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REGISTERED NUMBER: 13883405 (England and Wales)

| FINANCIAL STATEMENTS |

| FOR THE YEAR ENDED 31 DECEMBER 2025 |

| FOR |

| MVB BOOKS UK LTD. |

| MVB BOOKS UK LTD. (REGISTERED NUMBER: 13883405) |

CONTENTS OF THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

Page |

| Company Information | 1 |

| Balance Sheet | 2 |

| Notes to the Financial Statements | 3 |

| MVB BOOKS UK LTD. |

COMPANY INFORMATION

FOR THE YEAR ENDED 31 DECEMBER 2025

| DIRECTORS: | Ms M Knops

| Mrs S O'Neill

| REGISTERED OFFICE: | Golden Cross House

| 8 Duncannon street

| London

| WC2N 4JF

| REGISTERED NUMBER: | 13883405 (England and Wales)

| AUDITORS: | Freemans Partnership LLP

| Chartered Certified Accountants

| and Statutory Auditors

| Solar House

| 282 Chase Road

| London

| N14 6NZ

| MVB BOOKS UK LTD. (REGISTERED NUMBER: 13883405) |

BALANCE SHEET

31 DECEMBER 2025

| 31.12.25 | 31.12.24 |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Intangible assets | 4 | 1,426,070 |  | 1,892,346 |  |

Tangible assets | 5 | 1,171 |  | 610 |  |

1,427,241 |  | 1,892,956 |  |

CURRENT ASSETS

Debtors | 6 | 149,818 |  | 138,595 |  |

Cash at bank and in hand | 1,298,319 |  | 1,111,639 |  |

1,448,137 |  | 1,250,234 |  |

CREDITORS

Amounts falling due within one year | 7 | 1,278,123 |  | 1,108,743 |  |

NET CURRENT ASSETS | 170,014 |  | 141,491 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 1,597,255 |  | 2,034,447 |  |

CREDITORS

Amounts falling due after more than one year | 8 | 1,396,080 |  | 1,824,196 |  |

NET ASSETS | 201,175 |  | 210,251 |  |

CAPITAL AND RESERVES

Called up share capital | 9 | 100 |  | 100 |  |

Retained earnings | 201,075 |  | 210,151 |  |

SHAREHOLDERS' FUNDS | 201,175 |  | 210,251 |  |

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 Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 2 April 2026 and were signed on its behalf by:

Mrs S O'Neill - Director

| MVB BOOKS UK LTD. (REGISTERED NUMBER: 13883405) |

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

1. | STATUTORY INFORMATION

| Mvb Books UK Ltd. is a private company, limited by shares , registered in England and Wales. 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 preparation of the financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates, it also requires management to exercise judgement in applying the Company's accounting policies

| The financial statements are prepared in sterling, which is the functional currency of the limited company. Amounts in these financial statements are rounded to the nearest £.

| Going Concern

| The Directors have prepared budgets for the next 12 months and after making appropriate judgments the Directors have reasonable expectations that the Company has adequate resources to continue operating for the foreseeable future.

| The Company has net assets of £201,175 at the end of the period, including cash of £1,298,319. The Members are satisfied that the Company has sufficient resources to meet its commitments as they fall due for the twelve months following the date of signing of the accounts.

| The Directors have therefore prepared the financial statements on a going concern basis.

| Significant judgements and estimates

| Key sources of estimation uncertainty

| The preparation of the financial statements in conformity with generally accepted accounting principles requires the Directors to make estimations and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results in the future could differ from those estimates. In this regard, the Directors believe that the critical accounting policies where judgments or estimations are necessarily applied are summarised below.

| Amortisation and residual values - The Directors have reviewed the estimated useful life and associated residual values of all intangible asset classes, and have concluded that asset lives and residual values are appropriate.

| Impairment of debtors - The recoverability of trade debtors has been assessed at the year end and up until the date of signing these financial statements. Management have based the decision to provide for any amounts based on their judgment of all the available information, and their experience of the specific nature of the trade debtor in question.

| Critical judgements in applying the entity's accounting policies

| There are no critical judgements when applying the accounting policy which materially affect the amounts in the accounts.

| MVB BOOKS UK LTD. (REGISTERED NUMBER: 13883405) |

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

2. | ACCOUNTING POLICIES - continued

| Turnover

| Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

| Goodwill

| Goodwill, being the amount paid in connection with the acquisition of a business in 2022, is being amortised evenly over its estimated useful life of ten years.

| Intangible assets

| Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

| Trademarks are being amortised evenly over their estimated useful life of five years.

| Customer relationship are being amortised evenly over their estimated useful life of five years.

| Non-compete is being amortised evenly over its estimated useful life of five years.

| Tangible fixed assets

| Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

| Computer equipment | - | 20% on reducing balance

| Taxation

| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, 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.

