REGISTERED NUMBER: 08422391 (England and Wales)

OSMOSIS (HOLDINGS) LIMITED

GROUP STRATEGIC REPORT,

REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2026

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

8

Report of the Independent Auditors

10

Consolidated Income Statement

14

Consolidated Other Comprehensive Income

15

Consolidated Balance Sheet

16

Company Balance Sheet

17

Consolidated Statement of Changes in Equity

18

Company Statement of Changes in Equity

19

Consolidated Cash Flow Statement

20

Notes to the Consolidated Cash Flow Statement

21

Notes to the Consolidated Financial Statements

23

DIRECTORS:

Mr B G Dear

Mr S Drews

Mr G Stephen

Mrs M R Edwards

Mr M K Even

Mr P R Maher

REGISTERED OFFICE:

36-38 Botolph Lane

London

United Kingdom

EC3R 8DE

REGISTERED NUMBER:

08422391 (England and Wales)

AUDITORS:

Beavis Morgan Audit Limited, Statutory Auditor

3rd Floor

Marlborough House

298 Regents Park Road

Finchley

London

N3 2SZ

The directors present their strategic report of the company and the group for the year ended 31 March 2026.

REVIEW OF BUSINESS

The 2025/26 financial year represented a step change in the Osmosis Group's strategic development. Significant investment in research, data, technology and people strengthened the Group's systematic investment platform, broadened its capabilities across equities and credit, and positioned Osmosis to apply its investment philosophy to a wider range of markets and client needs.

The Group's long-only strategies operated against one of the most challenging market environments for active investors in recent years. For much of the period, global equity returns were driven by a narrow group of large-cap technology stocks, with momentum dominating market leadership and capital increasingly concentrated in a small number of names. Continued uncertainty surrounding United States trade and energy policy added further volatility throughout the year. Towards the end of the period, the closure of the Strait of Hormuz and renewed conflict in the Middle East triggered a sharp repricing of global energy and commodity markets, reinforcing the importance of energy security, supply chain resilience and efficient resource use.

While these conditions created short-term headwinds for the Group's investment strategies, they also strengthened the long-term investment case that underpins Osmosis's philosophy. The Group believes companies that create greater value from fewer resources are often better positioned to navigate rising input costs, operational disruption and an increasingly resource-constrained global economy. Resource Efficiency is not simply an environmental characteristic; it is a source of operational resilience, competitive advantage and long-term investment value.

Product and strategy launches

The Group continued to broaden its investment capabilities during the year, translating its research platform into new investment solutions across markets and asset classes. In December 2025, it launched the Osmosis Emerging Markets Core Equity Transition Fund, a UCITS fund seeded with USD 80 million by the IMAS Foundation. The strategy followed a three-year research programme to develop one of the industry's most comprehensive and standardised environmental datasets for emerging markets. In May 2025, a number of the Group's funds were renamed to comply with the European Securities and Markets Authority's guidelines on the use of ESG and sustainability-related terms in fund names; the underlying investment strategies remained unchanged. The Group also expanded into active fixed income through its Netherlands-based associate, extending its investment philosophy beyond systematic equities.

Investment team and leadership

People remain the Group's greatest competitive advantage. During the year, Osmosis made one of the most significant investments in talent since its inception, strengthening its leadership, research and investment teams to support the next phase of the firm's growth.

In November 2025, the Group announced the appointment of Dr Fadi Zaher, formerly Head of Index Solutions at Legal & General Investment Management, as Chief Investment Officer, effective 2 April 2026. Dr Zaher joined alongside four senior investment professionals from Legal & General, substantially strengthening the Group's expertise in quantitative research, systematic portfolio construction and investment innovation.

The Group also appointed Colm O'Brien as Global Head of Strategy and Client Solutions and, in March 2026, Mark Hardiman as Chief Financial Officer. Together, these appointments significantly enhance the Group's research, investment, commercial and operational capabilities, providing a strong foundation for the next phase of growth.

