TELESCOPE TECHNOLOGY LIMITED


Directors	CHAUDHARY, Humzah Shuaib
	LASLETT, Oliver William, Dr


Registered Address	7 Bell Yard
	London
	WC2A 2JR


Registered Number	12774445 (England and Wales)

Notes to the Financial Statements
for the year ended 31 December 2025

1.	Accounting policies

	Statutory information
	The company is a private company limited by shares and registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

	Statement of compliance
	The financial statements have been prepared in accordance with the Companies Act 2006 and FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland including Section 1A Small Entities.

	Functional and presentation currency
	The financial statements are presented in sterling and this is the functional currency of the company.

	Going concern
	The financial statements have been prepared on the going concern basis notwithstanding the fact that the company has a deficiency on shareholders' funds at the period end. The director considers the basis to be appropriate as the parent company, Telescope Technology Inc, has sufficient reserves to support the company to trade for a minimum of 12 months from the date of approval of the financial statements.

Going concern

The financial statements have been prepared on the going concern basis notwithstanding the fact that the company has a deficiency on shareholders' funds at the period end. The director considers the basis to be appropriate as the parent company, Telescope Technology Inc, has sufficient reserves to support the company to trade for a minimum of 12 months from the date of approval of the financial statements.

	Turnover policy
	Turnover is measured at the fair value of the consideration received or receivable, net of discounts and value added taxes. Turnover includes revenue earned from the rendering of services.

	Defined contribution pension plan
	The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to the income statement in the period to which they relate.

	Share-based payments
	The share-based payment has been accounted for as an equity-settled transaction in accordance with FRS 102 Section 26. The fair value of the options at the grant date is recognised as an expense over the vesting period, with a corresponding credit to a capital contribution reserve in equity as the share options granted relate to a parent entity's share capital. The capital contribution reserve is labelled as Other reserves on the balance sheet.

Share-based payments

The share-based payment has been accounted for as an equity-settled transaction in accordance with FRS 102 Section 26. The fair value of the options at the grant date is recognised as an expense over the vesting period, with a corresponding credit to a capital contribution reserve in equity as the share options granted relate to a parent entity's share capital. The capital contribution reserve is labelled as Other reserves on the balance sheet.

	Foreign currency translation
	Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss.

Foreign currency translation

Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss.

	Current taxation
	Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.

	Tangible fixed assets and depreciation
	Tangible fixed assets are stated at cost or valuation less depreciation. Depreciation is provided on all tangible fixed assets as follows:


		Straight line (years)
	Office Equipment	3

	Financial instruments
	The company recognises financial assets and financial liabilities when it becomes a party to the contractual provisions of the instrument. Financial assets comprise trade and other debtors, including loan notes, bonds and amount receivable under merchant cash advance arrangements. These assets are initially measured at the transaction price, including directly attributable transaction costs where applicable, and are subsequently measured at amortised cost less impairment. Financial liabilities comprise trade and other creditors and borrowings. These liabilities are initially measured at the transaction price and are subsequently measured at the amortised cost. The directors have elected to transfer the interest expense arising on loans measured at amortised cost from retained earnings to the capital contribution reserve. This transfer is presented as a movement within equity and does not affect the Company's profit or loss for the year. The company does not hold or issue derivative financial instruments.

Financial instruments

The company recognises financial assets and financial liabilities when it becomes a party to the contractual provisions of the instrument.

Financial assets comprise trade and other debtors, including loan notes, bonds and amount receivable under merchant cash advance arrangements. These assets are initially measured at the transaction price, including directly attributable transaction costs where applicable, and are subsequently measured at amortised cost less impairment.

Financial liabilities comprise trade and other creditors and borrowings. These liabilities are initially measured at the transaction price and are subsequently measured at the amortised cost.

The directors have elected to transfer the interest expense arising on loans measured at amortised cost from retained earnings to the capital contribution reserve. This transfer is presented as a movement within equity and does not affect the Company's profit or loss for the year.

