REGISTERED NUMBER: 13947080 (England and Wales)

AUDITED FINANCIAL STATEMENTS

FOR THE PERIOD 1 APRIL 2024 TO 31 DECEMBER 2024

FOR

COMPLYMAP GROUP LTD

PREVIOUSLY KNOWN AS

MAP PERSONNEL AND BUSINESS SUPPORT

SERVICES LIMITED

Page

Statement of Financial Position

1

Notes to the Financial Statements

2

FIXED ASSETS

Investments

4

11,521,977

-

CURRENT ASSETS

Cash at bank and in hand

34,879

100

CREDITORS

Amounts falling due within one year

5

59,594

-

NET CURRENT (LIABILITIES)/ASSETS

(24,715

)

100

TOTAL ASSETS LESS CURRENT LIABILITIES

11,497,262

100

CAPITAL AND RESERVES

Called up share capital

300

100

Share premium

6

7,615,500

-

Merger reserves

6

7,571,900

-

Retained earnings

6

(3,690,438

)

-

SHAREHOLDERS' FUNDS

11,497,262

100

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 3 August 2026 and were signed on its behalf by:

Dr S Platis - Director

1.	STATUTORY INFORMATION

Complymap Group Ltd is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address are as below:

Registered number:

13947080

Registered office:

1 Kings Avenue

London

N21 3NA

The presentation currency of the financial statements is the Pound Sterling (£).

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 financial statements have been prepared on a going concern basis as the directors are satisfied that the company will have adequate resources to meet its liabilities to third parties as they fall due.

Preparation of consolidated financial statements

The company is an intermediate parent undertaking within the S.Platis Holdings Limited group, a company

registered in England and Wales whose registered office is 1 Kings Avenue, London N21 3NA.

The company has not prepared consolidated financial statements, and these financial statements present information about the company as an individual undertaking and not about its group. The company is exempt from the requirement to prepare group accounts under section 399(2A) of the Companies Act 2006 because it is subject to the small companies regime. S.Platis Holdings Limited is the parent undertaking of the smallest group of undertakings for which group accounts are drawn up and of which the company is a member.

Significant judgements and estimates

In the application of the company's accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period or in the period of the revision and future periods where the revision affects both current and future periods.

There are no significant judgements or estimates involved in the preparation of the financial statements.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost less impairment. Cost includes the fair value of shares issued by the parent company in exchange for shares in the subsidiary at the date of acquisition. Investments are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, such that the estimated recoverable value of the asset has been reduced below its carrying value, an impairment loss is recognised in profit and loss.

Taxation

Taxation for the period 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 statement of financial position date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position 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 period 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

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Turnover

Turnover represents the fair value of the consideration receivable for goods and services provided in the normal course of business, net of value added tax, trade discounts and other sales taxes. Turnover is recognised when the significant risks and rewards of ownership have transferred to the buyer, or as the service is provided, and the amount can be measured reliably. The company had no turnover during the period.

Going concern

The financial statements have been prepared on the going concern basis. The company is a holding company whose principal assets are its investments in subsidiary undertakings. At the reporting date the company had net assets of 11,497,262 and net current liabilities of 24,715. Taking account of the dividends receivable from, and continuing support of, its subsidiary undertakings, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for at least twelve months from the date these financial statements are approved. Accordingly the going concern basis has been adopted.

Cash and cash equivalents

Cash and cash equivalents in the statement of financial position comprise cash at banks and in hand, short term deposits with an original maturity date of one month. Cash equivalents are defined as short-term, highly liquid investments that are readily convertible to known amounts of cash and that are subject to an insignificant risk of changes in value.

3.	EMPLOYEES AND DIRECTORS

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

4.	FIXED ASSET INVESTMENTS

Shares in

group

undertakings

£

COST

Additions

15,964,574

Impairments

(4,442,597

)

At 31 December 2024

11,521,977

NET BOOK VALUE

At 31 December 2024

11,521,977

The company's investments at the Statement of Financial Position date in the share capital of companies include the following:

Complyport (EU) Ltd (formerly M.A.P. Business Solutions Ltd)

Registered office: 4 Modestou Panteli,Mesa Geitonia P.C. 4003,Limassol Cyprus

Nature of business: Regulatory compliance consultancy (governance,

%

Class of shares:

holding

Ordinary

100.00

Complyport Tech (EU) Ltd (formerly MAP Financial Technologies (Europe)

