Verifi Group Holdings Limited

	Page
Balance Sheet	1—2
Notes to the Financial Statements	3—6

1. General Information

Verifi Group Holdings Limited is a private company, limited by shares, incorporated in England & Wales, registered number 14491300 . The registered office is 3 Newhouse Business Centre, Old Crawley Road, Horsham, West Sussex, RH12 4RU.

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. Tangible Fixed Assets and Depreciation

Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:

Computer Equipment

20% on cost

2.3. Leasing and Hire Purchase Contracts

Assets obtained under finance leases are capitalised as tangible fixed assets. Assets acquired under finance leases are depreciated over the shorter of the lease term and their useful lives. Assets acquired under hire purchase contracts are depreciated over their useful lives. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by the company. Obligations under such agreements are included in the creditors net of the finance charge allocated to future periods. The finance element of the rental payment is charged to the profit and loss account so as to produce a constant periodic rate of charge on the net obligation outstanding in each period.

Rentals applicable to operating leases where substantially all of the benefits and risks of ownership remain with the lessor are charged to the profit and loss account as incurred.

2.4. Cash and Cash Equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks, other short-term highly liquid investments that mature in no more than three months from the date of acquisition and are readily convertible to a known amount of cash with insignificant risk of change in value, and bank overdrafts.

2.5. Financial Instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors 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 financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities

...CONTINUED

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Verifi Group Holdings Limited

Notes to the Financial Statements (continued)

For The Year Ended 30 November 2025

2.5. Financial Instruments - continued

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

2.6. 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.

2.7. Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors. The measurement of deferred tax liabilities and assets reflect the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Current and deferred tax are recognised in profit or loss for the year, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case current and deferred tax are recognised in other comprehensive income or directly in equity respectively.

2.8. Pensions

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

3. Average Number of Employees

Average number of employees, including directors, during the year was: 4 (2024: 4)

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Verifi Group Holdings Limited

Notes to the Financial Statements (continued)

For The Year Ended 30 November 2025

4. Tangible Assets

	Computer Equipment
	£
Cost
As at 1 December 2024	6,497

As at 30 November 2025	6,497

Depreciation
As at 1 December 2024	361
Provided during the period	1,299

As at 30 November 2025	1,660

Net Book Value
As at 30 November 2025	4,837

As at 1 December 2024	6,136

5. Debtors

	2025	2024
	£	£
Due within one year
Other debtors	32,729	228,788

6. Creditors: Amounts Falling Due Within One Year

	2025	2024
	£	£
Trade creditors	86,092	116,557
Other loans	1,233,172	1,183,172
Other creditors	36,961	16,676
Taxation and social security	11,184	73,563

	1,367,409	1,389,968

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

	2025	2024
	£	£
Other loans	412,000	-

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Verifi Group Holdings Limited

Notes to the Financial Statements (continued)

For The Year Ended 30 November 2025

8. Loans

An analysis of the maturity of loans is given below:

	2025	2024
	£	£
Amounts falling due within one year or on demand:
Other loans	1,233,172	1,183,172

	2025	2024
	£	£
Amounts falling due between one and five years:
Other loans	412,000	-

9. Share Capital

	2025	2024
	£	£
Called Up Share Capital not Paid	(976 )	(976 )
Called Up Share Capital has been paid up	1,146	1,140

Amount of Allotted, Called Up Share Capital	170	164

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		2025		2024
	Notes	£	£	£	£
FIXED ASSETS
Tangible Assets	4		4,837		6,136

			4,837		6,136
CURRENT ASSETS
Debtors	5	32,729		228,788
Cash at bank and in hand		36,363		8,738

		69,092		237,526
Creditors: Amounts Falling Due Within One Year	6	(1,367,409 )		(1,389,968 )

NET CURRENT ASSETS (LIABILITIES)			(1,298,317 )		(1,152,442 )

TOTAL ASSETS LESS CURRENT LIABILITIES			(1,293,480 )		(1,146,306 )

Creditors: Amounts Falling Due After More Than One Year	7		(412,000 )		-

NET LIABILITIES			(1,705,480 )		(1,146,306 )

CAPITAL AND RESERVES
Called up share capital	9		170		164
Share premium account			1,369,692		1,024,803
Profit and Loss Account			(3,075,342 )		(2,171,273 )

SHAREHOLDERS' FUNDS			(1,705,480)		(1,146,306)