REGISTERED NUMBER: 13874116 (England and Wales)

AEROHAL LTD

UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 NOVEMBER 2025

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTOR:

D J Gamble

REGISTERED OFFICE:

159 Copse Hill

London

SW20 0SU

REGISTERED NUMBER:

13874116 (England and Wales)

ACCOUNTANTS:

Christiansons Ltd

Chartered Certified Accountants

Sterling House

Fulbourne Road

Walthamstow

London

E17 4EE

FIXED ASSETS

Investments

4

26,741

26,933

CURRENT ASSETS

Debtors

5

217,765

690,942

Cash at bank

334,914

156,489

552,679

847,431

CREDITORS

Amounts falling due within one year

6

40,202

23,154

NET CURRENT ASSETS

512,477

824,277

TOTAL ASSETS LESS CURRENT LIABILITIES

539,218

851,210

CAPITAL AND RESERVES

Called up share capital

7

143

143

Retained earnings

8

539,075

851,067

SHAREHOLDERS' FUNDS

539,218

851,210

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 30 November 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 30 November 2025 in accordance with Section 476 of the Companies Act 2006.

The director acknowledges his responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

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

The financial statements were approved by the director and authorised for issue on 24 August 2026 and were signed by:

D J Gamble - Director

1.	STATUTORY INFORMATION

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

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements are presented in sterling which is the functional currency of the company and rounded to the nearest £.

Preparation of consolidated financial statements

The financial statements contain information about Aerohal Ltd as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

Turnover

Turnover represents dividends receivable from the company's investments net of withholding tax and other taxes.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Investments in subsidiary undertakings are measured at cost less impairment, in accordance with FRS102 Section1A.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

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

Financial instruments

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.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or whenthe companytransfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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.

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.

Debtors do not carry interest and are stated at their nominal value.

Trade creditors are not interest-bearing and are stated at their nominal value.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligationsexpire or are discharged or cancelled.

Equity instruments

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 2 (2024 - 2 ) .

4.	FIXED ASSET INVESTMENTS

30.11.25

30.11.24

$

$

Shares in group undertakings

130

130

Other investments not loans

26,611

26,803

26,741

26,933

Additional information is as follows:

Shares in

group

Other

undertakings

investments

Totals

$

$

$

COST

At 1 December 2024

130

315

445

Disposals

-

(192

)

(192

)

At 30 November 2025

130

123

253

NET BOOK VALUE

At 30 November 2025

130

123

253

At 30 November 2024

130

315

445

Investments (neither listed nor unlisted) were as follows:

30.11.25

30.11.24

$

$

Investment in Art

26,488

26,488

Investments in subsidiary undertakings

The company holds interests in the following subsidiary undertakings:

Name of undertaking

Registered number

Country of incorporation

Class of shares

Equity interest (%)

Nature of business

Nature of holding

Plane Invest Ltd

12289627

England and Wales

Ordinary

100

Aircraft leasing

Direct

The company also holds minority interests in several unlisted companies.

These do not meet the definition of subsidiaries, associates, or joint ventures under FRS102 Section1A and therefore are not required to be listed individually. They are included within Other Investments at cost.

5.

DEBTORS

30.11.25

30.11.24

$

$

Amounts falling due within one year:

Trade debtors

217,765

422,800

Amounts owed by group undertakings

-

13,598

217,765

436,398

Amounts falling due after more than one year:

Amounts owed by group undertakings

-

254,544

Aggregate amounts

217,765

690,942

Included in the amounts owed from group undertakings within one year is a loan of $Nil (2024: $13,598) due from TM Aircraft 28869 Limited, an associated company. The loan is unsecured, interest free and repayable on demand.

Included in the amounts owed from group undertakings after more than one year is a loan of $Nil (2024: $254,544) due from Plane Invest Limited, a wholly-owned subsidiary of Aerohal Ltd. The loan is unsecured, interest free and repayable on demand.

During the year, the company reviewed the recoverability of the loan receivable from its wholly-owned subsidiary, Plane Invest Ltd. Following this review, the directors determined that the balance of $563,256 was irrecoverable. The loan has been written off in full and the resulting loss has been recognised within other operating expenses in the profit and loss account.

The write-off reflects the directors’ assessment that Plane Invest Ltd does not have the financial capacity to repay the amount outstanding and that no future economic benefits are expected to be recovered.

Plane Invest Ltd is a related party by virtue of being a wholly-owned subsidiary of Aerohal Ltd.

Following a detailed assessment of the recoverability of trade debtors, the directors concluded that Asante Aviation Ltd did not have the financial capacity to settle the full outstanding balance of £367,765. An amount of £150,000 has therefore been written off as a bad debt. The remaining balance of £217,765 is considered recoverable and remains due from Asante Aviation Ltd at the year end.

6.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

30.11.25

30.11.24

$

$

Directors' current accounts

36,926

20,034

Accrued expenses

3,276

3,120

40,202

23,154

7.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

30.11.25

30.11.24

value:

$

$

110

Ordinary

£1

143

143

8.

RESERVES

Retained

earnings

$

At 1 December 2024

851,067

Deficit for the year

(311,442

)

Dividends

(550

)

At 30 November 2025

539,075

9.	ULTIMATE CONTROLLING PARTY

At the balance sheet date, the ultimate controlling party of the company was Mr H D Gamble by virtue of his shareholding.

Subsequent to the year end, Mr Gamble passed away and ceased to be a director and Person with Significant Control on 26 March 2026.

Following this event, the ultimate controlling party of the company is Mr D J Gamble.