Healthcode Limited Company accounts

COMPANY REGISTRATION NUMBER: 03867872

Healthcode Limited

Financial Statements

31 December 2025

Healthcode Limited

Financial Statements

Year ended 31 December 2025

Contents	Page

Officers and professional advisers	1

Strategic report	2

Directors' report	5

Directors' responsibilities statement	7

Independent auditor's report to the members	8

Statement of income and retained earnings	12

Statement of financial position	13

Statement of cash flows	14

Notes to the financial statements	15

Healthcode Limited

Officers and Professional Advisers

The board of directors	P M Connor
	R Abdin
	P Dowling - Lynch
	M Vardy
	D Cyprus
	J Pagdin
	T B Harnekar

Company secretary	J Murray

Registered office	10 Orange Street
	London
	United Kingdom
	WC2A 7DQ

Auditor	Moore Kingston Smith LLP
	Chartered accountants & statutory auditor
	10 Orange Street
	London
	United Kingdom
	WC2H 7DQ

Healthcode Limited

Strategic Report

Year ended 31 December 2025

The directors present their report for the year ended 31 December 2025. Principal Activity The principal activity of the company continues to be the provision of bill clearing services to the private healthcare market, alongside practice management systems, secure messaging, pre-authorisation services, and clinical coding translation tools. Business Review The company delivered another year of strong performance in 2025, with continued growth across both subscription-based and transaction-driven revenue streams. Clearing volumes increased again year-on-year, exceeding 2024 levels, supported by sustained demand across the private healthcare sector. Monthly subscription income continued to grow, reflecting increased adoption of Healthcode's core platforms and the ongoing embedding of products within customer workflows. Transaction volumes once again performed strongly and remained ahead of internal expectations. Market conditions in 2025 continued to be influenced by pressure on NHS capacity and extended waiting times, supporting elevated levels of private medical insurance usage and self-funded treatment. These conditions remained a positive structural driver for volumes handled by the Healthcode platform. Headcount increased modestly during the year, reflecting targeted investment in key capabilities, whilst maintaining a strong focus on productivity and operational efficiency. Revenue growth continued to outpace increases in headcount, demonstrating further operational leverage and improved utilisation. The directors and board executives remain committed to the company's long-term strategy, with continued emphasis on product development, scalability, resilience, and operational effectiveness. Key financial performance indicators (KPI's) The key financial performance indicators of the company are turnover and profit before tax which are summarised below:

	2025	2024
	£	£
Turnover	13,448,052	12,037,554
Profit before tax	1,405,285	1,170,417

Key non-financial performance indicators (KPI's) Healthcode successfully completed its ISO27001 surveillance audit during the year, continuing to demonstrate its strong commitment to information security and data protection. Customer satisfaction levels remained high throughout 2025, supported by consistent service delivery and continued growth in positive customer feedback. The Customer Operations team continued to enhance internal processes and reporting through Salesforce, further strengthening responsiveness and service quality. Brand awareness and engagement continued to build during the year through targeted marketing activity, contributing to increased visibility across digital channels including LinkedIn, YouTube, and the company website. The company remained well established in its Staines office throughout 2025, which continues to provide a productive and collaborative working environment for employees. Going concern The directors have undertaken a detailed assessment of the company's ability to continue as a going concern, taking into account cash flow forecasts, budgets, and financial projections for a period of at least 12 months from the date of approval of these financial statements. Based on this assessment, the directors are satisfied that the company has adequate resources to continue in operational existence for the foreseeable future and therefore continue to adopt the going concern basis in preparing the financial statements. Future developments Healthcode remains focused on evolving its platform and services in line with its long term strategy and the changing needs of the private healthcare market. Building on the progress made following the launch of ICE, the company plans to continue enhancing its product suite through increased adoption of automation and artificial intelligence, aimed at improving efficiency, insight, and user experience across its platforms. In addition, the company intends to expand its clinical and operational offering through the development of a new prescribing platform, further strengthening its position across key private healthcare workflows. A redesigned and enhanced Practice Management System is also scheduled for rollout, reflecting continued investment in usability, scalability, and integration, and supporting customers as their operational and clinical requirements evolve. Principal risks and uncertainties Funding and Growth The company continues to assess funding options to support future development plans and long-term strategic growth, ensuring it remains well positioned to invest in product capability and infrastructure. Liquidity risks The company considers its liquidity risk to be low. Cash flow and working capital are closely monitored by the management team to ensure ongoing financial stability. Credit risks Credit risk is primarily associated with trade receivables from key customers. The company periodically assesses customer creditworthiness, with its principal clients-private medical insurers and hospitals-considered to represent low credit risk Interest rate risks The company's exposure to interest rate risk is limited to a CBILS loan, which carries an interest rate of 3% above the base rate. This risk is monitored regularly and is considered low based on the outstanding loan amount. Technology and competitor risk The company is exposed to potential risks arising from technological change and competitor activity. However, based on current market conditions and the company's position, management does not consider this risk to be material at this stage.