Netherlands and fixed income

The launch of the Group's fixed income business represents the most significant strategic expansion of the Osmosis platform since the firm's inception.The Group extended its sustainable investment approach into fixed income during the year through its launch of Netherlands based associate, Osmosis Investment Management NL B.V. reflects the Group's long-term vision of applying its sustainable research, data and analytics platform across multiple asset classes. Following authorisation by the Dutch regulator in April 2025, the business launched the Osmosis Global Credit UCITS Fund and the Osmosis Global High Yield UCITS Fund on 2 July 2025, supported by EUR 300 million of seed capital from the Commonwealth Superannuation Corporation of Australia. Led by Chief Investment Officer Victor Verberk, one of the industry's most experienced credit investors, the business grew to a dedicated team of fifteen investment professionals during the year, including three senior hires in October 2025.The Group holds an equity stake in the business, which is accounted for as an associate held at fair value.

Australia

Australia remained a strategically important market for the Group during the year, underpinned by long-standing institutional relationships and continued demand for the Group's systematic investment capabilities. The Group's Core Equity ex Fossil Fuels strategy continued to attract interest from Australian superannuation funds, endowments and institutional investors.

The Commonwealth Superannuation Corporation (CSC) has been one of the Group's most significant strategic partners since becoming a client in 2021. During that time, CSC has supported the Group's growth across multiple initiatives, including providing the EUR 300 million seed investment for the Group's Netherlands-based fixed income business. Following the year end, CSC undertook a strategic repositioning of parts of its portfolio, moving a number of externally managed mandates, including those managed by Osmosis, closer to benchmark. This decision was unrelated to the Group's investment performance and reflected broader portfolio construction objectives. The relationship between CSC and the Group remains strong, with continued engagement across a number of initiatives, and the Board believes the Group is well positioned to participate in future opportunities as CSC's investment programme continues to evolve.

North America

The two exchange traded funds launched in partnership with Harbor Capital continued to build assets, strengthening the Group's listed presence in the United States and extending the reach of its investment capabilities to a broader investor base, including its first unitised Emerging Markets strategy. While the Group's US sub-advised model portfolio business reduced during the year following client reallocations, the Group continues to see significant long-term opportunities to expand its presence in the region through institutional partnerships.

United Kingdom

The United Kingdom remained a core market for the Group, with the Local Government Pension Scheme (LGPS) sector continuing to represent an important long-term opportunity. The Group maintained all of its existing LGPS mandates, which grew modestly in aggregate during the year, reflecting the strength of its client relationships and investment proposition. As the ongoing pooling of pension assets reshapes the market, the Group believes its systematic investment capabilities, research-led approach and strong track record position it well to deepen existing relationships and participate in future opportunities.

Recognition and stewardship

The Group's investment capabilities and commitment to research excellence continued to receive industry recognition during the year. Osmosis was named Equities Manager of the Year at the Pensions Age Awards and received Best Specialist ESG Research at the ESG Investing Awards, recognising the strength of its systematic investment approach and continued innovation in sustainability-related investment research.

The Group also maintained its strong commitment to responsible stewardship. In the 2025 UN Principles for Responsible Investment (PRI) assessment, its principal UK entity achieved five-star ratings in both the Policy, Governance and Strategy and Active Quantitative Listed Equity modules, placing it well above the reported industry median.

Strategic capital commitment

In February 2026 the Group announced a strategic capital commitment from its long -term shareholders, led by Amova Asset Management, the Oxford Endowment Fund and the Sustainable Investors Fund managed by Capricorn Investment Group. The commitment represents a strong endorsement of the Group's long-term strategy and provides additional capacity to accelerate investment in its research, data and analytics platform, technology infrastructure and investment capabilities across both equities and credit.

The Osmosis Group monitors its assets under management and advice ("AuA"), which are the source of the Group's revenue and serve as measures of absolute performance, the changes of which serve to indicate relative performance through time. The AuA levels at the end of the year under review, with the category prior year comparatives, follow below.

Market volatility and strategy performance

Global equity markets continued to carry risk during the year. Markets were led higher for much of the period by a narrow group of large technology companies, while inflation showed signs of steadying and major central banks moved towards lower base rates to help support economic growth. In the final quarter of the year the closure of the Strait of Hormuz and renewed conflict in the Middle East delivered the largest disruption to global energy supply in decades, driving a sharp rise in oil and commodity prices and a rotation of capital towards perceived safety. The ongoing war in Ukraine and continued polarisation between the United States and China maintained elevated volatility in markets.

While these conditions created short-term headwinds for many investment managers, for Osmosis they also strengthened the long-term investment case that underpins the Group's philosophy. Rising energy, materials and input costs increasingly reward businesses that use resources more efficiently, reinforcing the Group's conviction that Resource Efficiency is not simply an environmental characteristic, but a source of operational resilience, competitive advantage and long-term investment value.

