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Registered number: 09580431


ARMIRA CAPITAL LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026

 
ARMIRA CAPITAL LIMITED
 

COMPANY INFORMATION


Directors
Kenyon Andrew Abel (resigned 29 November 2025)
Gurmail Singh Uppal 
Lukhvinder Kaur Uppal (appointed 26 November 2025)




Registered number
09580431



Registered office
Floor 19
100 Bishopsgate

London

EC2N 4AG




Independent auditors
Ashings Limited
Chartered Accountants & Statutory Auditors

Northside House

Mount Pleasant

Cockfosters

Herts

EN4 9EB





 
ARMIRA CAPITAL LIMITED
 

CONTENTS



Page
Strategic Report
1 - 3
Directors' Report
4 - 5
Independent Auditors' Report
6 - 9
Statement of Income and Retained Earnings
10
Statement of Financial Position
11
Statement of Cash Flows
12
Analysis of Net Debt
13
Notes to the Financial Statements
14 - 24


 
ARMIRA CAPITAL LIMITED
 

STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2026

Introduction
 
The directors present the strategic report and financial statements for the year ended 31 March 2026.

Business review
 
The principal activity of the Company during the year remained that of an investment firm authorised and regulated by the Financial Conduct Authority (“FCA”) in the United Kingdom. 

During the year, turnover increased by 30% from £2,056,820 to £2,678,459, with gross profit rising from £1,582,008 to £1,844,181. This growth reflects a combination of factors, including strengthened relationships with the Company’s existing client base, as well as an improvement in market conditions. The Board is satisfied with the overall performance. 

Administrative costs decreased by 19% to £1,708,032 (2025: £2,120,733), driven by targeted cost optimisation and efficiency initiatives across the business. Importantly, investments made in prior years—particularly in risk management frameworks, internal processes, and operational infrastructure—are now delivering tangible benefits. These enhancements have contributed to a more robust and scalable operating model, supporting both improved cost discipline and sustainable growth. 

The balance sheet of the Company remains robust, with net assets increasing by £138,682, to £1,630,547, (2025: £1,491,867).

Regulatory capital
 
The Company is authorised and regulated by the Financial Conduct Authority (“FCA”) as a MIFIDPRU investment firm under the Investment Firm Prudential Regime (“IFPR”). As at 31 March 2026, the Company’s minimum capital requirement was determined by the Own Funds Threshold Requirement (“OFTR”), as assessed within the Internal Capital Adequacy and Risk Assessment (“ICARA”) process. 

The Board is satisfied that the Company has remained fully compliant with all applicable regulatory capital requirements throughout the period. The Company has consistently maintained a prudent surplus above its regulatory minimum, providing a strong capital base to support ongoing operations and future growth. This position reflects a disciplined approach to capital management and the continued strengthening of internal risk and prudential frameworks. 

Risk management

The Board retains ultimate responsibility for establishing and maintaining an effective system of risk management and internal control. The Company’s risk management framework is formally documented within the ICARA, which is subject to continuous update and periodic review to ensure it remains appropriate to the scale, nature, and complexity of the business. 

In recent years, the Company has made targeted investments in its risk management infrastructure, governance processes, and control environment. These enhancements are now delivering tangible benefits, resulting in a more robust, scalable, and forward-looking operating model. The strengthened framework supports improved risk identification, measurement, monitoring, and reporting across the organisation. 

The Company operates a “Three Lines of Defence” model, comprising the Board, the Management Committee, and the Compliance and Financial Crime Committee. Roles, responsibilities, reporting lines, and information flows are clearly defined and communicated across the business, ensuring effective oversight and accountability. 

At a high level, responsibilities are allocated as follows: 

Board of Directors – responsible for setting the Company’s risk appetite and culture, and for providing overall oversight of the risk management framework. 

Management Committee – responsible for the day-to-day management of the business, including execution of
Page 1

 
ARMIRA CAPITAL LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026

strategy, delivery against objectives, and oversight of financial and operational performance; strategic direction is subject to Board approval. 

Compliance and Financial Crime Committee – responsible for overseeing the Company’s compliance and financial crime frameworks, including assessment of the design and effectiveness of controls, and ongoing monitoring of key risks. 

The Company undertakes continuous assessment of a range of principal risks, including: 

Credit risk – primarily arising from cash balances held with banks and custodians; exposures are managed through careful counterparty selection and monitoring. 

