The directors present the strategic report for the year ended 31 December 2025 for Causeway Software Holdings Limited (the "Group"or "Causeway") of which Causeway Technologies Limited (the "company") is the key trading subsidiary.

Principal Activities

During the year under review the Group continued to consolidate its position as a leading software provider that now serves over 4,000 customers (2024: 3,500 customers) across the construction and maintenance lifecycle.

Business Review and future developments

Financial Review

Causeway provides software based upon recurring revenue subscriptions. The typical minimum term for customer subscription contracts is 5-years, as such the Group tracks both annual recurring revenue (ARR) and total contract value (TCV), representing the contracted value of all live contracts.

At 31 December 2025 the Annual Recurring Revenue (“ARR”) of all software contracts amounted to £81.8m, with 16% growth from continuing applications compared to prior year (2024: £74.1m). Approximately 84% of ARR is contracted with UK clients (FY24: 90%). The TCV of all software contracts amounted to £296.6m up 11% on prior year (2024: £268.1m).

Recurring software revenue recognised in 2025 was £74.9m with continuing application revenue growth of 15%. Recurring software revenue represented 94% (2024: 92%) of total Group revenue, providing a solid platform for stability and growth.

Group EBITDA in the period amounted to £24.3m (2024: £18.1m), which included continued significant platform investment that will underpin Causeway’s future growth prospects. EBITDA adjusted for this investment was £28.8m, a 23% increase on prior year (2024: £23.5m) as cost management lifted margins to 35% (2024: 32%). Operating cashflow (before investments and exceptional costs) was £30.9m representing cash conversion of 107%.

The Group’s significant investment in research and development (“R&D”) continued with total spend (reported within operating expenses) of £18.0m (2024: £16.2m). This included the platform migration of group products to CausewayOne which was achieved by the end of 2025. CausewayOne is a platform that supports the full construction and maintenance lifecycle, supporting shared data and integration of key workflows and processes across systems. Nearly 80% of UK client ARR has now been successfully migrated to CausewayOne, representing a major strategic milestone for the Group. Migration of the remainder will continue through 2026. The platform is expected to yield significant growth opportunities over the coming years and underpins the Group’s significant AI roadmap release schedule for 2026.

In 2021 the Group secured a £120 million investment to fund strategic acquisitions and accelerate organic growth. Five Arrows Principal Investments, the European corporate private equity arm of Rothschild & Co, made this investment in return for a significant minority stake in Causeway. During 2022 the group secured a new financing package with Goldman Sachs, who have now provided £145m of term facilities to date. The facilities have been utilised to finance acquisitions and to support organic growth investments. The Goldman Sachs facilities are held by Causeway Technologies Holdings Limited, a wholly owned subsidiary of the Company.

In December 2025 Causeway Technologies Limited acquired LetsBuild Belgium SA, whose field-focused tool helps teams manage quality, safety and site inspections in a structured and efficient way. This acquisition provides the Group with the opportunity to further expand the Causeway product offering in the UK and Continental Europe. Integration efforts in flight will see LetsBuild released to UK clients via CausewayOne in summer 2026.

Financial Forecast

Management anticipates continued growth in the year ending 31 December 2026, underpinned by the Group's opening recurring software revenue position of £81.8m. The Group continues to manage operating costs in order to target strong conversion to EBITDA of incremental revenues. The Group plans to continue to invest significant sums in R&D and AI in particular, with expenditure budgeted to grow in the period.

Credit risk

Credit risk is primarily attributable to its trade receivables. The Group continuously monitors customer credit levels and obtains, where necessary, external credit reports on customers. The amounts presented in the balance sheet are net of any allowance for doubtful debtors, based an assessment of specific balances undertaken by management. The Group has no significant concentration of credit risk, with exposure spread over a number of clients. All customers have a licence contract, which reduces the risk of non-payment of licence fees.

Liquidity risk

The Group manages its liquidity by monitoring the day-to-day cash flow needs of the business. The Group has substantial cash reserves and access to facilities to support working capital requirements and to finance expansion opportunities. The Group also monitors cashflow forecasts to ensure that sufficient liquidity exists within the Group to settle liabilities as they fall due and to ensure that covenant requirements are complied with.