This report was approved by the board of directors on 16 June 2026 and signed on behalf of the board by:

P M Connor

Director

Registered office:

10 Orange Street

London

United Kingdom

WC2A 7DQ

Healthcode Limited

Directors' Report

Year ended 31 December 2025

The directors present their report and the financial statements of the company for the year ended 31 December 2025 .

Directors

The directors who served the company during the year were as follows:

P M Connor
R Abdin
P Dowling - Lynch
M Vardy
D Cyprus
J Pagdin
T B Harnekar	(Appointed 16 September 2025)
D D Wright	(Resigned 31 August 2025)

Dividends

The directors do not recommend the payment of a dividend.

Research and development

The Company carried out research and development (R&D) work to design and develop its software platform which enable the provision of the company's principal activity. The R&D expenditure in the year amounted to £926k (2024: £1.3M).

Disclosure of information in the strategic report

A separate strategic report has been prepared which includes information regarding the future developments, principal risks and uncertainties and information which would have been included in the business review.

Directors insurance

Directors and officers insurance is in place to indemnify the directors against liabilities arising from the discharge of their duties as directors of the company.

Auditor

Each of the persons who is a director at the date of approval of this report confirms that:

- so far as they are aware, there is no relevant audit information of which the company's auditor is unaware; and - they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information.

This report was approved by the board of directors on 16 June 2026 and signed on behalf of the board by:

P M Connor

Director

Registered office:

10 Orange Street

London

United Kingdom

WC2A 7DQ

Healthcode Limited

Directors' Responsibilities Statement

Year ended 31 December 2025

The directors are responsible for preparing the strategic report, directors' report and the financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 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 judgments 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 directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Healthcode Limited

Independent Auditor's Report to the Members of Healthcode Limited

Year ended 31 December 2025

Opinion

We have audited the financial statements of Healthcode Limited (the 'company') for the year ended 31 December 2025 which comprise the statement of income and retained earnings, statement of financial position, statement of cash flows and the related notes, 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 FRS 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 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; - 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, other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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.

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, 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: Identifying and assessing risks related to irregularities: We assessed the susceptibility of the company's financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the company by discussions with directors and updating our understanding of the sector in which the company operates. Laws and regulations of direct significance in the context of the company include The Companies Act 2006, Data Protection Act 2018 and UK Tax legislation. In addition, the company is subject to other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to its ability to operate or to avoid a material penalty. Audit response to risks identified We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of financial statement disclosures. We reviewed the company's records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance. We have reviewed management's assessment of how the company complies with the relevant laws and regulations. During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner's review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud. There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also: - Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. - Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control. - Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. - Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the company to cease to continue as a going concern. - Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. 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.

Peter Conneely

(Senior Statutory Auditor)

For and on behalf of

Moore Kingston Smith LLP

Chartered accountants & statutory auditor

10 Orange Street

London

United Kingdom

WC2H 7DQ

16 June 2026

Healthcode Limited

Statement of Income and Retained Earnings

Year ended 31 December 2025

		2025	2024
Note		£	£
Turnover	4	13,448,051	12,037,554

	-------------	-------------
Gross profit	13,448,051	12,037,554

Administrative expenses		( 12,224,992)	( 10,842,242)
Other operating income	5	185,185	7,091
		-------------	-------------
Operating profit	6	1,408,244	1,202,403

Other interest receivable and similar income	10	20,495	17,513
Interest payable and similar expenses	11	( 23,454)	( 49,499)
		-------------	-------------
Profit before taxation		1,405,285	1,170,417

Tax on profit	12	( 888,393)	120,141
		------------	------------
Profit for the financial year and total comprehensive income		516,892	1,290,558
		------------	------------

Retained earnings at the start of the year	2,859,485	1,568,927
	------------	------------
Retained earnings at the end of the year	3,376,377	2,859,485
	------------	------------

All the activities of the company are from continuing operations.

