REGISTERED NUMBER: 06683080 (England and Wales)

SPINNAKER SUPPORT LIMITED

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTOR AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

Page

Company Information

1

Group Strategic Report

2

Report of the Director

4

Report of the Independent Auditors

6

Consolidated Statement of Income and Retained Earnings

10

Consolidated Statement of Financial Position

11

Company Statement of Financial Position

12

Consolidated Statement of Cash Flows

13

Notes to the Consolidated Statement of Cash Flows

14

Notes to the Consolidated Financial Statements

15

DIRECTOR:

M N Stava

REGISTERED OFFICE:

Cawley Priory

South Pallant

Chichester

West Sussex

PO19 1SY

REGISTERED NUMBER:

06683080 (England and Wales)

AUDITORS:

Hopper Williams & Bell Limited

Statutory Auditor

Highland House

Mayflower Close

Chandler's Ford

Eastleigh

Hampshire

SO53 4AR

ACCOUNTANTS:

The Dyer Partnership

4 Studley Court

Guildford Road

Chobham

Woking

Surrey

GU24 8EB

The director presents his strategic report of the company and the group for the year ended 31 December 2025.

PRINCIPAL ACTIVITIES

Spinnaker Support Limited and its subsidiary undertakings provide third-party support, managed services, and consulting for Oracle, SAP, JDE, and VMware servicing mid-sized to Fortune 100 global enterprises. The group focuses on the Europe, Middle East, and Africa (EMEA) geographical region. Spinnaker Support Limited is a wholly owned subsidiary of Spinnaker Support LLC.

Spinnaker Support, LLC (Parent Company), is one of the leading companies providing these services, with a material market share, and a high customer approval rating.

REVIEW OF BUSINESS

The director is satisfied that the financial statements give a fair review of the group for the financial period and of its position at 31 December 2025.

The results exceeded our expectations for the year as we continue to experience success in the EMEA marketplace and provide our services efficiently and profitably.

PRINCIPAL RISKS AND UNCERTAINTIES

The Company's operations expose it to a variety of financial risks that include, liquidity risk, currency risk and credit risk. The key business risks are set out below:

Liquidity Risk

The company monitors and retains sufficient cash levels to ensure it has funds available for its operations. All cash investments are reviewed and approved by management and the board of directors.

Currency Risk

The Company has transaction currency exposure which arises from doing business in a global market with customer contracts in currencies other than functional currency. The currency risk is mitigated by having most of our agreements based in local currency, and carefully monitoring and managing the transfer of funds to other currencies, as needed.

Global Economic Uncertainty

We have experienced some clients not renewing our services due to adverse impacts on their businesses from current global economic uncertainty, as well as by the disruption due to recent political and trade turmoil, amongst other global challenges.

FUTURE DEVELOPMENTS

We are always looking for new ways to solve our customers' problems and may add additional service areas in the future.

RESEARCH AND DEVELOPMENTS

The group does not perform any research and development.

KEY PERFORMANCE INDICATOR

Management oversees the operations of the group at the corporate parent level, of which the Company is included. The directors of the Company monitor financial and operational KPI's at a global level to assess the performance or position of the Company.

As a wholly owned subsidiary, the primary performance indicator for the group is turnover:

2025

2024

Growth %

Turnover

£31,470,386

£27,544,900

14%

The growth in turnover was the result of new, and larger customers as compared to the previous year.

EMPLOYEES AND HUMAN CAPITAL STRATEGY

We have built our culture centered on our dedication to provide our customers with a best-in-class service experience. Our employees focus on providing exceptional service to our customers and strive to foster an environment that enables and encourages them in this pursuit. To this end, we view all employees as partners and are committed to providing an exciting, participatory and team-oriented work environment.

As a key aspect to our success, we believe our culture enables us to recruit and retain top talent. To ensure alignment without short- and long-term objectives, our compensation programs for all employees include base pay, short-term incentives and opportunities for long-term incentives.

ON BEHALF OF THE BOARD:

M N Stava - Director

26 May 2026

The director presents his report with the financial statements of the company and the group for the year ended 31 December 2025.

DIVIDENDS

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

DIRECTOR

M N Stava held office during the whole of the period from 1 January 2025 to the date of this report.

POLITICAL DONATIONS AND EXPENDITURE

There have been no political contributions during the period (2024: £nil).

GOING CONCERN

After making enquiries, the director has reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Accordingly, the group continues to adopt the going concern basis in preparing the financial statements.

DISCLOSURE IN THE STRATEGIC REPORT

Future developments and principal activities have been disclosed within the strategic report.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the Group Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the director is 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 director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and the group 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 director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

ON BEHALF OF THE BOARD:

M N Stava - Director

26 May 2026

Opinion

We have audited the financial statements of Spinnaker Support Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the Consolidated Statement of Income and Retained Earnings, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, 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 group's and of the parent company affairs as at 31 December 2025 and of the group's 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 group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's 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 group's and the parent 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 director with respect to going concern are described in the relevant sections of this report.

Other information

The director is responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Director, 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 Group Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Director 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 group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Director.