| Pension costs and other post-retirement benefits

| The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

3. | EMPLOYEES AND DIRECTORS

| The average number of employees during the year was 7 (2024 - 7 ) .

| MVB BOOKS UK LTD. (REGISTERED NUMBER: 13883405) |

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

4. | INTANGIBLE FIXED ASSETS

| Customer |

| Goodwill |  | Trademarks |  | relationship |  | Non-compete |  | Totals

£ | £ | £ | £ | £ |

| COST

| At 1 January 2025 |

| and 31 December 2025 | 1,764,162 |  | 33,300 |  | 1,364,000 |  | 52,000 |  | 3,213,462 |  |

| AMORTISATION

| At 1 January 2025 | 499,846 |  | 18,870 |  | 772,933 |  | 29,467 |  | 1,321,116 |  |

| Amortisation for year | 176,416 |  | 6,660 |  | 272,800 |  | 10,400 |  | 466,276 |  |

| At 31 December 2025 | 676,262 |  | 25,530 |  | 1,045,733 |  | 39,867 |  | 1,787,392 |  |

| NET BOOK VALUE

| At 31 December 2025 | 1,087,900 |  | 7,770 |  | 318,267 |  | 12,133 |  | 1,426,070 |  |

| At 31 December 2024 | 1,264,316 |  | 14,430 |  | 591,067 |  | 22,533 |  | 1,892,346 |  |

5. | TANGIBLE FIXED ASSETS

| Computer

| equipment

£ |

| COST

| At 1 January 2025 | 953 |  |

| Additions | 854 |  |

| At 31 December 2025 | 1,807 |  |

| DEPRECIATION

| At 1 January 2025 | 343 |  |

| Charge for year | 293 |  |

| At 31 December 2025 | 636 |  |

| NET BOOK VALUE

| At 31 December 2025 | 1,171 |  |

| At 31 December 2024 | 610 |  |

6. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| 31.12.25 |  | 31.12.24

£ | £ |

| Trade debtors | 94,621 |  | 91,061 |  |

| Prepayments and accrued income | 55,197 |  | 47,534 |  |

149,818 |  | 138,595 |  |

| MVB BOOKS UK LTD. (REGISTERED NUMBER: 13883405) |

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

7. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| 31.12.25 |  | 31.12.24

£ | £ |

| Trade creditors | 19,479 |  | 16,150 |  |

| Amounts owed to group undertakings | 466,652 |  | 426,950 |  |

| Tax | 149,993 |  | 241,667 |  |

| Social security and other taxes | 85,594 |  | 70,580 |  |

| Accruals and deferred income | 556,405 |  | 353,396 |  |

1,278,123 |  | 1,108,743 |  |

8. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |

| 31.12.25 |  | 31.12.24

£ | £ |

| Amounts owed to group undertakings | 1,396,080 |  | 1,824,196 |  |

9. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 31.12.25 |  | 31.12.24

| value: | £ | £ |

| 100 | Ordinary | 1 | 100 |  | 100 |  |

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

| The Report of the Auditors was unqualified.

| Mr Raju Kalia (Senior Statutory Auditor)

| for and on behalf of Freemans Partnership LLP

| MVB BOOKS UK LTD. (REGISTERED NUMBER: 13883405) |

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

11. | RELATED PARTY DISCLOSURES

| Amounts owed to group undertakings (Amounts falling due within one year) |  |

| £ |  |

| Loan from parent undertaking |  | 349,120 |  |

| Services |  |  | 117,532 |  |

|  | 466,652 |  |

| Amounts owed to group undertakings (Amounts falling due after more than one year) |  |

| Loan from parent undertaking |  |  | 1,396,080 |  |

| 1,862,732 |  |

| During the year the company was charged interest totalling £72,608 on the loan from MVB GmbH, the immediate parent company. The interest was charged on an ar ms length basis at a current market rate. The outstanding unsecured loan owed to MVB GmbH as at the year end was £1,745,200.

| The company was charged £504,312 in the year for services provided and recharges from MVB GmbH, of which £102,276 was outstanding as at the year end and included in amounts due to group undertakings falling due within one year.

| The company was charged £15,256 in the year for services provided and recharges from MVB US, of which £15,256 was outstanding as at the year end.

12. | CONTROLLING PARTIES

| The ultimate parent undertaking and the smallest and largest group to consolidate these financial statements is Börsenverein des Deutschen Buchhandels Beteiligungsgesellschaft mbH. Copies of the consolidated financial statements can be obtained from the Company Secretary at Braubachstrasse 16, 60311 Frankfurt am Main, Germany.

| No individual shareholder holds a majority of voting rights. Therefore, there is no ultimate controlling party by virtue of shareholdings.