Healthcode Limited

Statement of Financial Position

31 December 2025

	2025		2024
Note	£	£	£

Fixed assets

Intangible assets	13	6,487,330	4,773,770
Tangible assets	14	227,996	326,386
		------------	------------
		6,715,326	5,100,156

Current assets

Debtors	15	2,221,315	1,692,405
Cash at bank and in hand		1,457,340	2,351,830
		------------	------------
		3,678,655	4,044,235

Creditors: amounts falling due within one year	16	( 5,603,402)		( 5,534,906)
		------------		------------
Net current liabilities			( 1,924,747)	( 1,490,671)
			------------	------------
Total assets less current liabilities			4,790,579	3,609,485

Creditors: amounts falling due after more than one year	17		–	( 150,000)

Provisions

Taxation including deferred tax	18	( 814,202)	–
		------------	------------
Net assets		3,976,377	3,459,485
		------------	------------

Capital and reserves

Called up share capital	22	600,000	600,000
Profit and loss account	23	3,376,377	2,859,485
		------------	------------
Shareholders funds		3,976,377	3,459,485
		------------	------------

These financial statements have been prepared in accordance with the provisions applicable to companies subject to the medium companies regime.

These financial statements were approved by the board of directors and authorised for issue on 16 June 2026 , and are signed on behalf of the board by:

P M Connor

Director

Company registration number: 03867872

Healthcode Limited

Statement of Cash Flows

Year ended 31 December 2025

	2025	2024
	£	£

Cash flows from operating activities

Profit for the financial year	516,892	1,290,558

Adjustments for:
Depreciation of tangible assets	123,757	120,773
Amortisation of intangible assets	1,787,076	1,265,561
Other interest receivable and similar income	( 20,495)	( 17,513)
Interest payable and similar expenses	23,454	49,499
Tax on profit	888,393	( 120,141)
R&D tax credit claim	(185,185)	–

Changes in:
Trade and other debtors	( 665,553)	521,204
Trade and other creditors	183,388	679,563
	------------	------------
Cash generated from operations	2,651,727	3,789,504

Interest paid	( 23,454)	( 49,499)
Interest received	14,953	17,513
Tax received	288,287	516,890
	------------	------------
Net cash from operating activities	2,931,513	4,274,408
	------------	------------

Cash flows from investing activities

Purchase of tangible assets	( 25,367)	( 25,687)
Purchase of intangible assets	( 3,500,636)	( 2,610,279)
	------------	------------
Net cash used in investing activities	( 3,526,003)	( 2,635,966)
	------------	------------

Cash flows from financing activities

Repayments of borrowings	( 300,000)	( 300,000)
	------------	------------
Net cash used in financing activities	( 300,000)	( 300,000)
	------------	------------

Net (decrease)/increase in cash and cash equivalents	( 894,490)	1,338,442
Cash and cash equivalents at beginning of year	2,351,830	1,013,388
	------------	------------
Cash and cash equivalents at end of year	1,457,340	2,351,830
	------------	------------

Healthcode Limited

Notes to the Financial Statements

Year ended 31 December 2025

1. General information

The company is a private company limited by shares, registered in England. The address of the registered office is 10 Orange Street, London, UK, WC2H 7DQ and the principal place of business is One Causeway Park, The Causeway, Staines, Surrey, TW18 3AL. The principal activity of the company is that of the provision of bill clearing services for the private healthcare market together with the provision of practice management systems, secure messaging, pre-authorisation and clinical coding translation tools.

2. Statement of compliance

These financial statements have been prepared in compliance with FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.

3. Accounting policies

Basis of preparation

The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities at fair value through profit or loss as set out in the accounting polices below. The financial statements are prepared in sterling, which is the functional currency of the entity.

Going concern

The directors have conducted a detailed assessment of the company's status as a going concern, considering future projections and financial forecasts over a 12-month period from the approval of these accounts. Based on this review, the directors do not believe there are any material uncertainties that would cast doubt on the company's ability to continue as a going concern.