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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

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

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

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

Responsibilities of director

As explained more fully in the Statement of Director's Responsibilities set out on page four, the director is 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 director determines 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 director is responsible for assessing the group's and the parent 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 director either intends to liquidate the group or the parent company or to cease operations, or has 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:

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

- We obtained an understanding of the legal and regulatory frameworks that are applicable to the company, and the industry in which it operates. These include but are not limited to compliance with the Companies Act 2006, UK Generally Accepted Accounting Principles and the relevant tax compliance regulations for the company.

- We obtained an understanding of how the company is complying with these frameworks through discussions with management.

- We enquired with management whether there were any instances of non-compliance with laws and regulations or whether they had knowledge of actual or suspected fraud. These enquiries are corroborated through follow-up audit procedures including but not limited to a review of legal and professional costs and correspondence.

- We assessed the susceptibility of the company's financial statements to material misstatement, including the risk of fraud and management override of controls. We designed our audit procedures to respond to this assessment, including the identification and testing of any related party transactions and the testing of journal transactions that arise from management estimates, that are determined to be of significant value or unusual in their nature.

- We assessed the appropriateness of the collective competence and capabilities of the engagement team, including consideration of the engagement team's knowledge and understanding of the industry in which the company operates in, and their practical experience through training and participation with audit engagements of a similar nature.

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/auditors responsibilities. This description forms part of our Report of the Auditors.

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.

James Flood FCA (Senior Statutory Auditor)

for and on behalf of Hopper Williams & Bell Limited

Statutory Auditor

Highland House

Mayflower Close

Chandler's Ford

Eastleigh

Hampshire

SO53 4AR

3 June 2026

TURNOVER

31,470,386

27,544,900

Cost of sales

(28,717,621

)

(23,906,494

)

GROSS PROFIT

2,752,765

3,638,406

Administrative expenses

(1,370,919

)

(2,429,959

)

OPERATING PROFIT

4

1,381,846

1,208,447

Interest receivable and similar income

1,049

923

PROFIT BEFORE TAXATION

1,382,895

1,209,370

Tax on profit

5

(387,432

)

(281,819

)

PROFIT FOR THE FINANCIAL YEAR

995,463

927,551

Retained earnings at beginning of year

3,512,630

2,585,079

RETAINED EARNINGS FOR THE GROUP AT END OF YEAR

4,508,093

3,512,630

Profit attributable to:

Owners of the parent

995,463

927,551

FIXED ASSETS

Tangible assets

7

43,982

57,336

Investments

8

-

-

43,982

57,336

CURRENT ASSETS

Debtors

9

9,879,969

12,727,712

Cash at bank

5,920,938

690,852

15,800,907

13,418,564

CREDITORS

Amounts falling due within one year

10

(11,336,696

)

(9,963,170

)

NET CURRENT ASSETS

4,464,211

3,455,394

TOTAL ASSETS LESS CURRENT LIABILITIES

4,508,193

3,512,730

CAPITAL AND RESERVES

Called up share capital

12

100

100

Retained earnings

13

4,508,093

3,512,630

SHAREHOLDERS' FUNDS

4,508,193

3,512,730

The financial statements were approved by the director and authorised for issue on 26 May 2026 and were signed by:

M N Stava - Director

FIXED ASSETS

Tangible assets

7

43,982

57,336

Investments

8

56,560

56,560

100,542

113,896

CURRENT ASSETS

Debtors

9

10,878,601

13,670,635

Cash at bank

5,682,127

444,267

16,560,728

14,114,902

CREDITORS

Amounts falling due within one year

10

(11,335,269

)

(9,957,814

)

NET CURRENT ASSETS

5,225,459

4,157,088

TOTAL ASSETS LESS CURRENT LIABILITIES

5,326,001

4,270,984

CAPITAL AND RESERVES

Called up share capital

12

100

100

Retained earnings

13

5,325,901

4,270,884

SHAREHOLDERS' FUNDS

5,326,001

4,270,984

Company's profit for the financial year

1,055,017

938,115

The financial statements were approved by the director and authorised for issue on 26 May 2026 and were signed by:

M N Stava - Director

Cash flows from operating activities

Cash generated from operations

1

6,230,491

989,693

Tax paid

(304,664

)

(192,771

)

Net cash from operating activities

5,925,827

796,922

Cash flows from investing activities

Purchase of tangible fixed assets

-

(66,767

)

Interest received

1,049

923

Net cash from investing activities

1,049

(65,844

)

Cash flows from financing activities

Movement in intercompany balances

(696,790

)

(1,176,091

)

Net cash from financing activities

(696,790

)

(1,176,091

)

Increase/(decrease) in cash and cash equivalents

5,230,086

(445,013

)

Cash and cash equivalents at beginning of year

2

690,852

1,135,865

Cash and cash equivalents at end of year

2

5,920,938

690,852

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2025

2024

£

£

Profit before taxation

1,382,895

1,209,370

Depreciation charges

13,354

9,431

Finance income

(1,049

)