Market risk – limited due to the Company operating primarily on an agency basis; exposure may arise temporarily due to timing differences. 

Operational risk – monitored through a suite of key risk indicators designed to assess control effectiveness and identify emerging risks. 

Liquidity risk – managed through robust cashflow forecasting, budgeting, scenario analysis, and regular monitoring to ensure sufficient liquidity is maintained. 

Settlement risk – mitigated through delivery-versus-payment settlement processes and supported by strong operational controls. 

Compliance and legal risk – managed by dedicated compliance and legal functions responsible for monitoring regulatory developments and ensuring adherence to applicable requirements. 

Financial crime risk – addressed through comprehensive policies and procedures, supported by an enterprise-wide risk assessment and regular management information reporting to the Compliance and Financial Crime Committee. 

Technology risk – mitigated through a well-controlled IT environment, with established governance, security protocols, and adherence to industry best practices. 

Overall, the Board considers that the Company’s risk management framework remains effective and proportionate, and is well positioned to support the business as it continues to grow and evolve. 

 

Page 2

 
ARMIRA CAPITAL LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026

Key performance indicators
 
The directors assess the Key Performance Indicators (KPIs) on a monthly basis across financial and non-financial elements. The key financial KPIs are turnover of £2,678,459, (2025: £2,056,459), gross profit of £1,844,181, (2025: £1,582,008) and operating profit of £138,680), (2025: Loss of  (£462,809).  

 At the year end the firm had net assets of £1,630,547, (2025: £1,491,867). 

The non-financial KPIs considered by the directors include: employee performance, number of client relationships maintained, services offered to clients, internal operational performance, and individual product desk performance. 

Development and performance

The Board is satisfied with the Company’s level of activity during the year and the progress made in establishing its position as a niche operator within selected asset classes in the marketplace. The Directors believe the Company’s prospects remain strong, supported by a disciplined and considered strategy focused on growth in specialist markets where it holds a competitive advantage. This advantage is underpinned by the Company’s access to global markets and its ability to respond effectively to client requirements. 

The Company will continue to prioritise asset classes that complement existing client activity, alongside ongoing investment in its people, processes, and systems to support sustainable growth. 


This report was approved by the board on 24 July 2026 and signed on its behalf.



Gurmail Singh Uppal
Director

Page 3

 
ARMIRA CAPITAL LIMITED
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2026

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

Directors' responsibilities statement

The directors are responsible for preparing the Strategic Report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Company's financial statements 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 to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Principal activity

The principal activity of the Company is to provide financial advisory services and facilitation of financial markets transactions across the international markets for banks and investment firms.

Results and dividends

The profit for the year, after taxation, amounted to £138,680 (2025 - loss £462,809).

The directors are satisfied with the performance of the Company and do not recommend the payment of a dividend.

Directors

The directors who served during the year were:

Kenyon Andrew Abel (resigned 29 November 2025)
Gurmail Singh Uppal 
Lukhvinder Kaur Uppal (appointed 26 November 2025)

Environmental matters

The Company will seek to minimise adverse impacts on the environment from its activities, whilst continuing to address health, safety and economic issues. The Company has complied with all applicable legislation and regulations.

Page 4

 
ARMIRA CAPITAL LIMITED
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2026

Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company's auditors are unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditors are aware of that information.

Auditors

The auditorsAshings Limitedwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board on 24 July 2026 and signed on its behalf.
 





Gurmail Singh Uppal
Director

Page 5

 
ARMIRA CAPITAL LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ARMIRA CAPITAL LIMITED
 

Opinion


We have audited the financial statements of Armira Capital Limited (the 'Company') for the year ended 31 March 2026, which comprise the Statement of Income and Retained Earnings, the Analysis of Net Debt, the Statement of Financial Position, the Statement of Cash Flows and the related notes, including a summary of significant accounting policiesThe 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 March 2026 and of its 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 Company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 Auditors' Report thereon. The directors are responsible for the other information contained within the Annual ReportOur 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.


Page 6

 
ARMIRA CAPITAL LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ARMIRA CAPITAL LIMITED (CONTINUED)


Opinion 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 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.


Matters on which we are required to report by exception
 

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.


Responsibilities of directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 4, 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.


