Company No: 11777226 (England and Wales)

Contents

• Company Information
• Directors' Report
• Directors' Responsibilities Statement
• Accountants' Report
• Statement of Income and Retained Earnings
• Statement of Financial Position
• Notes to the Financial Statements
• Detailed Profit and Loss Account

DIRECTORS	T W Hickling
	M A Waddoups

REGISTERED OFFICE	35 Ballards Lane
	London
	N3 1XW
	United Kingdom

COMPANY NUMBER

11777226 (England and Wales)

ACCOUNTANTS	Berg Kaprow Lewis LLP
	35 Ballards Lane
	London
	N3 1XW

The directors present their annual report and the unaudited financial statements of the company for the financial year ended 31 March 2026.

PRINCIPAL ACTIVITIES

The principal activity of Bayesian Shift Ltd ('the company') is security dealing on own account.

DIRECTORS

The directors, who served during the financial year and to the date of this report except as noted, were as follows:

T W Hickling
M A Waddoups

This Directors' Report has been prepared in accordance with the provisions applicable to companies entitled to the small companies' exemption provided by section 415A of the Companies Act 2006.

Approved by the Board of Directors and signed on its behalf by:

M A Waddoups Director

15 July 2026

The directors are responsible for preparing the annual 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), including FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”. 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 financial 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;
* 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. The directors 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.

In order to assist you to fulfil your duties under the Companies Act 2006, we have prepared for your approval the financial statements of Bayesian Shift Limited for the financial year ended 31 March 2026 which comprise the Statement of Income and Retained Earnings, the Statement of Financial Position and the related notes 1 to 10 from the company’s accounting records and from information and explanations you have given us.

We comply with the ethical and other professional requirements of the Institute of Chartered Accountants in England and Wales (ICAEW) which are detailed at www.icaew.com/regulation.

This report is made solely to the Board of Directors of Bayesian Shift Limited, as a body, in accordance with the terms of our engagement letter dated 24 January 2019. Our work has been undertaken solely to prepare for your approval the financial statements of Bayesian Shift Limited and state those matters that we have agreed to state to the Board of Directors of Bayesian Shift Limited, as a body, in this report in accordance with ICAEW Technical Release 07/16 AAF. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than Bayesian Shift Limited and its Board of Directors as a body for our work or for this report.

It is your duty to ensure that Bayesian Shift Limited has kept adequate accounting records and to prepare statutory financial statements that give a true and fair view of the assets, liabilities, financial position and loss of Bayesian Shift Limited. You consider that Bayesian Shift Limited is exempt from the statutory audit requirement for the financial year.

We have not been instructed to carry out an audit or a review of the financial statements of Bayesian Shift Limited. For this reason, we have not verified the accuracy or completeness of the accounting records or information and explanations you have given to us and we do not, therefore, express any opinion on the statutory financial statements.

Berg Kaprow Lewis LLP
Accountants

35 Ballards Lane
London
N3 1XW

15 July 2026

	Note	2026		2025
		£		£
Turnover		251,507		372,049
Cost of sales		( 106,173)		( 87,248)
Gross profit		145,334		284,801
Administrative expenses		( 185,591)		( 160,806)
Operating (loss)/profit		( 40,257)		123,995
Interest receivable and similar income		49,887		69,287
Interest payable and similar expenses		( 87,262)		( 98,776)
(Loss)/profit before taxation		( 77,632)		94,506
Tax on (loss)/profit		0		( 21,435)
(Loss)/profit for the financial year		( 77,632)		73,071
Retained earnings at the beginning of financial year		1,040,504		997,433
(Loss)/profit for the financial year		( 77,632)		73,071
Dividends declared and paid		0		( 30,000)
Retained earnings at the end of financial year		962,872		1,040,504

	Note	2026		2025
		£		£
Fixed assets
Tangible assets	4	4,762		886
		4,762		886
Current assets
Debtors	5	9,593		540
Investments	6	2,044,345		2,208,957
Cash at bank and in hand		17,979		38,928
		2,071,917		2,248,425
Creditors: amounts falling due within one year	7	( 1,113,805)		( 1,208,805)
Net current assets		958,112		1,039,620
Total assets less current liabilities		962,874		1,040,506
Net assets		962,874		1,040,506
Capital and reserves
Called-up share capital	8	2		2
Profit and loss account		962,872		1,040,504
Total shareholders' funds		962,874		1,040,506

For the financial year ending 31 March 2026 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

• The members have not required the company to obtain an audit of its financial statements for the financial year in accordance with section 476;
• The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements; and
• These financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime of the Companies Act 2006 and in accordance with the provisions of FRS 102 Section 1A – small entities.

The financial statements of Bayesian Shift Limited (registered number: 11777226) were approved and authorised for issue by the Board of Directors. They were signed on its behalf by:

M A Waddoups Director

15 July 2026

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

Bayesian Shift Limited (the company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the company's registered office is 35 Ballards Lane, London, N3 1XW, United Kingdom.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The financial statements are presented in pounds sterling which is the functional currency of the company and rounded to the nearest £.