Against this backdrop, the Group continued to attract new institutional clients and additional allocations from existing investors, reflecting continued confidence in its investment capabilities and long-term strategy. Overall Assets under Management and Advice (AuA) reduced during the year, principally as a result of two large segregated mandate redemptions, partially offset by growth in pooled strategies, continued support from existing clients and the successful launch of the Group's Emerging Markets and fixed income capabilities.

At the end of the year the Assets under management and advice (AuA) for the Group were:

Assets under management and advice

31 March 2026

31 March 2025

Overall AuA

$13,614million

$17,014 million

Core Strategies

Core Equity

$2,294 million

$6,972 million

Core Equity ex Fossil Fuels

$1,896 million

$1,714 million

Core Equity ex Australia

$2,361 million

$2,101 million

Core Equity Composite

$6,758 million

$5,842 million

Active Strategies

US Sub-advised

$111 million

$279 million

Emerging Markets

Harbor EM ETF

$114 million

$106 million

Emerging Markets Core Equity Transition Fund(Launched December 2025)

$78 million

$nil

POSITION OF THE GROUP'S BUSINESS AT THE END OF THE YEAR

The Group ended the financial year in a strong strategic position, having significantly strengthened its investment capabilities, broadened its addressable markets and secured additional long-term shareholder support.

The main features of the Group's financial position are as follows:

Cash at bank

£3.99 million

Shareholders funds

£7.36 million

Retained profit for the year

£4.89 million

AuA

$13.6 billion

The reported profit for the year reflects a fair value gain recognised on the Group's minority investment in its Netherlands based associate. Excluding this gain, the underlying trading remained in loss as the Group continued to invest ahead of growth, with expenditure focused on expanding and diversifying its research, data and analytics capabilities.

The Board remains confident in the Group's long-term prospects. Demand continues to grow for systematic investment solutions that combine rigorous quantitative research with sustainability-related investment intelligence, and the Group believes its differentiated investment philosophy, expanding research platform and growing multi-asset capabilities position it well for future growth.

During the year, the Group broadened its distribution capabilities and further strengthened relationships with institutional investors and intermediaries across Australia, Europe, North America and Asia. The expansion into active fixed income, together with the launch of the Emerging Markets strategy and continued investment in research and innovation, has materially increased the Group's long-term growth opportunities. The pipeline of prospective client opportunities remained encouraging throughout the year, providing the Board with confidence in the Group's strategic direction.

PRINCIPAL RISKS AND UNCERTAINTIES

The principal risks facing the Group continue to arise from prolonged dislocations in global financial markets, geopolitical instability and changes in the macroeconomic and regulatory environment. While such conditions can create periods in which market leadership becomes unusually concentrated, they also reinforce the long-term structural trends that underpin the Group's investment philosophy, including resource scarcity, rising input costs and the increasing importance of operational resilience.

A relatively small number of institutional investors provide a significant portion of the AuA of the Osmosis Group. Re-allocation decisions by one or more of these investors could have a material negative impact on revenues. This risk was evidenced during the year, when the redemption of two large, segregated equity mandates was the principal driver of the reduction in Group AuA. This further reinforces the importance of the Group's long-term strategy to diversify its client base, broaden its investment capabilities across asset classes, and expand its geographic footprint.

The Group continues to monitor regulatory developments across all jurisdictions in which it operates. Its authorised business in the Netherlands provides a strong platform from which to support clients across Europe while responding to evolving regulatory requirements.

Volatility in currency markets creates a certain amount of volatility in the sterling value of the Group's income streams, which are partially naturally hedged. As the Group's business builds further, the opportunities to create more stability in those streams are monitored closely.

The Group's investment process is founded on systematic research and quantitative portfolio construction. While these models are designed to operate without discretionary intervention during normal market conditions, they are subject to continuous research, monitoring and periodic stress testing to ensure their resilience under a wide range of market scenarios.

The Osmosis Group's principal financial instruments comprise bank balances, trade debtors, trade creditors, convertible loan notes and preference shares. Bank balances represent the level of liquid resources available to the Group in support of normal operations. Trade debtors and creditors arise in the normal course of events; neither is specifically used to provide finance for the Osmosis Group, and significant balances normally arise only due to settlement timing.

