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Registered number: 11301114 GRANITE BIDCO LIMITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
GRANITE BIDCO LIMITED
COMPANY INFORMATION
Directors | L V Naidu
| D Sookramanien
Company secretary | A G Secretarial Limited
Registered number | 11301114
Registered office | 125 London Wall
| London
| EC2Y 5AS
Independent auditor | S&W Audit
| Statutory Auditor & Chartered Accountants
| 14th Floor
| 103 Colmore Row
| Birmingham
| B3 3AG
GRANITE BIDCO LIMITED
CONTENTS
| Page
Strategic Report | 1
Directors' Report | 2
Directors' Responsibilities Statement | 3
Independent Auditor's Report | 4 - 6
Statement of Comprehensive Income | 7
Statement of Financial Position | 8
Statement of Changes in Equity | 9
Notes to the Financial Statements | 10 - 19
GRANITE BIDCO LIMITED
STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2025
Introduction
The directors present the Strategic Report for the year ended 31 December 2025.
Business review
The principal activity of the Company is that of a holding company for the Group headed by Kernel Equityco Limited, through its wholly owned subsidiaries, that have trading operations in the United Kingdom, United States, and Hong Kong. The Company has assessed its investments in the underlying subsidiaries for impairment and deemed that no impairment is necessary.
Principal risks and uncertainties
The underlying subsidiaries continue to perform well and in-line with management expectations. As an intermediate holding company, the main risks relate to the future performance of the subsidiary undertakings. Further details of the risks facing those businesses is contained in the respective statutory accounts of the subsidiary undertakings.
Financial key performance indicators
The profit for the year, after taxation, amounted to £8,298 (2024 loss - £63). Future developments There have been no significant future developments identified since the year year end other than post balance sheet events as disclosed in note 14. This report was approved by the board and signed on its behalf.
D Sookramanien Director
Date: 30 June 2026
Page 1
GRANITE BIDCO LIMITED
DIRECTORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2025 The directors present their report and the financial statements for the year ended 31 December 2025.
Results and dividends
The profit for the year, after taxation, amounted to £8,298 (2024 - loss £63). No dividends were declared or paid during the year (2024 - £Nil).
Directors
The directors who served during the year were:
L V Naidu
D Sookramanien
Matters covered in the Strategic Report
Where necessary, disclosures relating to future developments have been made in the Strategic Report and have not been repeated here in accordance with Section 414C of the Companies Act 2006.
Disclosure of information to auditor
Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that: ∙so far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware, and ∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.
Post reporting date events
In February 2026, the Group headed by the ultimate parent company entered into new debt facilities, resulting in the drawing of a new term loan facility and the option for a revolving credit facility. Subsequently, additional fixed charges have been created by the lender, secured against the Company's assets.
Auditor
The auditor, S&W Audit (a trading name of S&W Partners Audit Limited), will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. This report was approved by the board and signed on its behalf.
D Sookramanien Director
Date: 30 June 2026
Page 2
GRANITE BIDCO LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2025 The directors are responsible for preparing the Strategic Report, 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 101 ‘Reduced Disclosure Framework’. 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; ∙state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and ∙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 to 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. Page 3
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GRANITE BIDCO LIMITED Opinion We have audited the financial statements of Granite Bidco Limited (the 'Company') for the year ended 31 December 2025 which comprise the Statement of Comprehensive Income, the Statement of Financial Position, the Statement of Changes in Equity and the notes to the financial statements, including material accounting policy information. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 101 “Reduced Disclosure Framework” (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 Auditor’s 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. Conclusions relating to going concern 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. 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 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 directors with respect to going concern are described in the relevant sections of this report.
Other information The other information comprises the information included in the Annual Report and Financial Statements, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the Annual Report and Financial Statements. 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. 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 course of 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.
Page 4
GRANITE BIDCO LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GRANITE BIDCO LIMITED
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 Directors’ Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ∙the Strategic Report and the Directors’ Report 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 Directors’ Report.