The company does not hold or issue derivative financial instruments.

2.	Average number of employees


		2025		2024
	Average number of employees during the year	8		6

3.	Prior period adjustment
	During the year, the company identified that share-based payment transactions relating to share option awards in the prior year had not been recognised in accordance with Section 26 Share-based Payment of FRS 102. In accordance with Section 10 of FRS 102 Accounting Policies, Estimates and Errors, this has been treated as the correction of a prior period error. The effect of the adjustment on the prior year increased operating expenses by £380,358, increased the loss before tax by £380,358, and increased other reserves by £380,358. The balance sheet impact is summarised below: Previously Reported Adjustment Restated Administrative Expenses £1,953,947 £380,358 £2,334,306 Profit and loss account (£2,787,151) (£380,358) (£3,167,509) Other reserves £nil £380,358 £380,358 Shareholders' funds (£1,448,986) £nil (£1,448,986) There is no impact on the company's cash balances or net assets, and the comparative figures for the prior year have been restated accordingly.

Prior period adjustment

During the year, the company identified that share-based payment transactions relating to share option awards in the prior year had not been recognised in accordance with Section 26 Share-based Payment of FRS 102.

In accordance with Section 10 of FRS 102 Accounting Policies, Estimates and Errors, this has been treated as the correction of a prior period error.

The effect of the adjustment on the prior year increased operating expenses by £380,358, increased the loss before tax by £380,358, and increased other reserves by £380,358. The balance sheet impact is summarised below:

                                                 Previously Reported             Adjustment                    Restated
Administrative Expenses         £1,953,947                            £380,358                       £2,334,306
Profit and loss account            (£2,787,151)                         (£380,358)                     (£3,167,509)
Other reserves                         £nil                                        £380,358                       £380,358
Shareholders' funds                 (£1,448,986)                         £nil                                (£1,448,986)

There is no impact on the company's cash balances or net assets, and the comparative figures for the prior year have been restated accordingly.

4.	Tangible fixed assets

	Office Equipment	Total
	£	£
Cost or valuation
At 01 January 25	38,708	38,708
Additions	37,076	37,076
At 31 December 25	75,784	75,784
Depreciation and impairment
At 01 January 25	21,944	21,944
Charge for year	14,805	14,805
At 31 December 25	36,749	36,749
Net book value
At 31 December 25	39,035	39,035
At 31 December 24	16,764	16,764

5.	Debtors: amounts due within one year

	2025	2024
	£	£
Trade debtors / trade receivables	39,852	-
Other debtors	191,534	223,614
Prepayments and accrued income	32,515	36,473
Total	263,901	260,087

6.	Creditors: amounts due within one year

	2025	2024
	£	£
Trade creditors / trade payables	83,933	15,748
Bank borrowings and overdrafts	18	-
Amounts owed to related parties	910,380	-
Taxation and social security	83,216	24,442
Other creditors	415	1,316
Accrued liabilities and deferred income	460,686	88,455
Total	1,538,648	129,961

7.	Creditors: amounts due after one year

	2025	2024
	£	£
Amounts owed to related parties	1,612,929	1,639,827
Total	1,612,929	1,639,827


	At the balance sheet date, the company owed £2,523,308 (2024: £1,639,827) to the parent company, Telescope Technology Inc, based in the US. £1,612,928 of the total amount is unsecured , interest free and repayable at the earlier of 31 August 2027 or any date in which the parties cease to be in the same corporate group. The remaining balance of £910,380 is unsecured, interest free and repayable on demand and included in note 6. The £1,612,928 has been discounted using a market rate of interest of 10%, which has given rise to a capital contribution reserve of £302,797. During the year interest of £56,295 was charged and this interest has been transferred from retained earnings to the capital contribution reserve. The remaining balance within the capital contribution reserve as at 31 December 2025 relating to the amortised loan is £246,502, which is included within Other Reserves in equity.