The objective of the Osmosis Group is to achieve continual above benchmark growth in the level of investment assets from which its revenues are derived. While the Group reported a profit for the year, this reflected the fair value gain on its associate and underlying trading remained loss making; the business continued to invest ahead of growth through increased expenditure on research, technology, investment capabilities and distribution.

The Board believes these investments strengthen the Group's long-term competitive position and remain consistent with its strategy of building a scalable research-led investment platform.

Liquidity risk is managed through prudent capital planning, maintaining appropriate funding from shareholders and finance providers, and disciplined expenditure management. Investment continues to be directed towards supporting ongoing operations, strengthening the Group's research and technology capabilities, and developing new sources of long-term revenue, while enhancing existing ones.

Credit and cash flow risk is managed by monitoring amounts outstanding for age of debt and against relevant mandates. No credit is extended to customers. Due to the nature of the investors, collection of fees due may take up to 90 days. Trade creditors' liquidity risk is managed by ensuring sufficient funds are available to meet amounts due.

Cyber risks

The level of threat from malicious electronic attack to organisations and individuals continues to rise, and regulatory focus on this area continues. The Osmosis Group is not immune to cyber attacks and remains alert to the possibility of having its operations significantly compromised by such attacks. The directors have accordingly taken all reasonable measures to ensure that the Osmosis Group is both well protected and able to recover from a breach of defences swiftly. The Group ensures that all of its staff are knowledgeable about extant cyber threats through a programme of ongoing training and awareness testing, ensures that its infrastructure is as robust as possible, and periodically tests its defences. The Group maintains cyber insurance, and ongoing investment in infrastructure continues to increase resilience and mitigate foreseeable downside effects.

Uncertainties and risks for the Osmosis Group

Russia's war on Ukraine and the resulting sanctions continue to affect world markets, as does United States policy on import tariffs, to which other major economies respond. Renewed conflict in the Middle East and the disruption to global energy supply introduced significant uncertainty late in the year. Price inflation experienced in major economies has generally been on a downward trend following central bank interventions, although the energy shock introduces a fresh upward risk. Many of these structural developments-, including higher energy costs, resource constraints, increasing environmental regulation and changing patterns of capital investment-reinforce the long-term themes that underpin the Group's investment philosophy. Nevertheless, the timing and pace with which markets recognise these characteristics remain uncertain, and periods of elevated volatility can be expected to continue.The Group continues to mitigate these uncertainties by investing in differentiated investment capabilities, deepening client relationships and expanding its presence across asset classes and international markets.

Operationally, the Group continued to operate effectively, with hybrid working as the operating model for the foreseeable future. The flexibility and resilience of the technology infrastructure continued to serve the Group well.

Viability of the Group

An element of the Group's risk management approach is to stress-test the business by considering a range of scenarios. Accordingly, around a central case, a number of financial forecast variations are developed, and which are a function of the key factors bearing on income levels, linked variable expense levels and semi-variable expenditure commitments. The development of scenario analysis enables the Group's management to be cognisant of potential sets of conditions to which responses can be planned, which include taking action to reduce expenditure levels and seeking further shareholder support and the speed with which any given action might need to be taken.

Included in the range of scenarios considered are those in which a significant and sustained fall in global equity markets is experienced. The Group has the ability to withstand such conditions should they occur and to take all appropriate actions to sustain the continuation of the Group.

Within the scope of the forward planning and scenario analysis sits the requirement to ensure that the Group is able to meet the FCA's applicable capital requirements and funding obligations. There is therefore careful and continuous monitoring of the Group's position with respect to both aspects.

The Financial Reporting Council requires all companies to rigorously assess all the factors affecting the business when deciding to adopt a going-concern basis for the preparation of accounts. Having reviewed results of stress-tests, as well as the Group's financial plans and level of resources, the Board considers the adoption of the going-concern basis to be appropriate.

Directors' Statement of Compliance with duty to promote the success of the Group

The Osmosis Group is an investment manager and research house, focused on sustainability and environment foot-printing. It provides the opportunity to investors to allocate their assets to a range of investment strategies, all of which are centred on quantitative methods of optimizing portfolios based on the efficient use of resources by the universe of investable companies. The effective management of assets allocated by clients is of paramount importance to the Group.

The Directors of Osmosis (Holdings) Limited have acted in accordance with their duties codified in law, which include their duty to act in the way in which they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its members as a whole, having regard to the stakeholders and matters set out in section 172(1) of the Companies Act 2006.