We have nothing to report in respect of the following matters in relation to which 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 Directors’ Responsibilities Statement set out on page 3, 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 is 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. Auditor’s 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 an auditor’s report 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. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below: We obtained a general understanding of the Company’s legal and regulatory framework through enquiry of management concerning their understanding of relevant laws and regulations, the entity’s policies and procedures regarding compliance, and how they identify, evaluate and account for litigation claims. We also drew on our existing understanding of the Company’s industry and regulation. We understand that the Company complies with the framework through: ∙Outsourcing statutory accounts preparation and tax compliance to external experts; ∙Subscribing to relevant updates from external experts, and making changes to internal procedures and controls as necessary; and ∙The directors' close involvement in the day-to-day running of the business, meaning that any litigation or claims would come to their attention directly. Page 5
GRANITE BIDCO LIMITED
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF GRANITE BIDCO LIMITED In the context of the audit, we considered those laws and regulations which determine the form and content of the financial statements, which are central to the Company's ability to conduct its business, and where there is a risk that failure to comply could result in material penalties. We identified the following laws and regulations as being of significance in the context of the Company: ∙The Companies Act 2006 and FRS 101 in respect of the preparation and presentation of the financial statements. The senior statutory auditor led a discussion with senior members of the engagement team regarding the susceptibility of the entity's financial statements to material misstatement, including how fraud might occur. The areas identified in this discussion were: ∙Manipulation of the financial statements via fraudulent journal entries, particularly as the size of the Company means that there is little opportunity for segregation of duties. ∙As the Company had no revenue in this period, we rebutted the need for a related fraud risk. These areas were communicated to the other members of the engagement team not present at the discussion. The procedures we carried out to gain evidence in the above areas included: ∙Substantive work on material areas affecting profits; and ∙Testing journal entries, selecting a sample for review to ensure they had a proper business purpose. A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report. 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 an auditor’s report 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. Benjamin Stapleton Senior Statutory Auditor for and on behalf of S&W Audit Statutory Auditor Chartered Accountants 14th Floor 103 Colmore Row Birmingham B3 3AG 30 June 2026 Page 6
GRANITE BIDCO LIMITED
STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2025
| 2025 | 2024
Note | £ | £
Administrative expenses |  | - | (63)
Foreign exchange gains/(losses) |  | 8,298 | -
Profit/(loss) before tax |  | 8,298 | (63)
Tax on profit/(loss) | 6 | 16,079 | -
Profit/(loss) for the financial year |  | 24,377 | (63)
There was no other comprehensive income for 2025 (2024 - £Nil).
The notes on pages 10 to 19 form part of these financial statements.
Page 7
GRANITE BIDCO LIMITED REGISTERED NUMBER:11301114
STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Investments | 7 |  | 30,400,138 |  | 30,400,118
Debtors: amounts falling due after more than one year | 8 |  | 16,079 |  | -
|  |  | 30,416,217 |  | 30,400,118
Current liabilities |  |  |  |  |
Creditors: amounts falling due within one year | 9 | (35,362,689) |  | (35,370,967) |
Net current liabilities |  |  | (35,362,689) |  | (35,370,967)
Net liabilities |  |  | (4,946,472) |  | (4,970,849)
Capital and reserves |  |  |  |  |
Called up share capital | 11 |  | 1 |  | 1
Profit and loss account | 12 |  | (4,946,473) |  | (4,970,850)
Total equity |  |  | (4,946,472) |  | (4,970,849)
The financial statements were approved and authorised for issue by the board and were signed on its behalf by
D Sookramanien
Director
Date: 30 June 2026
The notes on pages 10 to 19 form part of these financial statements. Page 8
GRANITE BIDCO LIMITED
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
| Called up share capital | Profit and loss account | Total equity
| £ | £ | £
At 1 January 2024 | 1 | (4,970,787) | (4,970,786)
Comprehensive loss for the year |  |  |
Loss for the year | - | (63) | (63)
At 1 January 2025 | 1 | (4,970,850) | (4,970,849)
Comprehensive income for the year |  |  |
Profit for the year | - | 24,377 | 24,377
At 31 December 2025 | 1 | (4,946,473) | (4,946,472)
Page 9
GRANITE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. | General information
Granite Bidco Limited is a private company, limited by shares, domiciled and incorporated in England and Wales (registered number: 11301114). The registered office address is 125 London Wall, London, EC2Y 5AS. The principal activity of the Company is that of a holding company for the Group headed by Kernel Equityco Limited, through its wholly owned subsidiaries, that have trading operations in the United Kingdom, United States, and Hong Kong. The Company's functional and presentational currency is GBP. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 101 'Reduced Disclosure Framework' and the Companies Act 2006. The preparation of financial statements in compliance with FRS 101 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies. The following principal accounting policies have been applied:
| 2.2 | Financial Reporting Standard 101 - reduced disclosure exemptions
The Company has taken advantage of the following disclosure exemptions under FRS 101: ∙the requirements of IFRS 7 Financial Instruments: Disclosures ∙the requirement in paragraph 38 of IAS 1 'Presentation of Financial Statements' to present comparative information in respect of: - paragraph 79(a)(iv) of IAS 1; ∙the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134-136 of IAS 1 Presentation of Financial Statements ∙the requirements of IAS 7 Statement of Cash Flows ∙the requirements of paragraph 17 and 18A of IAS 24 Related Party Disclosures ∙the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member This information is included in the consolidated financial statements of Kernel Equityco Limited as at 31 December 2025 and these financial statements may be obtained from Companies House.