Page 7

 
ARMIRA CAPITAL LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ARMIRA CAPITAL LIMITED (CONTINUED)


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

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we considered the following:

• the nature of the industry and sector, control environment and business performance including the design   of the Company’s remuneration policies, key drivers for Directors’ remuneration, bonus levels and 
 performance targets;
• results of our enquiries of management and the Audit and Risk Committee about their own identification 
 and assessment of the risks of irregularities;
• any matters we identified having obtained and reviewed the Company’s documentation of their policies 
 and procedures relating to:
 – identifying, evaluating and complying with laws and regulations and whether they were aware of 
  any instances of non-compliance;
 – detecting and responding to the risks of fraud and whether they have knowledge of any actual, 
  suspected or alleged fraud;
 – the internal controls established to mitigate risks of fraud or non-compliance with laws and 
  regulations;
• the matters discussed among the audit engagement team and involving relevant internal specialists, 
 including tax, real estate and pensions regarding how and where fraud might occur in the financial 
 statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in management’s incentive to manipulate journals. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

We also obtained an understanding of the legal and regulatory framework that the Company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act, Financial Services and Markets Act pensions legislation and tax legislation.

In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the Company’s ability to operate or to avoid a material penalty. The key laws and regulations we considered in this context included the Financial Services and Markets Act and the Health and Safety Act.

Audit response to risks identified

As a result of performing the above, we did not identify any key audit matters related to the potential risk of fraud or non-compliance with laws and regulations.

In addition to the above, our procedures to respond to risks identified included the following:

• 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;
 
Page 8

 
ARMIRA CAPITAL LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF ARMIRA CAPITAL LIMITED (CONTINUED)


• 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, reviewing correspondence with HMRC; 
 and
• 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, including internal specialists, and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

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 from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentation, or through collusion.


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.


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 Auditors' 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 2006Our 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 Auditors' 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.





Darryl Ashing FCA (Senior Statutory Auditor)
  
for and on behalf of
Ashings Limited
 
Chartered Accountants
Statutory Auditors
  
Northside House
Mount Pleasant
Cockfosters
Herts
EN4 9EB

24 July 2026
Page 9

 
ARMIRA CAPITAL LIMITED
 

STATEMENT OF INCOME AND RETAINED EARNINGS
FOR THE YEAR ENDED 31 MARCH 2026

2026
2025
Note
£
£

  

Turnover
 4 
2,678,459
2,056,820

Cost of sales
  
(834,278)
(474,812)

Gross profit
  
1,844,181
1,582,008

Administrative expenses
  
(1,708,032)
(2,120,733)

Operating profit/(loss)
 5 
136,149
(538,725)

Tax on profit/(loss)
 9 
2,531
75,916

Profit/(loss) after tax
  
138,680
(462,809)

  

  

Retained earnings at the beginning of the year
  
491,517
954,326

  
491,517
954,326

Profit/(loss) for the year
  
138,680
(462,809)

Retained earnings at the end of the year
  
630,197
491,517
There were no recognised gains and losses for 2026 or 2025 other than those included in the statement of income and retained earnings.

The notes on pages 14 to 24 form part of these financial statements.
Page 10

 
ARMIRA CAPITAL LIMITED
REGISTERED NUMBER: 09580431

STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2026

2026
2025
Note
£
£

  

Current assets
  

Debtors: amounts falling due after more than one year
 10 
1,930
11,362

Debtors: amounts falling due within one year
 10 
1,781,006
1,546,154

Cash at bank and in hand
 11 
1,384,053
820,521

  
3,166,989
2,378,037

Creditors: amounts falling due within one year
 12 
(1,536,442)
(886,170)

Net current assets
  
 
 
1,630,547
 
 
1,491,867

Total assets less current liabilities
  
1,630,547
1,491,867

  

Net assets
  
1,630,547
1,491,867


Capital and reserves
  

Called up share capital 
 14 
1,000,350
1,000,350

Profit and loss account
 15 
630,197
491,517

  
1,630,547
1,491,867


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 24 July 2026.




Gurmail Singh Uppal
Director

The notes on pages 14 to 24 form part of these financial statements.

Page 11

 
ARMIRA CAPITAL LIMITED
 

STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2026

2026
2025
£
£

Cash flows from operating activities

Profit/(loss) for the financial year
138,680
(462,809)

Adjustments for:

Taxation charge
(2,531)
(75,916)

(Increase) in debtors
(225,413)
(1,978)

Increase/(decrease) in creditors
650,265
(705,528)

Corporation tax received/(paid)
2,531
(73,461)

Net cash generated from operating activities

563,532
(1,319,692)




Net increase/(decrease) in cash and cash equivalents
563,532
(1,319,692)

Cash and cash equivalents at beginning of year
820,521
2,140,213

Cash and cash equivalents at the end of year
1,384,053
820,521


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
1,384,053
820,521

1,384,053
820,521


The notes on pages 14 to 24 form part of these financial statements.

