Acuity Law Holdings Limited

Group Strategic Report, Report of the Directors and

Audited Consolidated Financial Statements for the Year Ended 30 November 2025

DIRECTORS:

S R Berry

R L Sellek

REGISTERED OFFICE:

3 Assembly Square

Britannia Quay

Cardiff

CF10 4PL

REGISTERED NUMBER:

15257544 (England and Wales)

AUDITORS:

BPU Limited

Chartered Accountants

Statutory Auditor

Radnor House

Greenwood Close

Cardiff Gate Business Park

Cardiff

CF23 8AA

The directors present their strategic report of the company and the group for the year ended 30 November 2025.

REVIEW OF BUSINESS

We enjoyed a year of strong performance in the 2024/2025 financial year with a focus on the recruitment and retention of employed lawyers and consultant (self-employed) partners and building our infrastructure to support future growth over the coming years.

Our "hybrid" model of an employed division and self-employed (consultant) division within a single business continues to distinguish us from our competitors and is one that we believe is well suited for a modern professional services firm. It allows us to attract experienced talent and to support our senior lawyers through technology and the efficient use of junior lawyers.

We are benefitting from the rapid growth of AI backed solutions for the legal sector. We are investing to support our lawyers to drive efficiencies and to improve both margin and the quality and range of client services. Our investment in technology aligns with our scale-up plans and we see an opportunity to rapidly increase market share over the next few years.

Key Performance Indicators (KPIs)

The following KPIs relate to the trading company of the Group, Acuity Law Limited.

During the 2024/25 financial year we achieved the following KPIs which are relative to the 2023/24 financial year:

-

Turnover increased by 14.8% despite a slight reduction in the average number of employees during the year, demonstrating the Company's ability to generate higher revenue through efficiency gains, smarter pricing and the delivery of high-quality, value-added services to our clients.

-

Overhead costs as a percentage of sales decreased by 2% during the year, reflecting the Company's continued investment in the automation of back-office support functions and the effective adoption of technology to improve operational efficiency.

-

In headline numbers, our profit before tax has increased by 64%, maintaining a healthy gross profit margin of over 40%. This reflects the Company's continued focus on managing overhead costs effectively and directing expenditure towards value-adding activities.

-

Revenue generated through consultants increased by 32% during the year, accounting for 27% of the Company's total turnover and reflecting the continued expansion of this delivery model.

PRINCIPAL RISKS AND UNCERTAINTIES

Over the course of the 2024/25 financial year we saw and increase in the level of insolvencies and restructurings within our client base than in the previous years. This brings additional work opportunities for us, but also focus on the requirement to manage lock-up.

We are seeing more clients making use of available AI tools and this is impacting on the nature of our instructions. To date, we have not seen any decrease in work levels, but are seeing a requirement for less process heavy advice and a stronger demand for strategic and tactical legal advice which aligns well with our partner led model.

FUTURE DEVELOPMENTS

We have enjoyed strong growth in various industry sectors including health and social care and energy. We see an opportunity to increase our sector footprint and to use the new technology available to us to support this growth.

We continue to build strategic alliances though our professional network and are seeing the benefits of a collaborative approach with an increase in the referral of new clients.

As our client base expands with the recruitment of new partners, our opportunity for cross-selling increases and we continue to see a huge opportunity in making better use of our client data and relationships. Where a client is instructing us in one or a limited number of areas, there is scope for us to broaden our services and make use if the client goodwill that already exists.

THIS REPORT WAS APPROVED BY THE BOARD:

R L Sellek - Director

27 August 2026

The directors present their report with the financial statements of the company and the group for the year ended 30 November 2025.

DIVIDENDS

The total distribution of dividends for the period ended 30 November 2025 was £567,749 (2024 - £478,306).

DIRECTORS

The directors shown below have held office during the whole of the period from 1 December 2024 to the date of this report.

S R Berry

R L Sellek

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.

THIS REPORT WAS APPROVED BY THE BOARD:

R L Sellek - Director

27 August 2026

Opinion

We have audited the financial statements of Acuity Law Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 November 2025 which comprise the Consolidated Profit & Loss Account, 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 30 November 2025 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 four, 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:

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates, and considered the risks of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the risk, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment.

The laws and regulations that we determined were most significant to the company were the Companies Act & UK Corporate Tax Laws.