| 2.3 | Exemption from preparing consolidated financial statements
The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of any part of the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 400 of the Companies Act 2006. Page 10
GRANITE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.4 | Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the Group headed by Kernel Equityco Limited and its subsidiaries has adequate resources to continue to support the Company and ensure operational existence for the foreseeable future. The directors have reviewed cash flow forecasts for the Group for at least the 12 month period from the date of signing to ensure the Group can maintain the Company's day-to-day services, fulfil its statutory obligations and meet future obligations. At 31 December 2025, the Group headed by Kernel Equityco Limited had sufficient cash balances to maintain a positive cash position and meet the Company’s liabilities as they fall due for at least 12 months from the date of approval of these financial statements, based upon current expectations. This assumes the continued support of the parent group headed by Kernel Equityco Limited and that amounts owed to group undertakings totalling £35,362,669 at 31 December 2025 will not be called for repayment in the foreseeable future. The directors' forecasts reflect an objective assessment of the impact of macroeconomic and market specific factors on the wider Group's operational performance and trading prospects. To the date of signing, profitability has been materially in line with forecasts and positive cash flow has been maintained. The directors have stress tested their forecasts and sales demand would need to fall by a significant amount before cash flow becomes an issue, such that they do not believe this to be a probable outcome. As at the time of approving the financial statements, the directors have a reasonable expectation that the Group has adequate cash balances and financial resources to meet these obligations for at least 12 months from the date of approval of the financial statements. The directors believe the Company will continue to be a going concern and have therefore prepared these financial statements on a going concern basis.
| 2.5 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is GBP. Transactions and balances Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges. Page 11
GRANITE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.5 | Foreign currency translation (continued)
Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.
| 2.6 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment.
| 2.7 | Financial instruments
The Company recognises financial instruments when it becomes a party to the contractual arrangements of the instrument. Financial instruments are de-recognised when they are discharged or when the contractual terms expire. The Company's accounting policies in respect of financial instruments transactions are explained below. Financial assets and financial liabilities are initially measured at fair value. Financial liabilities Fair value through profit or loss Financial liabilities are classified as at fair value through profit or loss, when the financial liability is held for trading, or is designated as at fair value through profit or loss. This designation may be made if such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise, or the financial liability forms part of a group of financial instruments which is managed and its performance is evaluated on a fair value basis, or the financial liability forms part of a contract containing one or more embedded derivatives, and IFRS 9 permits the entire combined contract to be designated as at fair value through profit or loss. Any gains or losses arising on changes in fair value are recognised in profit or loss to the extent that they are not part of a designated hedging relationship. At amortised cost Financial liabilities which are neither contingent consideration of an acquirer in a business combination, held for trading, nor designated as at fair value through profit or loss are subsequently measured at amortised cost using the effective interest method. This is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or where appropriate a shorter period, to the amortised cost of a financial liability. Page 12
GRANITE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.8 | Current and deferred taxation
The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the statement of financial position date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
3. | Judgements in applying accounting policies and key sources of estimation uncertainty
In the application of the Company'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 these estimates. The judgements, estimates and assumptions are evaluated at each reporting date and are based on historical experience as adjusted for current market conditions and other factors. Management makes estimates and assumptions concerning the future in preparing the financial statements and the actual results will not always reflect the accounting estimates made. Fixed asset investments Where indicators of impairment are present, the Company prepares a discounted cash flow forecast to assess the future earnings of the assets acquired to assess whether an impairment loss is required. The discounted cashflow is discounted by a weighted cost of capital, applied by management, when comparing the future forecasts to the value in use of the cost generating units acquired. Page 13
GRANITE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
4. | Auditor's remuneration
| Auditors' remuneration incurred is borne by another group company. The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the group accounts of the parent company.
