Company registration number 11210266 (England and Wales)
CVI INVESTMENT HOLDINGS II LIMITED
ANNUAL REPORT AND UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
CVI INVESTMENT HOLDINGS II LIMITED
COMPANY INFORMATION
Directors
Paul Bothamley
Clifford Bottomley
Asim Chohan
Secretary
CSC CLS (UK) Limited
Company number
11210266
Registered office
C/O CSC CLS (UK) Limited
5 Churchill Place
10th Floor
London
United Kingdom
E14 5HU
CVI INVESTMENT HOLDINGS II LIMITED
CONTENTS
Page
Directors' report
1
Directors' responsibilities statement
2
Profit and loss account
3
Balance sheet
4
Statement of changes in equity
5
Notes to the financial statements
6 - 8
CVI INVESTMENT HOLDINGS II LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

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

Principal activities

The principal activity of the company continued to be that of an investment holding company.

Directors

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

Paul Bothamley
Clifford Bottomley
Asim Chohan
Going concern

After making appropriate enquiries, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. For this reason, they have chosen to adopt the going concern basis in preparing the Company’s financial statements.

Small companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.

On behalf of the board
Clifford Bottomley
Director
13 August 2026
CVI INVESTMENT HOLDINGS II LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -

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:

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.

CVI INVESTMENT HOLDINGS II LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -
2025
2024
as restated
$
$
Administrative expenses
(2,933)
(17,973)
Other income
-
0
784
Loss before taxation
(2,933)
(17,189)
Tax on loss
-
0
-
0
Loss for the financial year
(2,933)
(17,189)

The profit and loss account has been prepared on the basis that all operations are continuing operations.

The notes on pages 6 to 8 form part of these financial statements.

CVI INVESTMENT HOLDINGS II LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 4 -
2025
2024
as restated
Notes
$
$
$
$
Current assets
Debtors
4
829,826
999,948
Cash at bank and in hand
784
784
830,610
1,000,732
Creditors: amounts falling due within one year
5
(1,420)
(168,609)
Net current assets
829,190
832,123
Capital and reserves
Called up share capital
6
45,499,948
45,499,948
Profit and loss reserves
(44,670,758)
(44,667,825)
Total equity
829,190
832,123

For the financial year ended 31 December 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.

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

The financial statements were approved by the board of directors and authorised for issue on 13 August 2026 and are signed on its behalf by:
Clifford Bottomley
Director
Company registration number 11210266 (England and Wales)
CVI INVESTMENT HOLDINGS II LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -
Share capital
Profit and loss reserves
Total
$
$
$
As restated for the period ended 31 December 2024:
Balance at 1 January 2024
45,499,948
(44,650,636)
849,312
Year ended 31 December 2024:
Loss and total comprehensive income
-
(17,189)
(17,189)
Balance at 31 December 2024
45,499,948
(44,667,825)
832,123
Year ended 31 December 2025:
Loss and total comprehensive income
-
(2,933)
(2,933)
Balance at 31 December 2025
45,499,948
(44,670,758)
829,190
CVI INVESTMENT HOLDINGS II LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 6 -
1
Accounting policies
Company information

CVI Investment Holdings II Limited is a private company limited by shares incorporated in England and Wales. The registered office is C/O CSC CLS (UK) Limited, 5 Churchill Place, 10th Floor, London, United Kingdom, E14 5HU.

1.1
Accounting convention

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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in US dollars ("$"), which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest $.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

The financial statements contain information about CVI Investment Holdings II Limited as an individual company and do not contain consolidated financial information as the parent of a group.

 

The Company has availed itself an exemption in accordance with FRS 102 paragraph 9.9C(a) and with sections s402 and s405(3)(c) of the Companies Act 2006 from the requirement to prepare consolidated financial statements. The Company is held as part of an investment portfolio with investments being classified at cost less impairment.

1.2
Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

1.3
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally 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.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Classification of financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

CVI INVESTMENT HOLDINGS II LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 7 -
Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are 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 considered to be 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.

3
Employees

There were no employees within the Company for the year ending 31 December 2025; nor for the prior year.

4
Debtors
2025
2024
Amounts falling due within one year:
$
$
Unpaid share capital
829,826
999,948
5
Creditors: amounts falling due within one year
2025
2024
$
$
Amounts owed to group undertakings
920
162,907
Accrued expenses
500
5,702
1,420
168,609
6
Called up share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
$
$
Issued
of $1 each
45,499,948
45,499,948
45,499,948
45,499,948
CVI INVESTMENT HOLDINGS II LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -
7
Dividends

There were no dividends paid or declared for the year ending 31 December 2025; nor for the prior year.

8
Parent & Ultimate Parent Company

The Company does not have an immediate or ultimate controlling parent entity.

9
Prior period adjustment
Changes to the balance sheet
As previously reported
Adjustment
As restated at 31 Dec 2024
$
$
$
Current assets
Debtors due within one year
999,941
7
999,948
Capital and reserves
Share capital
45,499,941
7
45,499,948
Total equity
832,116
7
832,123
Changes to the profit and loss account
As previously reported
Adjustment
As restated
Period ended 31 December 2024
$
$
$
Loss for the financial period
(17,189)
-
(17,189)
Notes to reconciliation
Share capital

In the current year, the Company identified that share capital had been understated in the prior year due to an omission in the recording of a historical share capital transaction. Management reviewed the supporting documentation and concluded that the comparative figures required restatement.

 

Accordingly, the comparative figures have been restated to increase share capital by $7 as at 31 December 2024. A corresponding increase of $7 has been recognised within unpaid share capital included in debtors. The restatement increased total equity by $7 and had no effect on the loss reported for the year ended 31 December 2024.

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