Page 12

 
ARMIRA CAPITAL LIMITED
 

ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 MARCH 2026




At 1 April 2025
Cash flows
At 31 March 2026
£

£

£

Cash at bank and in hand

820,521

563,532

1,384,053


820,521
563,532
1,384,053

The notes on pages 14 to 24 form part of these financial statements.

Page 13

 
ARMIRA CAPITAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026

1.


General information

Armira Capital Limited is a Company limited by shares incorporated in England and Wales with Company number 09580431 and registered office sited at Floor 19, 100 Bishopsgate, London, United Kingdom, EC2N 4AG.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

These financial statements have been rounded to the nearest £1.

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 3).

The following principal accounting policies have been applied:

 
2.2

Going concern

The directors have assessed the Company’s ability to continue as a going concern and consider it appropriate to prepare the financial statements on that basis.
 
The Company turned from loss making in 2025 to profit making in 2026 with profits after tax being £138,680, (2025:-£462,809). This was due to combination of factors, including changing market conditions, continued investment and continuation of the Company's focus on risk management and compliance. This created a stronger operating model and strong future performance by the Company.  The Company continues to generate sufficient cash flow and has access to adequate financial resources to meet its obligations as they fall due.
 
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 and for a period of at least 12 months from the signing of the financial statements. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Page 14

 
ARMIRA CAPITAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026

2.Accounting policies (continued)

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is pounds sterling (£).

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 profit or loss 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 Income and Retained Earnings within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits 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, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Company will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.5

Finance costs

Finance costs are charged to profit or loss 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.

Page 15

 
ARMIRA CAPITAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026

2.Accounting policies (continued)

 
2.6

Pensions

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 profit or loss 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.

 
2.7

Taxation

Tax is recognised in profit or loss 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.


 
2.8

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.

 
2.9

Cash and cash equivalents

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.

In the Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Company's cash management.

 
2.10

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.

 
2.11

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Company's Statement of Financial Position 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.

Page 16

 
ARMIRA CAPITAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026

2.Accounting policies (continued)


2.11
Financial instruments (continued)

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Basic 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 the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

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

Page 17

 
ARMIRA CAPITAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026

2.Accounting policies (continued)


2.11
Financial instruments (continued)

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

Other financial instruments

Derivatives, including forward exchange contracts, futures contracts and interest rate swaps, are not classified as basic financial instruments. These are initially recognised at fair value on the date the derivative contract is entered into, with costs being charged to the profit or loss. They are subsequently measured at fair value with changes in the profit or loss.

Debt instruments that do not meet the conditions as set out in FRS 102 paragraph 11.9 are subsequently measured at fair value through the profit or loss. This recognition and measurement would also apply to financial instruments where the performance is evaluated on a fair value basis as with a documented risk management or investment strategy.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of financial statements requires management and the Board of Directors to make
estimates and judgements that affect reported amounts of assets, liabilities, revenues and expenses, and
related disclosure of contingent assets and liabilities. 

These estimates are based on historical experience and various other assumptions that management and the Board believe are reasonable under the circumstances, the results of which form the basis for making judgements about the carrying values of assets and liabilities that are not readily apparent from other sources. 

Actual results may differ from these estimates under different assumptions or conditions, significantly impacting the Company's earnings and financial position.
 

Page 18

 
ARMIRA CAPITAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026

4.


Turnover

An analysis of turnover by class of business is as follows:


2026
2025
£
£

Commissions
1,766,307
936,228

Sales of services
912,152
1,120,592

2,678,459
2,056,820


Analysis of turnover by country of destination:

2026
2025
£
£

United Kingdom
2,678,459
2,056,820

2,678,459
2,056,820



5.


Operating profit/(loss)

The operating profit/(loss) is stated after charging:

2026
2025
£
£

Exchange differences
(5,354)
29,236


6.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors:


2026
2025
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
9,600
8,760

Fees payable to the Company's auditors in respect of:

All other services
2,700
2,460
Page 19

 
ARMIRA CAPITAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026

7.