Judgements and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Accounting estimates and assumptions are made concerning the future and, by their nature, will rarely equal the related actual outcome. The key assumptions and other sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are as follows: Impairment of assets Non-current assets including intangibles assets are reviewed for impairment if events or changes in circumstances indicate that the carrying amount may not be recoverable. Such reviews require management to make judgements, estimates and assumptions. Where such an event or change of circumstances takes place, then additional impairment may be required for future periods. At 31 December 2025 the carrying value of intangibles assets was £6,487,330 (2024: £4,773,770). No impairment was required in the year (2024: £nil). Capitalisation of development costs Development expenditure is capitalised only where management can reliably demonstrate that the recognition criteria set out in FRS 102 are met. These are, an assessment of the technical feasibility of completing the asset, the intention and ability to complete and use or sell the asset, the probability that the asset will generate future economic benefits, and the availability of adequate technical, financial and other resources to complete the development. The assessment of probable future economic benefits involves forecasts of future revenues, costs, and market conditions, which are inherently uncertain. Changes in these assumptions could result in a material adjustment to the carrying amount of the capitalised development costs.

Revenue recognition

Turnover is measured at the fair value of the consideration received or receivable and represents amounts receivable for services rendered, stated net of discounts and of Value Added Tax. Subscription income is recognised on a straight line basis over the period of the subscription. Clearing income is recognised at the point where the service is provided.

Intangible assets-software development expenditure

Intangible assets are initially recorded at cost, and are subsequently stated at cost less any accumulated amortisation and impairment losses.

Research expenditure is written off in the period in which it is incurred.

Development expenditure is written off as incurred, except where the directors are satisfied as to the technical, commercial financial viability of the project. In such cases the identifiable expenditure is deferred and amortised over the period during which the company is expected to benefit.

Income tax

The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.

Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.

Foreign currencies

Foreign currency transactions are initially recorded in the functional currency, by applying the spot exchange rate as at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate ruling at the reporting date, with any gains or losses being taken to the profit and loss account.

Amortisation

Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows:

	Software Development	-	20% straight line

If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new estimates.

Tangible assets

Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses.

Depreciation

Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:

Leasehold Improvements	-	Over the lease term - 5 Years
Fixtures & Fittings	-	20% straight line
Computer Equipment	-	20% straight line

Impairment of fixed assets

A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.

Provisions

Provisions are recognised when the entity has an obligation at the reporting date as a result of a past event, it is probable that the entity will be required to transfer economic benefits in settlement and the amount of the obligation can be estimated reliably. Provisions are recognised as a liability in the statement of financial position and the amount of the provision as an expense.

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 statement of financial position 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 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.

Defined contribution plans

The company operates a defined contribution pension scheme for employees. The assets of the scheme are held separately from those of the company. The contributions payable are charged to the profit and loss account.

Operating leases

Lease payments are recognised as an expense over the lease term on a straight-line basis. The aggregate benefit of lease incentives is recognised as a reduction to expense over the lease term, on a straight-line basis.

4. Turnover

Turnover arises from:

	2025	2024
	£	£
Rendering of services	13,448,052	12,037,554
	-------------	-------------

The whole of the turnover is attributable to the principal activity of the company wholly undertaken in the United Kingdom.

5. Other operating income

	2025	2024
	£	£
Other operating income	185,185	7,091
	---------	-------

6. Operating profit

Operating profit or loss is stated after charging:

	2025	2024
	£	£
Amortisation of intangible assets	1,787,076	1,265,561
Depreciation of tangible assets	123,757	120,773
Foreign exchange differences	404	–
Operating leases	196,761	195,731
Research & development expenditure	925,926	1,338,114
	------------	------------

7. Auditor's remuneration

	2025	2024
	£	£
Fees payable for the audit of the financial statements	19,415	20,750
	--------	--------

Fees payable to the company's auditor and its associates for other services:

Taxation advisory services	1,440	1,395
Other non-audit services	2,509	5,310
	--------	--------
	3,949	6,705
	--------	--------

8. Staff costs

The average number of persons employed by the company during the year, including the directors, amounted to:

	2025	2024
	No.	No.
Administrative staff	77	67
Management staff	8	10
	----	----
	85	77
	----	----

The aggregate payroll costs incurred during the year, relating to the above, were:

	2025	2024
	£	£
Wages and salaries	4,938,216	4,596,374
Social security costs	684,130	498,379
Other pension costs	363,746	325,571
	------------	------------
	5,986,092	5,420,324
	------------	------------

Key management remuneration during the year was £1,462,213 (2024: £1,690,358).