We obtained an understanding of how the company is complying with those laws and regulations by making enquiries of the management and those charged with governance, and corroborated these enquiries through our review of legal and professional spend for the year.

We assessed the susceptibility of the company's financial statements to material misstatement, including how fraud might occur. We addressed the risk of management override of internal controls and assessed the effectiveness of the controls that management has in place to prevent and detect fraud, including testing of manual journals and evaluating the assumptions and judgements made by management in its significant accounting estimates.

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.

Nicholas Matthew Toye (FCA) (Senior Statutory Auditor)

for and on behalf of BPU Limited

Chartered Accountants

Statutory Auditor

27 August 2026

TURNOVER

18,626,783

1,352,257

Cost of sales

(11,153,684

)

(819,687

)

GROSS PROFIT

7,473,099

532,570

Administrative expenses

(4,968,017

)

(389,075

)

2,505,082

143,495

Other operating income

27,200

3,333

OPERATING PROFIT

3

2,532,282

146,828

Impairment of investment

4

-

(388,357

)

2,532,282

(241,529

)

Interest receivable & similar income

269,567

17,033

2,801,849

(224,496

)

Interest payable and similar expenses

5

(91,150

)

(9,295

)

PROFIT/(LOSS) BEFORE TAXATION

2,710,699

(233,791

)

Tax on profit/(loss)

6

(754,916

)

(37,134

)

PROFIT/(LOSS) FOR THE FINANCIAL YEAR

1,955,783

(270,925

)

Profit/(loss) attributable to:

Owners of the parent

1,955,783

(270,925

)

PROFIT/(LOSS) FOR THE YEAR

1,955,783

(270,925

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,955,783

(270,925

)

Total comprehensive income attributable to:

Owners of the parent

1,955,783

(270,925

)

FIXED ASSETS

Intangible assets

9

962,474

1,208,213

Tangible assets

10

188,431

243,922

Investments

11

Interest in associate

250,000

250,000

Other investments

5,000

5,000

1,405,905

1,707,135

CURRENT ASSETS

Stocks

12

3,378,094

2,701,100

Debtors

13

5,022,893

5,009,991

Cash at bank

1,816,583

558,203

10,217,570

8,269,294

CREDITORS

Amounts falling due within one year

14

4,754,404

3,664,292

NET CURRENT ASSETS

5,463,166

4,605,002

TOTAL ASSETS LESS CURRENT LIABILITIES

6,869,071

6,312,137

CREDITORS

Amounts falling due after more than one year

15

(142,131

)

(961,231

)

PROVISIONS FOR LIABILITIES

18

(48,000

)

(60,000

)

NET ASSETS

6,678,940

5,290,906

CAPITAL AND RESERVES

Called up share capital

19

2,315

2,315

Merger reserve

20

6,037,822

6,037,822

Retained earnings

20

638,803

(749,231

)

SHAREHOLDERS' FUNDS

6,678,940

5,290,906

The financial statements were approved by the Board of Directors and authorised for issue on 27 August 2026 and were signed on its behalf by:

R L Sellek - Director

FIXED ASSETS

Intangible assets

9

-

-

Tangible assets

10

-

-

Investments

11

7,318,279

7,318,279

7,318,279

7,318,279

CURRENT ASSETS

Debtors

13

71,124

-

CREDITORS

Amounts falling due within one year

14

349,266

928,885

NET CURRENT LIABILITIES

(278,142

)

(928,885

)

TOTAL ASSETS LESS CURRENT LIABILITIES

7,040,137

6,389,394

CREDITORS

Amounts falling due after more than one year

15

-

349,257

NET ASSETS

7,040,137

6,040,137

CAPITAL AND RESERVES

Called up share capital

19

2,315

2,315

Merger reserve

20

6,037,822

6,037,822

Retained earnings

20

1,000,000

-

SHAREHOLDERS' FUNDS

7,040,137

6,040,137

Company's profit for the financial year

1,567,749

478,306

The financial statements were approved by the Board of Directors and authorised for issue on 27 August 2026 and were signed on its behalf by:

R L Sellek - Director

Called up

share

Retained

Merger

Total

capital

earnings

reserve

equity

£

£

£

£

Changes in equity

Issue of share capital

2,315

-

-

2,315

Dividends

-

(478,306

)