Registered office: 4 Modestou Panteli,Mesa Geitonia P.C. 4003,Limassol Cyprus

Nature of business: Financial technology and regulatory reporting

%

Class of shares:

holding

Ordinary

86.00

MAP Risk Management Services Ltd

Registered office: 4 Modestou Panteli,Mesa Geitonia P.C. 4003,Limassol Cyprus

Nature of business: Risk management services

%

Class of shares:

holding

Ordinary

80.00

MAP Information Technology Support Ltd

Registered office: 4 Modestou Panteli,Mesa Geitonia P.C. 4003,Limassol Cyprus

Nature of business: Information technology support services

%

Class of shares:

holding

Ordinary

100.00

Quadprime Cyprus Ltd

Registered office: Diagorou 2,ERA HOUSE,1097, Nicosia, Cyprus

Nature of business: Information technology and software development

%

Class of shares:

holding

Ordinary

75.00

Complyport Holdings Ltd

Registered office: 4 Modestou Panteli,Mesa Geitonia P.C. 4003,Limassol Cyprus

Nature of business: Holding company

%

Class of shares:

holding

Ordinary

100.00

Complyport Tech (UK) Ltd (formerly MAP Fintech (UK) Ltd)

Registered office: 1 Kings Avenue, London, United Kingdom, N21 3NA

Nature of business: Financial technology and regulatory reporting

%

Class of shares:

holding

Ordinary

100.00

Complyport Limited

Registered office: 1 Kings Avenue, London, United Kingdom, N21 3NA

Nature of business: Regulatory compliance consultancy

%

Class of shares:

holding

Ordinary

100.00

Complyportal Limited

Registered office: 1 Kings Avenue, London, United Kingdom, N21 3NA

Nature of business: Management consultancy

%

Class of shares:

holding

Ordinary

100.00

Impairment of investments

At each reporting date the company assesses whether there is objective evidence that an investment in a subsidiary is impaired. Where such evidence exists, the recoverable amount is estimated as the higher of value in use and fair value less costs to sell. Value in use has been estimated from discounted cash flow projections based on each subsidiary's approved five-year forecast.

During the period the recoverable amount of certain investments was below their carrying amount, and an impairment loss of 4,442,597 was charged to profit or loss.

5.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2024

£

£

Amounts owed to group undertakings

18,000

-

Other creditors

41,594

-

59,594

-

6.

RESERVES

The merger reserve arose on the issue of shares by the company in consideration for the acquisition of its subsidiary undertakings during the period. Where the company secured a holding of at least 90% of the nominal value of a subsidiary's equity through the share-for-share arrangement, the premium on the shares issued qualified for merger relief under section 610 and section 612 of the Companies Act 2006 and was credited to the merger reserve £8,281,900. For the subsidiaries where the 90% threshold was not met, the premium of £7,615,500 did not qualify for merger relief and was credited to the share premium account.

During the period £710,000 was transferred from the merger reserve to retained earnings, leaving a balance of £7,571,900 at 31 December 2024. The investments to which the merger reserve relates are carried at cost less impairment. The impairment loss recognised in the period has been charged to profit or loss and has not been taken against the merger reserve, because the reserve represents consideration recorded in equity on initial recognition and not a fair value gain.

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

The Report of the Auditors was unqualified.

Robert Perez (Senior Statutory Auditor)

for and on behalf of Xeinadin Audit Limited

8.	RELATED PARTY DISCLOSURES

The directors during the period were Dr S Platis and Ms A K Mashensky. Mr P T Grainger was appointed on 2 January 2026. The directors are related parties of the company as its key management. There were no transactions with the directors during the period, and no advances or credits were granted to them.

The company has taken advantage of the exemption in FRS 102 not to disclose transactions with wholly owned members of the group. Complyport Tech (EU) Ltd, MAP Risk Management Services Ltd and Quadprime Cyprus Ltd are not wholly owned; there were no transactions or balances with these subsidiaries during the period.

The company's immediate parent undertaking, and the parent of the smallest group of undertakings for which group accounts are drawn up, is S.Platis Holdings Limited, a company registered in England and Wales whose registered office is 1 Kings Avenue, London N21 3NA.

9.	COMPARATIVE INFORMATION

During the period the company shortened its accounting reference date from 31 March to 31 December. These financial statements therefore cover the nine month period from 1 April 2024 to 31 December 2024, whereas the comparative figures cover the year ended 31 March 2024. The company was also dormant throughout the comparative period. The comparative amounts are therefore not directly comparable with those for the current period.

10.	SUBSEQUENT EVENTS

There were no material events after the end of the reporting period which require adjustment to, or disclosure in, these financial statements.