9. Directors' remuneration

The directors' aggregate remuneration in respect of qualifying services was:

	2025	2024
	£	£
Remuneration	502,038	509,711
Company contributions to defined contribution pension plans	13,920	26,195
	---------	---------
	515,958	535,906
	---------	---------

The number of directors who accrued benefits under company pension plans was as follows:

	2025	2024
	No.	No.
Defined contribution plans	1	1
	----	----

Remuneration of the highest paid director in respect of qualifying services:

	2025	2024
	£	£
Aggregate remuneration	427,038	438,096
Company contributions to defined contribution pension plans	13,920	26,195
	---------	---------
	440,958	464,291
	---------	---------

The above directors' remuneration includes salary, long term and short term bonuses and other benefits.

10. Other interest receivable and similar income

	2025	2024
	£	£
Interest on cash and cash equivalents	14,952	17,513
Other interest receivable and similar income	5,543	–
	--------	--------
	20,495	17,513
	--------	--------

11. Interest payable and similar expenses

	2025	2024
	£	£
Other interest payable and similar charges	23,454	49,499
	--------	--------

12. Tax on profit

Major components of tax expense/(income)

	2025	2024
	£	£

Current tax:

UK current tax expense/(income)	35,185	( 125,796)
Adjustments in respect of prior periods	39,006	5,655
	--------	---------
Total current tax	74,191	( 120,141)
	--------	---------

Deferred tax:

Origination and reversal of timing differences	814,202	–
	---------	---------
Tax on profit	888,393	( 120,141)
	---------	---------

Reconciliation of tax expense/(income)

The tax assessed on the profit on ordinary activities for the year is higher than (2024: lower than) the standard rate of corporation tax in the UK of 25 % (2024: 25 %).

	2025	2024
	£	£
Profit on ordinary activities before taxation	1,405,285	1,170,417
	------------	------------
Profit on ordinary activities by rate of tax	351,321	292,604
Effect of expenses not deductible for tax purposes	( 32,691)	39,262
Effect of capital allowances and depreciation	( 500,454)	( 350,266)
Unused tax losses	181,824	–
Impact of additional Research and development expenditure relief	–	( 296,090)
Difference in R&D surrendered vs claimed as refund	–	188,694
Adjustment in respect of prior year	39,006	5,655
R&D notional tax charge	35,185	–
Deferred tax	814,202	–
	------------	------------
Tax on profit	888,393	( 120,141)
	------------	------------

Factors that may affect future tax expense

As at 31 December 2025 the company has tax losses of £1,545,148 (2024: £1,987,611) available to carry forward against future taxable profits.

13. Intangible assets

	Software Development
	£
Cost
At 1 January 2025	8,082,632
Additions	3,500,636
	-------------
At 31 December 2025	11,583,268
	-------------
Amortisation
At 1 January 2025	3,308,862
Charge for the year	1,787,076
	-------------
At 31 December 2025	5,095,938
	-------------
Carrying amount
At 31 December 2025	6,487,330
	-------------
At 31 December 2024	4,773,770
	-------------

14. Tangible assets

	Leasehold Improvements	Fixtures and fittings	Equipment	Total
	£	£	£	£
Cost
At 1 January 2025	247,495	140,334	345,506	733,335
Additions	–	1,824	23,543	25,367
	---------	---------	---------	---------
At 31 December 2025	247,495	142,158	369,049	758,702
	---------	---------	---------	---------
Depreciation
At 1 January 2025	109,196	58,228	239,525	406,949
Charge for the year	50,208	27,998	45,551	123,757
	---------	---------	---------	---------
At 31 December 2025	159,404	86,226	285,076	530,706
	---------	---------	---------	---------
Carrying amount
At 31 December 2025	88,091	55,932	83,973	227,996
	---------	---------	---------	---------
At 31 December 2024	138,299	82,106	105,981	326,386
	---------	---------	---------	---------

15. Debtors

	2025	2024
	£	£
Trade debtors	1,432,609	811,593
Prepayments and accrued income	293,219	221,220
Corporation tax repayable	231,272	403,022
Other debtors	264,215	256,570
	------------	------------
	2,221,315	1,692,405
	------------	------------

16. Creditors: amounts falling due within one year

	2025	2024
	£	£
Bank loans and overdrafts	150,000	300,000
Trade creditors	437,394	490,902
Deferred Income	2,837,831	2,650,535
Accruals	872,333	1,001,839
Social security and other taxes	816,570	735,504
Other creditors	489,274	356,126
	------------	------------
	5,603,402	5,534,906
	------------	------------

On 13 June 2016 a fixed and floating charge was created in favour of Barclays Bank Plc over all assets of the company.