(923

)

1,395,200

1,217,878

Decrease/(increase) in trade and other debtors

3,544,533

(4,959,110

)

Increase in trade and other creditors

1,290,758

4,730,925

Cash generated from operations

6,230,491

989,693

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 31 December 2025

31.12.25

1.1.25

£

£

Cash and cash equivalents

5,920,938

690,852

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

690,852

1,135,865

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.25

Cash flow

At 31.12.25

£

£

£

Net cash

Cash at bank

690,852

5,230,086

5,920,938

690,852

5,230,086

5,920,938

Total

690,852

5,230,086

5,920,938

1.	STATUTORY INFORMATION

Spinnaker Support 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 General Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with "The Financial Reporting Standards applicable in the UK and Republic of Ireland" ("FRS 102") and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and far view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £1.

The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

Turnover

Turnover represents the value, net of value added tax and discounts, of work carried out in respect of services provided to customers in line with a net margin of 10% per the intercompany agreement with the immediate parent company.

Turnover also represents the value of services provided under contracts to the extent that there is a right to consideration and is recorded at the value of the consideration due.

Where a contract has only been partially completed at the balance sheet date turnover represents the value of the service provided to date based on a proportion of the total expected consideration at completion. Where payments are received from customers in advance of services provided, the amounts are recorded as deferred income and included as part of creditors due within one year.

Tangible fixed assets

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

Leasehold improvements - Straight line over 5 years

Plant and machinery - 20% to 33% Straight line

Fixtures and fittings - Straight line over 3 years

Tangible fixed assets are stated at the cost less accumulated depreciation. Cost represents purchase price together with any incidental costs of acquisition.

The profit or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset and is recognised in the income statement.

Financial instruments

The Company has elected to apply the provision of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments.

Financial assets

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

Basic financial assets, which include trade and other receivables and cash and bank balances are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method, unless the arrangement constitutes a financial transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Financial liabilities

Basic financial liabilities which include trade and other payables, are initially measured at transaction price and subsequently measured at amortised cost, unless the arrangement constitutes a financing transaction where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest.

Equity instruments

Equity instruments issued by the company are recorded at the fair value of the proceeds received net of direct issue costs. Dividend's payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated 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 statement of financial position date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position 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.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position 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.

Hire purchase and leasing commitments

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

Pension costs

The company operated a defined contribution pension scheme. Contributions are charged to the profit and loss account as they become payable in accordance with the rules of the scheme.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

3.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

6,997,386

6,901,360

Social security costs

725,134

1,023,032

7,722,520

7,924,392

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

2025

2024

Engineers

32

26

Selling and admin

19

22

51

48

The average number of employees by undertakings that were proportionately consolidated during the year was NIL (2024 - NIL).

2025

2024

£

£

Director's remuneration

-

-

4.	OPERATING PROFIT

The operating profit is stated after charging:

2025

2024

£

£

Other operating leases

151,136

200,785

Depreciation - owned assets

13,354

9,431

Auditors' remuneration

33,094

19,250

5.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

2025

2024

£

£

Current tax:

UK corporation tax

368,123

280,466

Prior year over/under provision

19,246

-

Foreign tax - current

63

1,353

Tax on profit

387,432

281,819

Reconciliation of total tax charge included in profit and loss

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

2025

2024

£

£

Profit before tax

1,382,895

1,209,370

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

345,724

302,343

Effects of:

Expenses not deductible for tax purposes

23,203

12,902

Under provision in prior year

19,246

-

Under provision in current year

(741

)

(33,426

)

Total tax charge

387,432

281,819

6.	INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.

7.	TANGIBLE FIXED ASSETS

Group

Fixtures

Improvements

Plant and

and

to property

machinery

fittings

Totals

£

£

£

£

COST

At 1 January 2025

66,767

20,429

4,053

91,249

Disposals

-

(20,429

)

(4,053

)

(24,482

)

At 31 December 2025

66,767

-

-

66,767

DEPRECIATION

At 1 January 2025

9,431

20,429

4,053

33,913

Charge for year

13,354

-

-

13,354

Eliminated on disposal

-

(20,429

)

(4,053

)

(24,482

)

At 31 December 2025

22,785

-

-

22,785

NET BOOK VALUE

At 31 December 2025

43,982

-

-

43,982

At 31 December 2024

57,336

-

-

57,336

Company

Fixtures

Improvements

Plant and

and

to property

machinery

fittings

Totals

£

£

£

£

COST

At 1 January 2025

66,767

20,429

4,053

91,249

Disposals

-

(20,429

)

(4,053

)

(24,482

)

At 31 December 2025

66,767

-

-

66,767

DEPRECIATION

At 1 January 2025

9,431

20,429

4,053

33,913

Charge for year

13,354

-

-

13,354

Eliminated on disposal

-

(20,429

)

(4,053

)

(24,482

)

At 31 December 2025

22,785

-

-

22,785

NET BOOK VALUE

At 31 December 2025

43,982

-

-

43,982

At 31 December 2024

57,336

-

-

57,336