Interest rate risk

The Group finances its operations through a mixture of retained profits, investment, and bank borrowings. The bank borrowings bear interest at a fixed rate above SONIA and therefore movements in SONIA affect the group’s exposure to interest rate risk.

Reference to key financial and non-financial performance indicators is made above, under “Business Review”.

Environmental matters

The Group will seek to minimise adverse impacts on the environment from its activities, whilst continuing to address health, safety and economic issues. The Group has complied with all applicable legislation and regulations. The Group monitors its Carbon Footprint and has a carbon reduction plan validated by the Science Based Targets initiative. These targets demonstrate Causeway’s measurable progress towards decarbonisation and our role in supporting the wider construction industry to report carbon accurately.

S172 Companies Act 2006

The Board is aware of its duties under s172 of the Companies Act 2006 and has worked throughout the year to promote the success of the company for the benefit of its members as a whole. In doing so, they have had regard (among other matters) to:

The likely consequences of any decision in the long term

The Group's long-term strategic objectives, including progress made during the year and principal risks to these objectives, are stated earlier within this report.

Shareholders

The Board considers its shareholders to be the ultimate stakeholders of the Group and the company and is focused on long term value for their benefit. Our intention is to behave responsibly towards our shareholders and treat them fairly and equally.

Employees

The Board considers employees to be a primary stakeholder in the business, and strives to retain and motivate all employees, as well as attracting high quality new talent. The culture is to be supportive and actively recognise efforts, ensuring employees feel they are making an impact doing fulfilling work, as well as encouraging people to grow and develop. The business has a strong focus on employee engagement and HR strategy and seek year on year to continue achieving recognition as an award-winning workplace that employees enjoy being a part of. The wellbeing of employees is very important, and integrating work and family life, as well as taking care of oneself and giving back, are all encouraged.

Customers

The Group is a critical supplier to the construction industry and the satisfaction of its customers is a high priority.

The sales and product teams are in regular contact with customers through regular account management

meetings, calls, webinars and through this are able to obtain feedback regarding existing and new solutions, as

well as discuss opportunities and ideas for how we can better their experience as the industry digitises its

operations. The business also monitors volumes and trends in support calls, making improvements where

required, to ensure a high-quality level of service.

The Environment

The Board places a strong emphasis on sustainability and protecting the environment. The organisation measures its carbon footprint and has a carbon reduction plan, and regularly sets new goals to address the environmental impact of products and business operations. The business is also committed to helping customers reduce their impact on the environment.

High Standard of Business Conduct

The Board set out to behave in a responsible manner, operating within the high standards of business conduct and good governance. This is epitomised in the certifications achieved for ISO 22301 Business Continuity Management and ISO 27001 Information Security Management, ensuring that risks are identified and minimised, and that the business has the resource and ability to continue in normal operation where abnormal circumstances arise.

Suppliers

There have been continuing efforts to strengthen and improve the group's relationship with its suppliers. A large

proportion of spend is with a small number of key suppliers, who the group have been maintaining relationships

with over several years. With the recent acquisitions, the Board have taken the opportunity to review business

critical suppliers and consider where we can take advantage of economies of scale. The company uses automated procure to pay processes to improve the supplier experience and ensure prompt payment. The most recent Payment Practices report submitted for the six months to 31 December 2025 shows an average time to pay suppliers of 23 days.

On behalf of the board

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

The loss for the year, after taxation, amounted to £8,571,141 (2024: £16,419,398).

Total assets are £215.1m as at 31 December 2025 (2024: £200.5m) and the company continues to enjoy strong liquidity with cash reserves at the year end of £17.4m (2024: £10.1m). Shareholder's funds decreased to stand at £(7.3m) at the end of the year (2024: £1.5m).

EBITDA in the current financial year is £17,832,120 (2024: £8,858,704).