At the balance sheet date, the company owed £2,523,308 (2024: £1,639,827) to the parent company, Telescope Technology Inc, based in the US. £1,612,928 of the total amount is unsecured , interest free and repayable at the earlier of 31 August 2027 or any date in which the parties cease to be in the same corporate group. The remaining balance of £910,380 is unsecured, interest free and repayable on demand and included in note 6.

The £1,612,928 has been discounted using a market rate of interest of 10%, which has given rise to a capital contribution reserve of £302,797. During the year interest of £56,295 was charged and this interest has been transferred from retained earnings to the capital contribution reserve. The remaining balance within the capital contribution reserve as at 31 December 2025 relating to the amortised loan is £246,502, which is included within Other Reserves in equity.

8.	Operating lease commitments
	At 31 Dec 2025, the company had total commitments under non-cancellable operating leases over the remaining life of those leases of £14,575 (2024 – £nil).

9.	Controlling party
	The Company is a wholly owned subsidiary of Telescope Technologies Inc, a company incorporated in 2020. Telescope Technologies Inc is both the Company's immediate and ultimate parent undertaking.

10.	Further information regarding the company's financial position
	The company identified share-based payment arrangements operated by the Company’s parent undertaking during the current year which existed in prior periods. The impact on prior year profit and net assets was assessed to be material and corrected as a prior period adjustment. Please see note 3 for further information. During the year, 260,981 options with an exercise price of £0.69 ($0.93) were granted. The options vest over a four-year period. During the year, 8,334 options were forfeited and 297,953 options were exercised. The fair value of the share options has been valued at £0.728292 ($0.93) based on an independent valuation and the 2024 funding round. The number and weighted average exercise price (WAEP) of the shares were as follows: Number of options WAEP (£) As at 1 January 2025 798,776 0.044626 Granted 260,981 0.690000 Exercised (297,953) 0.044626 Forfeited (8,334) 0.044626 As at 31 December 2025 753,470 0.268166 The value of the options recognised as an expense during the year was £95,924 (2024: £380,358). The total carrying amount recognised as a capital contribution reserve within Other Reserves in equity at 31 December 2025 was £476,282 (2024: £380,358).

10.

Further information regarding the company's financial position

The company identified share-based payment arrangements operated by the Company’s parent undertaking during the current year which existed in prior periods. The impact on prior year profit and net assets was assessed to be material and corrected as a prior period adjustment. Please see note 3 for further information.  

During the year, 260,981 options with an exercise price of £0.69 ($0.93) were granted. The options vest over a four-year period. During the year, 8,334 options were forfeited and 297,953 options were exercised.

The fair value of the share options has been valued at £0.728292 ($0.93) based on an independent valuation and the 2024 funding round. 

The number and weighted average exercise price (WAEP) of the shares were as follows:

	                                           Number of options	WAEP (£)
As at 1 January 2025	         798,776	                 0.044626
Granted 	                             260,981 	                0.690000
Exercised	                           (297,953)	               0.044626
Forfeited	                             (8,334)	                   0.044626
As at 31 December 2025     753,470 	                0.268166

The value of the options recognised as an expense during the year was £95,924 (2024: £380,358). The total carrying amount recognised as a capital contribution reserve within Other Reserves in equity at 31 December 2025 was £476,282 (2024: £380,358).

	Notes	2025		2024
		£	£	£	£
Fixed assets
Tangible assets	4		39,035		16,764
			39,035		16,764
Current assets
Debtors	5	263,901		260,087
Cash at bank and on hand		295,758		43,951
		559,659		304,038
Creditors amounts falling due within one year	6	(1,538,648)		(129,961)
Net current assets (liabilities)			(978,989)		174,077
Total assets less current liabilities			(939,954)		190,841
Creditors amounts falling due after one year	7		(1,612,929)		(1,639,827)
Net assets			(2,552,883)		(1,448,986)
Capital and reserves
Share premium			1,338,165		1,338,165
Other reserves			722,785		380,358
Profit and loss account			(4,613,833)		(3,167,509)
Shareholders' funds			(2,552,883)		(1,448,986)