Section 172 considerations are embedded in the decision making at Board level and throughout the Group.

ON BEHALF OF THE BOARD:

Mr G Stephen - Director

30 July 2026

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

PRINCIPAL ACTIVITIES

During the year the principal activities of the group were a holding company, to provide investment management services and to be involved in the development of intellectual property and provision of services.

DIVIDENDS

No dividends will be distributed for the year ended 31 March 2026.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 April 2025 to the date of this report.

Mr B G Dear

Mr S Drews

Mr G Stephen

Mrs M R Edwards

Mr M K Even

Other changes in directors holding office are as follows:

Mr P R Maher was appointed as a director after 31 March 2026 but prior to the date of this report.

Ms S Robertson ceased to be a director after 31 March 2026 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group Strategic Report, the Report of the Directors 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 group and of the profit or loss of the group 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, Beavis Morgan Audit Limited, Statutory Auditor, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mr G Stephen - Director

30 July 2026

Opinion

We have audited the financial statements of Osmosis (Holdings) Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 March 2026 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, 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 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 group's and of the parent company affairs as at 31 March 2026 and of the group's profit 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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 group's and the parent 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 directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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 Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Directors 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 group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-	the parent company 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 Statement of Directors' Responsibilities set out on page eight, 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 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 group's and the parent 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 group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditors' 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 a Report of the Auditors 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

- Reviewing the financial statement disclosures and testing to supporting documentation to assess

compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements.

- Enquiring of management concerning actual and potential litigation and claims.

- Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud.

- Reading minutes of meetings of those charged with governance.

- In addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment forgery, collusion, omission or misrepresentation.

Whilst this is the case, our audit approach adopts a risk based approach which ensures that appropriate attention is devoted to the areas assessed as key audit risks. We performed a combination of procedures Including analytical review, detailed substantive verification of transactions and balances as well as detailed test of controls, where appropriate.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

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 a Report of the Auditors 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.

Hassan Behcet (Senior Statutory Auditor)

for and on behalf of Beavis Morgan Audit Limited, Statutory Auditor

3rd Floor

Marlborough House

298 Regents Park Road

Finchley

London

N3 2SZ

30 July 2026

TURNOVER

4

6,164,943

6,403,563

Administrative expenses

7,726,029

6,584,933

GROUP OPERATING LOSS

6

(1,561,086

)

(181,370

)

Share of operating profit/(loss) in

Associates

231,885

(231,885

)

Interest receivable and similar income

39,402

289,085

(1,289,799

)

(124,170

)

Gain/loss on revaluation of investments

6,616,356

-

5,326,557

(124,170

)

Interest payable and similar expenses

7

246,192

-

PROFIT/(LOSS) BEFORE TAXATION

5,080,365

(124,170

)

Tax on profit/(loss)

8

(39,023

)

-

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

5,119,388

(124,170

)

Profit/(loss) attributable to:

Owners of the parent

5,119,388

(124,170

)

PROFIT/(LOSS) FOR THE YEAR

5,119,388

(124,170

)

OTHER COMPREHENSIVE INCOME

Other comprehensive income

(5,656

)

8,159

Income tax relating to other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

(5,656

)

8,159

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

5,113,732

(116,011

)

Total comprehensive income attributable to:

Owners of the parent

5,113,732

(116,011

)

FIXED ASSETS

Intangible assets

10

2,423,140

1,674,653

Tangible assets

11

7,503

6,769

Investments

12

Interest in associate

6,616,441

(231,800

)

9,047,084

1,449,622

CURRENT ASSETS

Debtors

13

2,517,546

2,931,377

Cash at bank

3,989,558

473,598

6,507,104

3,404,975

CREDITORS

Amounts falling due within one year

14

898,903

1,146,356

NET CURRENT ASSETS

5,608,201

2,258,619

TOTAL ASSETS LESS CURRENT LIABILITIES

14,655,285

3,708,241

CREDITORS

Amounts falling due after more than one year

15

7,064,351

1,695,731

NET ASSETS

7,590,934

2,012,510

CAPITAL AND RESERVES

Called up share capital

17

2,050

2,040

Share premium

18

14,791,421

14,326,739

Other reserves

18

(489

)

(489

)

Fair value reserve

18

6,616,356

-

Retained earnings

18

(13,818,404

)

(12,315,780

)