No ordinary interim dividends were paid. The directors do not recommend payment of a final dividend.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Information on the financial risk management review and future prospects and the principal risks and uncertainties of the business are shown in the Strategic Report.

During the year, the company made charitable donations of £344,941 (2024: £112,737).

The auditor, Saffery LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

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).

Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

• select suitable accounting policies and then apply them consistently;

• make judgements and accounting estimates that are reasonable and prudent;

• 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.

We have audited the financial statements of Causeway Technologies Limited (the 'company') for the year ended 31 December 2025 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 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 loss for the year then ended;

• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

• have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report 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 our 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.

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.

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.

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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are 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 by 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 and UK Tax legislation.

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.

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.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

The income statement has been prepared on the basis that all operations are continuing operations.

Causeway Technologies Limited is a private company limited by shares incorporated in England and Wales. The registered office is Third Floor, Sterling House, 20 Station Road, Gerrards Cross, Buckinghamshire, England, SL9 8EL.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The preparation of 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 (see note 2).

The company is itself a subsidiary company and is exempt from the requirement to prepare group accounts by virtue of section 400 of the Companies Act 2006. These financial statements therefore present information about the company as an individual undertaking and not about its group.

This company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”:

• the requirements of Section 7 Statement of Cash Flows;

• the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);

• the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Causeway Software Holdings Limited as at 31 December 2025 and these financial statements may be obtained from Third Floor, Sterling House, 20 Station Road, Gerrards Cross, Buckinghamshire, England, SL9 8EL.

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.true

Revenue is recognised to the extent that it is probable that the economic benefit will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, valued added tax and other sales taxes.

The following criteria must also be met before revenue is recognised:

Sales of goods and services

Revenue from the sale of goods and services is recognised when all of the following conditions are satisfied:

• The company has transferred the significant risks and rewards of ownership to the buyer;

• The company retains neither continuing managerial involvement to the degree usually associated with the ownership nor effective control over the goods sold;

• The amount of revenue can be measured reliably ;

• It is probable that the company will receive the consideration due under the transactions ;

• The costs incurred or to be incurred in respect of the transaction can be measured reliably; and

• The stage of completion of the contract at the end of the reporting period can be measured reliably.

Interest income

Interest income is recognised in the Statement of Comprehensive Income using the effective interest method.

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, Goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight line basis to the Statement of Comprehensive Income over its useful economic life.

Included in goodwill are amounts reclassified from investments resulting from the hive up of the trade and assets of acquired businesses.

Software licences and trademarks

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

Amortisation is provided on the following basis:

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.

The company adds to the carrying amount of an item of fixed assets the cost of replacing part of such an item when that cost is incurred, if the replacement part is expected to provide incremental future benefits to the company. The carrying amount of the replaced part is derecognised. Repairs and maintenance are charged to profit or loss during the period in which they are incurred.

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:

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 the Statement of Comprehensive Income.

Investments in subsidiaries are valued at cost less provision for impairment.

Assets that are subject to depreciation or amortisation are assessed at each reporting date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit ("CGU") to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each reporting date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in the Statement of Comprehensive Income.

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.

The company only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable, loans from related parties and investments in non-puttable ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade payables or receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration, expected to be paid or received. However if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or financed at a rate of interest that is not a market rate or in case of an out-right short-term loan not at market rate, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in the Statement of Comprehensive Income.

For financial assets measured at amortised cost, the impairment loss is measured as the difference between an asset's carrying amount and the present value of estimated cash flows discounted at the asset's original effective interest rate. If a financial asset has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate determined under the contract.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate, which is an approximation of the amount that the company would receive for the asset if it were to be sold at the Statement of Financial Position date.

Financial assets and liabilities are offset and the net amount reported in the Statement of Financial Position when there is an 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.

Debtors

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

Creditors

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

The taxation expense for the year comprises current and deferred tax.

Tax is recognised in the Statement of Comprehensive Income, except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the Statement of Financial Position date, except that:

• The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

• Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

Provisions are made where an event has taken place that gives the company a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.

Provisions are charged as an expense to the Statement of Comprehensive Income in the year that the company becomes aware of the obligation, and are measured at the best estimate at the reporting date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.