Employees

Staff costs, including directors' remuneration, were as follows:


2026
2025
£
£

Wages and salaries
868,493
789,058

Social security costs
105,358
118,815

Cost of defined contribution scheme
7,358
9,941

981,209
917,814


The average monthly number of employees, including the directors, during the year was as follows:


        2026
        2025
            No.
            No.







Directors
2
2



Finance, Operations and Compliance
9
9

11
11


8.


Directors' remuneration

2026
2025
£
£

Directors' emoluments
353,615
276,000

353,615
276,000


Page 20

 
ARMIRA CAPITAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026

9.


Taxation


2026
2025
£
£

Corporation tax


Current tax on profits for the year
-
(75,916)

Adjustments in respect of previous periods
(2,531)
-


(2,531)
(75,916)


Total current tax
(2,531)
(75,916)

Deferred tax

Total deferred tax
-
-


Tax on (loss)/profit
(2,531)
(75,916)

Factors affecting tax charge for the year

The tax assessed for the year is lower than (2025 - lower than) the standard rate of corporation tax in the UK of 25% (2025 - 25%). The differences are explained below:

2026
2025
£
£


Profit/(loss) on ordinary activities before tax
136,149
(538,725)


Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2025 - 25%)
34,037
(134,681)

Effects of:


Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
1,755
2,123

Unrelieved tax losses carried forward
(38,323)
56,642

Total tax charge for the year
(2,531)
(75,916)


Factors that may affect future tax charges

There are losses carried forward of £8,247, (2025:£151,633).

Page 21

 
ARMIRA CAPITAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026

10.


Debtors

2026
2025
£
£

Due after more than one year

Trade debtors
1,930
11,362

1,930
11,362


2026
2025
£
£

Due within one year

Trade debtors
703,398
272,647

Other debtors
561,815
879,667

Prepayments and accrued income
515,793
393,840

1,781,006
1,546,154



11.


Cash and cash equivalents

2026
2025
£
£

Cash at bank and in hand
1,384,053
820,521

1,384,053
820,521



12.


Creditors: Amounts falling due within one year

2026
2025
£
£

Trade creditors
1,129,049
720,313

Other creditors
-
28,536

Accruals and deferred income
407,393
137,321

1,536,442
886,170


Page 22

 
ARMIRA CAPITAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026

13.


Financial instruments

The Company was authorised and regulated by the Financial Conduct Authority (FCA) throughout the year. The Company is required to monitor and manage risk exposure during the year and is subject capital resources imposed externally by the FCA.

The directors' identification and assessment of risk and risk management have been disclosed within the Strategic Report within these accounts.

2026
2025
£
£

Financial assets


Financial assets measured at fair value through profit or loss
1,384,053
820,521



Financial assets and liabilities have been restated to show gross matched principal debtors and matched creditors for all amounts due and payable by counterparties in the matched principal business. 


Financial assets are measured at amortised cost.


14.


Share capital

2026
2025
£
£
Allotted, called up and fully paid



1,000,350 (2025 - 1,000,350) Class A shares of £1.00 each
1,000,350
1,000,350



15.


Reserves

Profit and loss account

The profit and loss account represents cumulative retained profits net of losses since incorporation.


16.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company  in an independently administered fund. The pension cost charge represents contributions payable by the Company  to the fund and amounted to £7,358, (2025 - £9,941) . There was no unpaid amounts at the balance sheet date, (2025 -£Nil).

Page 23

 
ARMIRA CAPITAL LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026

17.


Related party transactions

During the year the Company had transactions with CedarKnight Limited, a company related through common control. The Company was recharged £65,055, (2025: £93,000) by CedarKnight Limited for management services including rent, rates and utilities. 

During the year, a further sum of £29,675, (2025: £26,264)  was recharged by Cedarknight Limited in relation to insurance. Further recharges from Cedarknight Limited of £29,924, (2025: £30,363) were applied during the year in relation to Steel Eye. All recharges were paid at the year end.

Included within cost of sales are commissions due to QuadFin Capital Limited of £336,216, (2025: £112,554). Included within other creditors at the year-end accrued commission owed to QuadFin Capital Limited of £140,711, (2025: £43,178). The company was under the control of the directors.

Included within wages & salaries is an amount of £Nil, (2025:£4,026) to T Uppal, a child of G Uppal, a director.


18.


Controlling party

The ultimate controlling parties at the year end were the directors K Abel and G Uppal through 100% owned entities Abelneaux Capital Limited and QuadFin Capital Limited.

Page 24