loss) on ordinary activities before taxation |  |  | (2,793,536) |  |  | (2,285,519)
Profit/(Loss) for the period |  |  | (2,793,536) |  |  | (2,285,519)
8

MOOVE UK OPCO LIMITED ###### Detailed Statement of Financial Position For the period ended 30 Dec 2023
|  | £ | 2023 £ |  | £ | 2022 £
--- | --- | --- | --- | --- | --- | ---
Current assets |  |  |
Debtors |  |  |
Other debtors less than one year |  | 2,371 |  |  | 100 |
Prepayments & accrued income |  | 55,801 |  |  | - |
VAT control account |  | 165,659 |  |  | 46,994 |
|  |  | 223,831 |  |  | 47,094
Cash at bank and in hand |  |  |
Bank accounts |  | 119,891 |  |  | - |
|  |  | 119,891 |  |  | -
|  |  | 343,722 |  |  | 47,094
Creditors: amount falling due within one year |  |  |
Bank accounts |  | - |  |  | (430) |
Trade creditors less than one year |  | (369,905) |  |  | (167,171) |
Other creditors less than one year |  | (5,052,772) |  |  | (2,164,912) |
|  |  | (5,422,677) |  |  | (2,332,513)
Net current assets/(liabilities) |  |  | (5,078,955) |  |  | (2,285,419)
Total assets less current liabilities |  |  | (5,078,955) |  |  | (2,285,419)
Net assets/(liabilities) |  |  | (5,078,955) |  |  | (2,285,419)
Capital and reserves |  |  |
Called up share capital |  |  |
Equity share capital |  | 100 |  |  | 100 |
|  |  | 100 |  |  | 100
Profit and loss account |  |  |
Accumulated profit & loss |  | (2,285,519) |  |  | - |
|  |  | (2,285,519) |  |  | -
|  |  | (2,285,419) |  |  | 100
Profit/(Loss) for the year |  |  | (2,793,536) |  |  | (2,285,519)
|  |  | (5,078,955) |  |  | (2,285,419)
9