-

(478,306

)

Total comprehensive income

-

(270,925

)

-

(270,925

)

Merger reserve

-

-

6,037,822

6,037,822

Balance at 30 November 2024

2,315

(749,231

)

6,037,822

5,290,906

Changes in equity

Dividends

-

(567,749

)

-

(567,749

)

Total comprehensive income

-

1,955,783

-

1,955,783

Balance at 30 November 2025

2,315

638,803

6,037,822

6,678,940

Called up

share

Retained

Merger

Total

capital

earnings

reserve

equity

£

£

£

£

Changes in equity

Issue of share capital

2,315

-

-

2,315

Dividends

-

(478,306

)

-

(478,306

)

Total comprehensive income

-

478,306

-

478,306

Merger reserve

-

-

6,037,822

6,037,822

Balance at 30 November 2024

2,315

-

6,037,822

6,040,137

Changes in equity

Dividends

-

(567,749

)

-

(567,749

)

Total comprehensive income

-

1,567,749

-

1,567,749

Balance at 30 November 2025

2,315

1,000,000

6,037,822

7,040,137

Cash flows from operating activities

Cash generated from operations

1

2,280,030

51,273

Interest paid

(91,150

)

(9,295

)

Tax paid

(291,087

)

(46,836

)

Net cash from operating activities

1,897,793

(4,858

)

Cash flows from investing activities

Purchase of tangible fixed assets

(41,231

)

(6,287

)

Purchase of fixed asset investments

-

(579,628

)

Interest received

269,567

17,033

Net cash from investing activities

228,336

(568,882

)

Cash flows from financing activities

Capital repayments in year

(300,000

)

(25,000

)

Cash acquired on acquisition of business

-

1,635,249

Equity dividends paid

(567,749

)

(478,306

)

Net cash from financing activities

(867,749

)

1,131,943

Increase in cash and cash equivalents

1,258,380

558,203

Cash and cash equivalents at beginning of year

2

558,203

-

Cash and cash equivalents at end of year

2

1,816,583

558,203

1.	RECONCILIATION OF PROFIT/(LOSS) BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

Period

3/11/23

Year Ended

to

30/11/25

30/11/24

£

£

Profit/(loss) before taxation

2,710,699

(233,791

)

Depreciation charges

334,760

28,398

Loss on disposal of fixed assets

7,701

366

Investment impairment

-

388,357

Finance costs

91,150

9,295

Finance income

(269,567

)

(17,033

)

2,874,743

175,592

Increase in stocks

(676,994

)

(63,606

)

Increase in trade and other debtors

(12,902

)

(20,401

)

Increase/(decrease) in trade and other creditors

95,183

(40,312

)

Cash generated from operations

2,280,030

51,273

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 30 November 2025

30/11/25

1/12/24

£

£

Cash and cash equivalents

1,816,583

558,203

Period ended 30 November 2024

30/11/24

3/11/23

£

£

Cash and cash equivalents

558,203

-

3.	ANALYSIS OF CHANGES IN NET (DEBT)/FUNDS

At 1/12/24

Cash flow

At 30/11/25

£

£

£

Net cash

Cash at bank

558,203

1,258,380

1,816,583

558,203

1,258,380

1,816,583

Debt

Debts falling due within 1 year

(300,000

)

-

(300,000

)

Debts falling due after 1 year

(425,000

)

300,000

(125,000

)

(725,000

)

300,000

(425,000

)

Total

(166,797

)

1,558,380

1,391,583

1.	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" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover

Turnover is measured at the fair value of the consideration receivable or received excluding discounts, rebates and value added tax in relation to the provision of legal and associated consultancy services.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business in 2024, is being amortised evenly over its estimated useful life of five years.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Furniture & fittings

-

25% reducing balance and 10% straight line

Computer equipment

-

33% straight line

Investments in associates

Investments in associate undertakings are recognised at cost.

Work in progress

Income due in respect of contracts for uninvoiced ongoing services is recognised by reference to the stage of completion at the year end. The amount of uninvoiced services is shown in the balance sheet as work in progress. Where work is undertaken on a no win no fee basis (also known as conditional fee arrangements) and the outcome is uncertain at the balance sheet date no income is recognised.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Profit & Loss Account, 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 balance sheet date.