REGISTERED NUMBER: SC187289 (Scotland)

Financial Statements for the Year Ended 31 October 2025

for

Verify Europe Ltd.

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

R Dickson

M K Boyle

A McIntosh

C Stevenson

A Wright

SECRETARY:

Shoosmiths Secretaries Limited

REGISTERED OFFICE:

Building 1, 9 Haymarket Square

Edinburgh

EH3 8RY

REGISTERED NUMBER:

SC187289 (Scotland)

AUDITORS:

DUX Advisory Limited

Chartered Accountants and

Statutory Auditors

Kennel Club House

Gatehouse Way

Aylesbury

Buckinghamshire

HP19 8DB

FIXED ASSETS

Tangible assets

4

54,450

76,299

CURRENT ASSETS

Debtors

5

2,728,102

3,105,921

Cash at bank

1,855,652

1,249,978

4,583,754

4,355,899

CREDITORS

Amounts falling due within one year

6

610,270

657,948

NET CURRENT ASSETS

3,973,484

3,697,951

TOTAL ASSETS LESS CURRENT LIABILITIES

4,027,934

3,774,250

PROVISIONS FOR LIABILITIES

9

8,750

5,750

NET ASSETS

4,019,184

3,768,500

CAPITAL AND RESERVES

Called up share capital

10

2

2

Share premium

38,420

38,420

Retained earnings

3,980,762

3,730,078

SHAREHOLDERS' FUNDS

4,019,184

3,768,500

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Statement of Income and Retained Earnings has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 9 July 2026 and were signed on its behalf by:

R Dickson - Director

1.	STATUTORY INFORMATION

Verify Europe Ltd. is a private company, limited by shares , registered in Scotland. The company's registered number and registered office address can be found on the Company Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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

The financial statements are prepared in GBP, the functional currency, rounded to the nearest £1.

The following principal accounting policies have been applied:

Going concern

The financial statements have been prepared on a going concern basis. The Directors have reviewed and considered relevant information, including the annual budget and future cash flows in making their assessment. The Directors have tested their cash flow analysis to take into account the impact on their business of possible scenarios, alongside the measures that they can take to mitigate the impact of possible scenarios. Based on these assessments, given the measures that could be undertaken to mitigate the current adverse conditions, and the current resources available, the Directors have concluded that there is no material uncertainty and that they can continue to adopt the going concern basis in preparing the annual report and financial statements.

Significant judgements and estimates

In preparing the financial statements it is necessary to make certain judgements, estimates and assumptions that affect the amounts recognised in the financial statements. These assumptions are reassessed annually as part of the accounts preparation process.

The critical judgements that the directors have made in the process of applying the company's accounting policies that have the most significant effect on the statutory financial statements are discussed below.

(i) Assessing indicators of impairment

In assessing whether there have been any indicators of impairment assets, the directors have considered both external and internal sources of information such as market conditions, counterparty credit ratings and experience of recoverability. There have been no indicators of impairments identified during the current financial year.

Key sources of estimation uncertainty

(i) Determining the useful economic lives of tangible fixed assets

The company depreciates tangible fixed assets over their estimated useful lives. The estimation of the useful lives of assets is based on historic performance as well as expectations about future use and therefore requires estimates and assumptions to be applied by management. The actual lives of these assets can vary depending on variety of factors, including technological innovation, product life cycles and maintenance programmes.

The judgement is applied by management when determining the residual values for tangible fixed assets. When determining the residual value, management aim to assess the amount that the Company would currently obtain from the disposal of the asset if it were already of the condition expected at the end of its useful life. Where possible this is done with reference to external market prices.

(ii) Recoverability of debtors

The company establishes a provision for debtors that are estimated not to be recoverable. When assessing recoverability, the directors have considered factors such as the ageing of debtors, past experience of recoverability and the credit profile of individual or groups of customers.

Turnover

Turnover is recognised to the extent that it is probable that the economic benefits will flow to the Company and the turnover can be reliably measured. Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, Value Added Tax and other sales taxes. The following criteria must also be met before turnover is recognised:

Rendering of services

Turnover from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:

- the amount of turnover can be measured reliably;

- it is probable that the Company will receive the consideration due under the contract;

- the stage of completion of the contract at the end of the reporting period can be measured reliably; and

- the costs incurred and the costs to complete the contract can be measured reliably.

Expenditure

Liabilities are recognised as expenditure as soon as there is a legal or constructive obligation committing the company to that expenditure, it is probable that a transfer of economic benefits will be required in settlement and the amount of the obligation can be measured reliably.

All expenditure is accounted for on an accruals basis and has been included under expense categories that aggregate all costs for allocation to activities.

Tangible fixed assets

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

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Long-term leasehold property

20-25% per annum

Plant and machinery etc.

20-33% per annum

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

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit and loss.

Operating leases: the Company as lessee

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

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

Financial instruments

The company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when there is an enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transactions costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transactions costs, and are measured subsequently at amortised cost using the effective interest method.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Income and Retained Earnings, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet 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 balance sheet 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 and other post-retirement benefits

The company operates a defined contribution pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Dividends

Equity dividends are recognised when they become legally payable,. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 13 (2024 - 15 ) .

4.	TANGIBLE FIXED ASSETS

Plant and

Land and

machinery

buildings

etc

Totals

£

£

£

COST

At 1 November 2024

16,814

113,619

130,433

Additions

2,700

635

3,335

Disposals

-

(29,339

)

(29,339

)

At 31 October 2025

19,514

84,915

104,429

DEPRECIATION

At 1 November 2024

6,051

48,083

54,134

Charge for year

4,328

20,856

25,184

Eliminated on disposal

-

(29,339

)

(29,339

)

At 31 October 2025

10,379

39,600

49,979

NET BOOK VALUE

At 31 October 2025

9,135

45,315

54,450

At 31 October 2024

10,763

65,536

76,299

Land and buildings include long term leasehold improvement.

5.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.10.25

31.10.24

£

£

Trade debtors

2,261,740

3,065,590

Amounts owed by group undertakings

440,191

14,316

Other debtors

26,171

26,015

2,728,102

3,105,921

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.10.25

31.10.24

£

£

Trade creditors

65,731

72,781

Amounts owed to group undertakings

272,562

206,008

Taxation and social security

215,802

251,842

Other creditors

56,175

127,317

610,270

657,948

7.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

31.10.25

31.10.24

£

£

Within one year

47,884

37,120

Between one and five years

59,076

75,568

106,960

112,688

8.	SECURED DEBTS

There is a floating charge over the whole of the property and assets present and future (including uncalled capital) of the Company to HSBC Bank where money is owed presently or in the future. Interest will be charged at the annual rate of 3% above the Bank's base rate.

9.	PROVISIONS FOR LIABILITIES

31.10.25

31.10.24

£

£

Other provisions

8,750

5,750

The dilapidations provision relates to charges expected upon exiting leased property.

10.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

31.10.25

31.10.24

value:

£

£

2

Ordinary shares

£1

2

2

11.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Bianca Permal FCA (Senior Statutory Auditor)

for and on behalf of DUX Advisory Limited

12.	RELATED PARTY NOTE

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group, nor transactions with directors conducted at a market rate.

13.	ULTIMATE CONTROLLING PARTY

Parent company

The parent company is Verify International Limited, a company incorporated in England & Wales. The registered office for Verify International Limited in 4th Floor, 3 More London Riverside, London, SE1 2AQ. Verify International Limited is wholly owned by Mr. Bernard Fallon and Ms. Kathleen M. Fallon.