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REGISTERED NUMBER: 11667213 (England and Wales)

| Unaudited Financial Statements for the Year Ended 31st March 2025 |

| for |

| Smile Care Hold (UK) Ltd |

Smile Care Hold (UK) Ltd (Registered number: 11667213)

Contents of the Financial Statements

for the Year Ended 31st March 2025

Page |

Company Information | 1 |

Balance Sheet | 2 |

Notes to the Financial Statements | 3 |

Smile Care Hold (UK) Ltd

Company Information

for the Year Ended 31st March 2025

| DIRECTOR: | Dr J S Dhariwal

| REGISTERED OFFICE: | Walnut Tree House

| High Street

| Burnham

| Slough

| Berkshire

| SL1 1EQ

| REGISTERED NUMBER: | 11667213 (England and Wales)

| ACCOUNTANTS: | Dunkley's

| Woodlands Grange

| Woodlands Lane

| Bradley Stoke

| Bristol

| United Kingdom

| BS32 4JY

Smile Care Hold (UK) Ltd (Registered number: 11667213)

Balance Sheet

31st March 2025

| 31.3.25 | 31.3.24 |

| as restated |

| Notes | £ | £ | £ | £ |

FIXED ASSETS

Investments | 4 | 50 |  | 50 |  |

CURRENT ASSETS

Debtors | 5 | 1,784,347 |  | 1,784,347 |  |

Cash in hand | 100 |  | 100 |  |

1,784,447 |  | 1,784,447 |  |

CREDITORS

Amounts falling due within one year | 6 | 50 |  | 50 |  |

NET CURRENT ASSETS | 1,784,397 |  | 1,784,397 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 1,784,447 |  | 1,784,447 |  |

CAPITAL AND RESERVES

Called up share capital | 7 | 100 |  | 100 |  |

Retained earnings | 1,784,347 |  | 1,784,347 |  |

SHAREHOLDERS' FUNDS | 1,784,447 |  | 1,784,447 |  |

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31st March 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31st March 2025 in accordance with Section 476 of the Companies Act 2006.

The director acknowledges his responsibilities for:

(a) | ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b) | preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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 director and authorised for issue on 4th August 2026 and were signed by:

Dr J S Dhariwal - Director

Smile Care Hold (UK) Ltd (Registered number: 11667213)

Notes to the Financial Statements

for the Year Ended 31st March 2025

1. | STATUTORY INFORMATION

| Smile Care Hold (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 company was dormant throughout the year ended 31st March 2025. However, reference to information relating to the year ended 31st March 2024 has been made where appropriate.

| Significant judgements and estimates

| A key area of judgement relates to the company's entitlement to dividends from Smile Dental Ltd. The directors have assessed whether the company has an unconditional right to receive such dividends at the reporting date. Given the disputed nature of the claim and ongoing legal proceedings, the directors have concluded that no dividend income or receivable should be recognised. This judgement is subject to uncertainty.

| Investments in subsidiaries and associates

| Investments in subsidiary and associate undertakings are recognised at cost.

| Financial instruments

| Financial assets and financial liabilities are recognised when the company becomes a party to the contractual provisions of the instrument.

| Trade debtors, other debtors, cash and bank balances are initially measured at transaction price. They are subsequently measured at amortised cost, using the effective interest method, except where amounts fall due within one year, in which case they remain at the transaction price as discounting is not required for short term balances

| Where payment terms extend beyond normal business terms, or the arrangement includes a financing element, the financial asset is measured at the present value of future cash flows, discounted at a market rate of interest.

| Trade creditors, loans and accruals are initially recognised at transaction price and subsequently measured at amortised cost, unless the arrangement constitutes a financing transaction, in which case liabilities are measured at the present value of future payments discounted at a market rate of interest.

| Financial assets measured at cost or amortised cost are assessed for impairment at the reporting date. Any impairment loss is recognised in the profit and loss account. Reversals of impairment are recognised immediately when the estimated recoverable amount increases, provided the revised carrying value does not exceed the original carrying amount had no impairment occurred.

| Financial assets and financial liabilities are only offset when the company has a legally enforceable right to set off the recognised amounts and intends to settle on a net basis or to realise the asset and settle the liability simultaneously.

| 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.

Smile Care Hold (UK) Ltd (Registered number: 11667213)

Notes to the Financial Statements - continued

for the Year Ended 31st March 2025

2. | ACCOUNTING POLICIES - continued

| Deferred tax

| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

| Foreign currencies

| The financial statements are presented in £ sterling, which is the company's functional and presentation currency.

| Cash and cash equivalents

| Cash and cash equivalents consist solely of the balance held in the company's bank current account. Cash is defined as cash on hand and demand deposits, while cash equivalents are short term, highly liquid investments that are readily convertible to known amounts of cash and are subject to an insignificant risk of changes in value. The company does not hold any short term investments and does not operate an overdraft facility.

3. | EMPLOYEES AND DIRECTORS

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

4. | FIXED ASSET INVESTMENTS

| Shares in

| group

| undertakings

£ |

| COST

| Additions | 50 |  |

| At 31st March 2025 | 50 |  |

| NET BOOK VALUE

| At 31st March 2025 | 50 |  |

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

| 31.3.25 |  | 31.3.24

| as restated |

£ | £ |

| Amounts owed by group undertakings | 1,000,000 |  | 1,000,000 |  |

| Other debtors | 784,347 |  | 784,347 |  |

1,784,347 |  | 1,784,347 |  |

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

| 31.3.25 |  | 31.3.24

| as restated |

£ | £ |

| Amounts owed to joint ventures | 50 |  | 50 |  |

Smile Care Hold (UK) Ltd (Registered number: 11667213)

Notes to the Financial Statements - continued

for the Year Ended 31st March 2025

7. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 31.3.25 |  | 31.3.24

| value: |  | as restated |

£ | £ |

| 100 | ORD | £1 | 100 |  | 100 |  |

8. | RELATED PARTY DISCLOSURES

| In accordance with FRS 102, s1AC.35, the following are the categories and transactions conducted with, and balances owing to/from, related parties, where those transactions are both material and not conducted under normal market conditions.

| Balances reported here are limited to those with related parties that hold a participating interest in the company, related parties in which the company holds a participating interest, and transactions with directors.

| Companies in which the company holds a beneficial interest

| Dividends received from related party £nil (2024 - £784,347)

| Loans owing from related party £1,000,000 (2024 - £1,000,000)

| There is a dispute regarding the Company's entitlement to certain management recharges of £344,827 from Smile Dental Ltd. There is a difference of opinion regarding the validity, quantum and basis of these charges.

| There is also a dispute regarding the Company's entitlement to declare and receive dividends from Smile Dental Ltd, including a dividend of £784,347 declared in a previous financial year.

| These matters are subject to ongoing legal proceedings. At the reporting date, the outcome of these proceedings remains uncertain and the potential financial effect cannot be reliably estimated. Accordingly, no dividend income or receivable has been recognised in the financial statements.

| Unless otherwise noted, any outstanding balances outstanding are interest free, unsecured and repayable on demand.

| Any necessary information to further explain a transaction is detailed here.

9. | ULTIMATE CONTROLLING PARTY

| The ultimate controlling party is Dr J S Dhariwal.

10. | CONTINGENT LIABILITIES

| Contingent liabilities

11. | POST BALANCE SHEET EVENTS

| There were no post balance sheet events.