When payments are eventually made, they are charged to the provision carried in the Statement of Financial Position.

A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the reporting date and carried forward to future periods. This is measured at the undiscounted salary cost of the future holiday entitlement so accrued at the reporting date.

Defined contribution pension plan

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions into a separate entity. Once the contributions have been paid the company has no further payment obligations.

The contributions are recognised as an expense in the Statement of Comprehensive Income when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the company in independently administered funds.

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Comprehensive Income 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 Comprehensive Income within 'finance income or costs'. All other foreign exchange gains and losses are presented in the Statement of Comprehensive Income within 'other operating income'.

Finance costs

Finance costs are charged to the Statement of Comprehensive Income over the term of the debt using the effective interest method so that 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.

Research and development

Research and development expenditure is written off in the year in which it is incurred.

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight line basis over their useful economic lives, which range from 3 to 6 years.

If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

Deferred Income

For all contracts, the company invoices the full annual subscription fee prior to commencing work and all further invoices are raised in line with the payment schedule. Deferred income is released on a straight line basis over the period of the subscription.

The amounts presented comprises cash received in advance of the service having been provided. And therefore, the balance has been shown separately on the balance sheet.

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Estimates are based on historical experience and other assumptions that are considered reasonable in the circumstances. The actual amount or values may vary in certain instances from the assumptions and estimates made. Changes will be recorded, with corresponding effect in profit or loss, when, and if, better information is obtained.

Information about assumptions and estimation uncertainties that have a significant risk of resulting in material adjustment within the next financial year are included below.

Critical judgements that management has made in the process of applying accounting policies disclosed herein and that have a significant effect on the amounts recognised in the financial statements relate to the following:

The company depreciates or amortises its intangible and tangible fixed assets over their estimated useful lives, as more fully described in the accounting policies for Intangible and Tangible assets in sections 1.4, 1.5 and 1.6 above. The actual lives of these assets can vary depending on a variety of factors, including technological innovation, developments in the wider business and maintenance programmes. Management believes that the assets have a long track record of stability and achievement and that there are high barriers to market entry. Management is committed to continue to invest in the intangible assets for the long term to maintain and enhance their value.

Where there are indicators of impairment of individual assets, management perform impairment tests based on the fair value less costs to sell or a value in use calculation. The value in use model is based on a discounted cash flow model, cash flow being based on budgets, and estimated discount rates. Forecast revenues take into consideration contracted sales and attrition rates.

Revenue contracts are often invoiced in advance for considerable periods of time therefore creating a deferred revenue balance. The revenue is recognised in line with the company's revenue recognition policy at 1.3 and recognised on a straight line basis over the life of the contract. Revenue is deferred until the service has been provided.

Intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. The valuation of intangible assets are subject to estimation uncertainty as it is based on the reasonableness of the estimated useful lives and management's knowledge in assessing for impairments. Impairment reviews are carried out annually and if a reliable estimate of the useful life cannot be made, it is assumed to not exceed ten years.

Auditor's remuneration for audit and non-audit services is incurred by the company on behalf of the Group headed by Causeway Software Holdings Limited.

The average monthly number of persons (including directors) employed by the company during the year was:

Their aggregate remuneration comprised:

The number of Directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2024 - 2).

The Directors are considered to be the only key management personnel.

The actual (credit)/charge for the year can be reconciled to the expected credit for the year based on the profit or loss and the standard rate of tax as follows:

Amortisation on intangible assets is charged to administrative expenses.

Customer contracts, brand and software relate to individually identifiable intangible assets relating to the acquisition of Yotta group, and One Network group.

Depreciation on tangible assets is charged to administrative expenses.

The following are subsidiary undertakings of the company.