SHAREHOLDERS' FUNDS

7,590,934

2,012,510

The financial statements were approved by the Board of Directors and authorised for issue on 30 July 2026 and were signed on its behalf by:

Mr G Stephen - Director

FIXED ASSETS

Intangible assets

10

-

-

Tangible assets

11

7,503

6,769

Investments

12

6,681,692

65,336

6,689,195

72,105

CURRENT ASSETS

Debtors

13

8,259,826

7,273,456

Cash at bank

2,255,954

337,636

10,515,780

7,611,092

CREDITORS

Amounts falling due within one year

14

8,739,120

8,089,359

NET CURRENT ASSETS/(LIABILITIES)

1,776,660

(478,267

)

TOTAL ASSETS LESS CURRENT LIABILITIES

8,465,855

(406,162

)

CREDITORS

Amounts falling due after more than one year

15

7,064,351

1,695,731

NET ASSETS/(LIABILITIES)

1,401,504

(2,101,893

)

CAPITAL AND RESERVES

Called up share capital

17

2,050

2,040

Share premium

18

14,791,421

14,326,739

Fair value reserve

18

6,616,356

-

Retained earnings

18

(20,008,323

)

(16,430,672

)

SHAREHOLDERS' FUNDS

1,401,504

(2,101,893

)

Company's profit/(loss) for the financial year

3,038,705

(2,119,413

)

The financial statements were approved by the Board of Directors and authorised for issue on 30 July 2026 and were signed on its behalf by:

Mr G Stephen - Director

Called up

share

Retained

Share

capital

earnings

premium

£

£

£

Balance at 1 April 2024

2,016

(12,199,769

)

13,522,488

Changes in equity

Issue of share capital

24

-

804,251

Total comprehensive income

-

(116,011

)

-

Balance at 31 March 2025

2,040

(12,315,780

)

14,326,739

Changes in equity

Issue of share capital

10

-

464,682

Total comprehensive income

-

(1,502,624

)

-

Balance at 31 March 2026

2,050

(13,818,404

)

14,791,421

Fair

Other

value

Total

reserves

reserve

equity

£

£

£

Balance at 1 April 2024

(489

)

-

1,324,246

Changes in equity

Issue of share capital

-

-

804,275

Total comprehensive income

-

-

(116,011

)

Balance at 31 March 2025

(489

)

-

2,012,510

Changes in equity

Issue of share capital

-

-

464,692

Total comprehensive income

-

6,616,356

5,113,732

Balance at 31 March 2026

(489

)

6,616,356

7,590,934

Called up

Fair

share

Retained

Share

value

Total

capital

earnings

premium

reserve

equity

£

£

£

£

£

Balance at 1 April 2024

2,016

(14,311,259

)

13,522,488

-

(786,755

)

Changes in equity

Issue of share capital

24

-

804,251

-

804,275

Total comprehensive income

-

(2,119,413

)

-

-

(2,119,413

)

Balance at 31 March 2025

2,040

(16,430,672

)

14,326,739

-

(2,101,893

)

Changes in equity

Issue of share capital

10

-

464,682

-

464,692

Total comprehensive income

-

(3,577,651

)

-

6,616,356

3,038,705

Balance at 31 March 2026

2,050

(20,008,323

)

14,791,421

6,616,356

1,401,504

Cash flows from operating activities

Cash generated from operations

1

(1,195,700

)

(9,589

)

Interest paid

(246,192

)

-

Tax paid

-

4,175

Taxation refund

76,416

-

Net cash from operating activities

(1,365,476

)

(5,414

)

Cash flows from investing activities

Purchase of intangible fixed assets

(982,040

)

(1,419,493

)

Purchase of tangible fixed assets

(3,454

)

(8,214

)

Purchase of fixed asset investments

-

(85

)

Interest received

39,402

289,085

Net cash from investing activities

(946,092

)

(1,138,707

)

Cash flows from financing activities

Loan repayments in year

(1,695,731

)

(1,055,895

)

Amount withdrawn by directors

-

(356

)

Share issue

10

24

Share premium

464,682

804,251

Preference share issue

7,064,224

-

Net cash from financing activities

5,833,185

(251,976

)

Increase/(decrease) in cash and cash equivalents

3,521,617

(1,396,097

)

Cash and cash equivalents at beginning of year

2

473,598

1,861,536

Effect of foreign exchange rate changes

(5,657

)

8,159

Cash and cash equivalents at end of year

2

3,989,558

473,598