17. Creditors: amounts falling due after more than one year

	2025	2024
	£	£
Bank loans and overdrafts	–	150,000
	----	---------

In April 2020 the company applied for and obtained a loan of £1.5m under the Coronavirus Business Interruption Loan (CBIL) Scheme. This loan is repayable over 6 years in quarterly instalments of £75,000 at 3% interest over the Bank of England base rate. The £1.5m loan is subject to an 80% government guarantee under the CBIL loan scheme.

18. Provisions

	Deferred tax (note 19)
	£
At 1 January 2025	–
Charge against provision	814,202
	---------
At 31 December 2025	814,202
	---------

19. Deferred tax

The deferred tax included in the statement of financial position is as follows:

	2025	2024
	£	£
Included in provisions (note 18)	814,202	–
	---------	----

The deferred tax account consists of the tax effect of timing differences in respect of:

	2025	2024
	£	£
Accelerated capital allowances	1,532,366	–
Unused tax losses	( 678,727)	–
Pension plan obligations	( 9,240)	–
Other short-term timing differences	( 30,197)	–
	------------	----
	814,202	–
	------------	----

The net deferred tax liability expected to reverse in the following year is £325,618. This is due to the reversal of timing differences.

20. Employee benefits

Defined contribution plans

The amount recognised in profit or loss as an expense in relation to defined contribution plans was £ 363,746 (2024: £ 325,571 ).

At the year end, amounts outstanding in relation to pensions was £ 36,961 (2024: £32,744).

21. Financial instruments

The carrying amount for each category of financial instrument is as follows:

	2025	2024
	£	£

Financial assets that are debt instruments measured at amortised cost

Financial assets that are debt instruments measured at amortised cost	1,691,831	1,130,889
	------------	------------

Financial liabilities measured at amortised cost

Financial liabilities measured at amortised cost	1,949,000	2,298,867
	------------	------------

22. Called up share capital

Issued, called up and fully paid

	2025		2024
	No.	£	No.	£
Ordinary A shares of £ 1 each	100,000	100,000	100,000	100,000
Ordinary B shares of £ 1 each	100,000	100,000	100,000	100,000
Ordinary C shares of £ 1 each	100,000	100,000	100,000	100,000
Ordinary D shares of £ 1 each	100,000	100,000	100,000	100,000
Ordinary E shares of £ 1 each	100,000	100,000	100,000	100,000
Ordinary F shares of £1 each	100,000	100,000	100,000	100,000
	---------	---------	---------	---------
	600,000	600,000	600,000	600,000
	---------	---------	---------	---------

The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the company. All ordinary shares rank equally with regard to the company's residual assets.

23. Reserves

Profit and loss account - This reserve records retained earnings and accumulated losses.

24. Analysis of changes in net debt

	At 1 Jan 2025	Cash flows	At 31 Dec 2025
	£	£	£
Cash at bank and in hand	2,351,830	(894,490)	1,457,340
Debt due within one year	(300,000)	150,000	(150,000)
Debt due after one year	(150,000)	150,000	–
	------------	---------	------------
	1,901,830	( 594,490)	1,307,340
	------------	---------	------------

Healthcode Limited

Notes to the Financial Statements (continued)

Year ended 31 December 2025

25. Operating leases

The total future minimum lease payments under non-cancellable operating leases are as follows:

	2025	2024
	£	£
Not later than 1 year	284,267	396,606
Later than 1 year and not later than 5 years	142,000	563,893
	---------	---------
	426,267	960,499
	---------	---------

26. Related party transactions

During the year the company invoiced £6,324,943 (2024: £5,983,669) to owners having a participating interest in the company. The total amount owing to the company at the year end from owners having a participating interest in the company and which included within trade debtors is £758,129 (2024: £101,718). At the year end owners having a participating interest in the company owe the company £60,863 (2024: £60,863). At the year end owners having a participating interest in the company are owed by the company £114,105 (2024: £114,105). All year end balances are interest free and repayable on demand. An owner with a participating interest in the company provides private medical insurance to the company's staff. The charge in the year was £90,971 (2024: £81,315). No amount was due at the year end (2024: £nil). One of the defined contribution pension plans that the company has for its staff is managed by an owner having a participating interest in the company. The pension contributions made by the company in the year totalled £459,346 (2024: £412,295). The pension payable creditor at the year end is £35,021 (2024: £31,945).

27. Controlling party

In the opinion of the directors, there is no one controlling party of the company.