Foreign currency

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.

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of Income and Retained Earnings within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

Turnover

Turnover comprises profits and losses derived from dealings in futures and options, together with market maker and other rebates.

In accordance with accepted practice, the profits and losses from dealings in futures and options include unrealised profits and losses at the period end, as open positions are included at market value. This policy represents a departure from the statutory requirement to record positions and instruments at the lower of cost and net realisable value.

The members consider this to be necessary to show a true and fair view, since the marketability of the instruments enables decisions to be taken continually about whether to hold or sell them, and hence the economic measure of profit in any period is properly made by reference to market values.

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Finance costs

Finance costs are charged to the Statement of Income and Retained Earnings over the term of the debt using the effective interest method so the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Taxation

Current tax
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Statement of Financial Position date.

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and 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 provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Office equipment

4 years straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Statement of Financial Position date. If there is objective evidence of impairment, an impairment loss is recognised in the Statement of Income and Retained Earnings as described below.

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.

Financial instruments

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

Financial assets
Basic financial assets, including trade and other debtors, are initially recognised at transaction price, 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.

Such assets are subsequently carried at amortised cost using the effective interest method.

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in the Statement of Income and Retained Earnings.

Financial assets are derecognised when (a) the contractual rights to the cash flows from the asset expire or are settled, or (b) substantially all the risks and rewards of the ownership of the asset are transferred to another party or (c) control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

Financial liabilities
Basic financial liabilities, including trade and other creditors and accruals, 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 receipts discounted at a market rate of interest.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Trade creditors 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.

Financial liabilities are derecognised when the liability is extinguished, that is when the contractual obligation is discharged, cancelled or expires.

Financial assets and liabilities are offset and 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.

Valuation of investments

Current asset investments are open positions on the Group's derivatives trading and these are measured at fair value through profit and loss as determined by market forces and the gains and losses arising are recognised in turnover.

2. Employees

	2026		2025
	Number		Number
Monthly average number of persons employed by the company during the year, including directors	4		2

3. Tax on (loss)/profit

	2026		2025
	£		£
Current tax on (loss)/profit
UK corporation tax	0		21,435
Total current tax	0		21,435
Total tax on (loss)/profit	0		21,435

4. Tangible assets

	Office equipment		Total
	£		£
Cost
At 01 April 2025	5,417		5,417
Additions	5,096		5,096
Disposals	( 2,615)		( 2,615)
At 31 March 2026	7,898		7,898
Accumulated depreciation
At 01 April 2025	4,531		4,531
Charge for the financial year	1,220		1,220
Disposals	( 2,615)		( 2,615)
At 31 March 2026	3,136		3,136
Net book value
At 31 March 2026	4,762		4,762
At 31 March 2025	886		886

5. Debtors

	2026		2025
	£		£
Other debtors	9,593		540

6. Current asset investments

	2026		2025
	£		£
Listed investments – at fair value	2,044,345		2,208,957

7. Creditors: amounts falling due within one year

	2026		2025
	£		£
Witholding tax	9,593		0
Taxation and social security	0		21,435
Other creditors	1,104,212		1,187,370
	1,113,805		1,208,805

8. Called-up share capital

	2026		2025
	£		£
Allotted, called-up and fully-paid
2 Ordinary shares of £ 1.00 each	2		2

9. Financial commitments

Pensions

The company operates a defined contribution pension scheme for the directors and employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

10. Related party transactions

Transactions with the entity's directors

	2026		2025
	£		£
Included within other creditors are balances owed to the directors. This balance is unsecured with no fixed repayment terms. The interest being charged per the loan agreement.	618,322		694,360

	2026		2025
	£		£
Turnover
Sales	251,507		372,049
Cost of sales
Commissions and fees payable	( 106,173)		( 87,248)
Gross profit	145,334		284,801
Administrative expenses
Wages and salaries	( 49,128)		0
Employers NI	5,291		( 6,458)
Pensions	( 1,224)		0
Directors' salaries	( 80,000)		( 65,000)
Directors' employers NI	( 5,494)		0
Travel and subsistence	( 493)		0
Service charges	( 16,221)		( 3,689)
Computer expenses	( 10,714)		( 18,014)
Bank charges	( 347)		( 243)
Trade subscriptions	( 359)		( 287)
Insurance	( 137)		( 182)
Depreciation - plant and machinery	( 1,220)		( 531)
Charity donations	0		( 40,000)
Loss on foreign exchange transactions	( 20,104)		( 21,662)
Accountancy fees	( 4,967)		( 4,740)
Staff entertainment	( 123)		0
Sundry expenses	( 351)		0
	(185,591)		(160,806)
Operating (loss)/profit	( 40,257)		123,995
Interest receivable and similar income
Bank interest receivable	0		339
Other interest receivable	49,887		68,948
	49,887		69,287
Interest payable and similar expenses
Other loans interest payable	( 87,262)		( 98,776)
(Loss)/profit before taxation	( 77,632)		94,506