Those companies held 100% indirectly through BG Topco 3 Limited are marked with a *

Those companies held 100% indirectly through Buchanan Computing Limited are marked with a **

The registered offices of the subsidiary undertakings are as follows:

United Kingdom Third Floor, Sterling House, 20 Station Road, Gerrards Cross, Buckinghamshire,

England, SL9 8EL

Australia Level 3 261 George Street SYDNEY NSW 2000

United States of America 1000 N.West Street, Suite 1200, Wilmington, Delaware, DE 19801

An impairment loss of £440,000 (2024: £837,440) was recognised against trade debtors.

Amounts owed by group undertakings bear interest at 1% above the rate of interest set out in a facility agreement between Goldman Sachs Limited, Barclays Bank and Causeway Technologies Holdings Limited. Amounts owed by group undertakings are repayable on demand.

Other creditors includes deferred consideration of £nil (2024: £2,000,000) due in respect of acquisitions. The deferred consideration of £2,000,000 is repayable during 2026 and has accordingly been presented as an amount falling due within one year.

Amounts owed to group undertakings bear interest at 1% above the rate of interest set out in a facility agreement between Goldman Sachs Limited, Barclays Bank and Causeway Technologies Holdings Limited. Amounts owed to group undertakings are repayable on demand.

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

There is a single class of ordinary shares. There are no restrictions on dividends and the repayment of capital.

On 2 December 2025 the company acquired 100% of the issued share capital of LetsBuild Belgium SA, a company whose primary activity is the provision of software in the construction sector, helping teams manage quality, safety and site inspections in a structured and efficient way. The fair value of the total consideration was €9,097,270.

The acquisition has been accounted for under the acquisition method.

The company and its parent Causeway Software Solutions Limited are parties to a cross guarantee in respect of bank borrowings of Causeway Technologies Holdings Limited. The amounts due to the bank at 31 December 2025 were £145m (2024: £135m) and inclusive of unamortised issue costs were £148.3m (2024: £139.6m).

There were no other contingent liabilities at 31 December 2025 or 31 December 2024.

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

The pension costs charge represents contributions payable by the company to the fund and amounted to £1,006,415 (2024: £979,907). Contributions totalling £205,581 (2024: £142,703) were payable to the fund at the reporting date and are included in creditors.

At 31 December 2025 the company had future minimum lease payments under non-cancellable operating leases relating to land and buildings as follows:

The share premium account includes any premiums received on the issue of share capital. Any transaction costs associated with the issue of shares are deducted from share premium.

The revaluation reserve account balance represents the fair value uplift required to account for the investment in terms of the business combination accounting at the date control was obtained by Causeway Technologies Limited.

The profit and loss account includes all current and prior year retained profits and losses.

The company has granted numerous fixed and floating charges over its assets in respect of the facilities in note 24 Contingent liabilities. All relate to the new facility agreed in 2022 and subsequent drawdowns and extensions to the facilities.

On 28 April 2022, the company granted a fixed and floating charge over all of its assets in respect of the aforementioned facilities. This charge is outstanding at date of audit report signature.

During the year the company incurred expenses of £244 (2024: £499) on behalf of Livestax Limited, a related party by virtue of common directors. At the year end £nil (2024: £nil) was owed by the company to Livestax Limited.

During the year the company was charged an amount of £244,850 (2024: £250,250) for director's services by Haringtons Salons Limited, a related party by virtue of a common director. At the year end £Nil (2024: £Nil) was owed by Haringtons Salons Limited to the company.

As a wholly owned subsidiary of Causeway Software Holdings Limited, the company is exempt under FRS 102 from the requirement to disclose transactions with other members of the Group headed by Causeway Software Holdings Limited.

The ultimate holding company of this company is Causeway Software Holdings Limited, a company incorporated in England & Wales. Copies of the Group financial statements can be obtained from Third Floor, Sterling House, 20 Station Road, Gerrards Cross, Buckinghamshire, England, SL9 8EL.

There is no one individual with ultimate control.

The results of the group headed by Causeway Software Holdings Limited are consolidated and this is the largest and smallest of group undertakings for which group accounts are drawn up. Copies of the group financial statements of Causeway Software Holdings Limited can be obtained from Third Floor, Sterling House, 20 Station Road, Gerrards Cross, Buckinghamshire, England, SL9 8EL.