5. | Employees
The Company employed no staff during the year (2024 - Nil). Management and operational services are carried out on behalf of the Company by other UK group undertakings and charges are levied for these services on an arm's length basis. The directors did not receive any remuneration during the year (2024 - £Nil) as they consider the time spent on the Company's matters to be minimal and immaterial. Page 14
GRANITE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
6. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Current tax on profit/(loss) for the year | - | -
| Deferred tax |  |
| Origination and reversal of timing differences | 16,079 | -
| Total deferred tax | (16,079) | -
| Taxation on profit/(loss) on ordinary activities | 16,079 | -
| Factors affecting tax charge for the year
| The tax assessed for the year is lower than (2024 - higher than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Profit/(loss) on ordinary activities before tax | 8,298 | (63)
| Profit/(loss) on ordinary activities multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%) | 2,075 | (16)
| Effects of: |  |
| Movement in deferred tax previously not recognised | (18,154) | (18,154)
| Group relief | - | 18,170
| Total tax (credit)/charge for the year | (16,079) | -
| Factors that may affect future tax charges
There were no factors that may affect future tax charges. Page 15
GRANITE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
7. | Fixed asset investments
|  | Investments in subsidiary companies
|  | £
| Cost |
| At 1 January 2025 | 30,400,118
| Additions | 20
| At 31 December 2025 | 30,400,138
| Subsidiary undertakings
| The following were subsidiary undertakings of the Company:
| Name | Registered office | Principal activity | Class of shares | Holding
| Dartmouth Partners Ltd* | 125 London Wall, London, EC2Y 5AS | Recruitment services | Ordinary | 100%
| Catalyst Partners Global Limited* | 125 London Wall, London, EC2Y 5AS | Recruitment services | Ordinary | 100%
| Dartmouth Executive Search GmbH** | Taunusanlage 8, 60329 Frankfurt am Main | Recruitment services | Ordinary | 100%
| Pure Recruitment Group Limited* | 125 London Wall, London, EC2Y 5AS | Recruitment services | Ordinary | 100%
| Pure Search International Limited** | Level 76. The Center, 99 Queen's Road Central, Hong Kong | Recruitment services | Ordinary | 100%
| Pure Search International Pte** | 77 Robinson Road. #16-00. Robinson 77. Singapore 068896 | Recruitment services | Ordinary | 100%
| Pure Search International Limited** | CT Corporation Systems, Corporation Trust Center 1209 Orange St. Wilmington, DE 19801 | Recruitment services | Ordinary | 100%
| Pure Search Germany GmbH** | Taunusanlage 8, 60329 Frankfurt am Main | Recruitment services | Ordinary | 100%
| Dartmouth Partners SARL** | 43-47 avenue de la Grande Armée, 75116 Paris | Recruitment services | Ordinary | 100%
| Dartmouth Partners Inc** | CT Corporation Systems, Corporation Trust Center 1209 Orange St. Wilmington, DE 19801 | Recruitment services | Ordinary | 100%
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GRANITE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 Subsidiary undertakings (continued)
| Name | Registered office | Principal activity | Class of shares | Holding
| Catalyst Partners Inc** | CT Corporation Systems, Corporation Trust Center 1209 Orange St. Wilmington, DE 19801 | Recruitment services | Ordinary | 100%
| Luminate Partners Limited** | 125 London Wall, London, EC2Y 5AS | Recruitment services | Ordinary | 100%
| Yale Consulting Group Limited** | 125 London Wall, London, EC2Y 5AS | Recruitment services | Ordinary | 100%
| Dartmouth Partners Hong Kong Limited** | Level 76, The Center, 99 Queen's Road Central, Hong Kong | Recruitment services | Ordinary | 100%
| *held directly **held indirectly During the year, the Company made additions to investments in subsidiary companies amounting to £20. This addition arose entirely from the incorporation of two newly formed subsidiary undertakings, Luminate Partners Limited and Yale Consulting Group Limited, as part of the Group's organisational structure.
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GRANITE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
8. | Debtors
| Due after more than one year |  |
| Deferred tax asset | 16,079 | -
9. | Creditors: Amounts falling due within one year
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Amounts owed to group undertakings | 35,362,669 | 35,370,967
| Other creditors | 20 | -
|  | 35,362,689 | 35,370,967
| Amounts owed to group undertakings are interest free, repayable on demand and due within one year.
10. | Deferred taxation
|  | 2025
|  | £
| At beginning of year | -
| Charged to profit or loss | 16,079
| Deferred tax asset at end of year | 16,079
| The deferred tax asset is made up as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Unused losses | 16,079 | -
| Tax losses will be utilised as future profits arise from the Company's ordinary course of business.
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GRANITE BIDCO LIMITED
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
11. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Authorised, allotted, called up and fully paid |  |
|  | 1 Ordinary share of £1.00 | 1 | 1
| The shares have attached to them full voting, dividend and capital distribution (including on winding up) rights; they do not confer any rights of redemption.
12. | Reserves
Profit and loss account This reserve relates to the cumulative retained earnings less amount distributed to shareholders.
13. | Related party transactions
| The Company has taken advantage of the exemption within FRS 101 to not disclose transactions with wholly owned group entities.
14. | Post balance sheet events
In February 2026, the Group headed by the ultimate parent company entered into new debt facilities, resulting in the drawing of a new term loan facility and the option for a revolving credit facility. Subsequently, additional fixed charges have been created by the lender, secured against the Company's assets.
15. | Controlling party
The Company's immediate parent undertaking is Granite Midco Limited, a company registered in England and Wales. The ultimate parent undertaking of the Company is Kernel Equityco Limited, a company incorporated in England and Wales. The largest and smallest group of undertakings for which group accounts for the year ended 31 December 2025 have been drawn up, is that headed by Kernel Equityco Limited. The registered office address of Kernel Equityco Limited is 125 London Wall, London, EC2Y 5AS. Copies of the group accounts are available from Companies House. The ultimate controlling party is L V Naidu by virtue of his shareholding in the ultimate parent undertaking.
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