Faro Fashion Limited

	Page
Balance Sheet	1—2
Notes to the Financial Statements	3—7

1. General Information

Faro Fashion Limited is a private company, limited by shares, incorporated in England & Wales, registered number 14330635 . The registered office is 3rd Floor 1 Ashley Road, Altrincham, Cheshire, WA14 2DT.

2. Accounting Policies

2.1. Basis of Preparation of Financial Statements

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

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

2.2. Going Concern Disclosure

The directors have not identified any material uncertainties related to events or conditions that may cast significant doubt about the company's ability to continue as a going concern. Therefore the financial statements have been prepared on a going concern basis which assumes the Company will continue in operational existence for the foreseeable future.

The Company is involved in research and development activities and is working towards achieving a sustainable revenue generating activity. The directors have considered the basis of the financial statements and are satisfied that a combination of business growth and further investment commitments will enable the Company to meet its liabilities as they fall due.

2.3. Intangible Fixed Assets and Amortisation - Other Intangible

Other intangible assets are Domain names. It is amortised to profit and loss account over its estimated economic life of 7 years.

2.4. Tangible Fixed Assets and Depreciation

Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:

Computer Equipment

3 years straight line

2.5. Cash and Cash Equivalents

Cash and cash equivalents are basic financial assets and include cash in hand and deposits held at call with banks, other short-term highly liquid investments that mature in no more than three months from the date of acquisition and are readily convertible to a known amount of cash with insignificant risk of change in value, and bank overdrafts.

2.6. 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.

Basic financial assets

Basic financial assets, which include debtors and bank balances, are measured at transaction price including transaction costs.

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, are recognised at transaction price including transaction costs.

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.

Page 3

Page 4

Faro Fashion Limited

Notes to the Financial Statements (continued)

For The Year Ended 30 September 2025

2.7. Foreign Currencies

Monetary assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate ruling on the date of the transaction. Exchange differences are taken into account in arriving at the profit / loss before taxation.

2.8. Taxation

Tax is recognised in profit or loss except that a charge is attributable to an item of income and expense recognised as other comphrehensive income or to an item recognised directly in equity is also recognised in other comphrehensive 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 balance sheet date in the countries where the company operates and generates income.

2.9. Research and Development

In the research phase of an internal project, it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives.

If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

3. Average Number of Employees

Average number of employees, including directors, during the year was: 1 (2024: 1)

4. Intangible Assets

	Domain name
	£
Cost
As at 1 October 2024	8,534

As at 30 September 2025	8,534

Amortisation
As at 1 October 2024	508
Provided during the period	1,219

As at 30 September 2025	1,727

Net Book Value
As at 30 September 2025	6,807

As at 1 October 2024	8,026

Page 4

Page 5

Faro Fashion Limited

Notes to the Financial Statements (continued)

For The Year Ended 30 September 2025

5. Tangible Assets

	Computer Equipment
	£
Cost
As at 1 October 2024	1,750

As at 30 September 2025	1,750

Depreciation
As at 1 October 2024	827
Provided during the period	583

As at 30 September 2025	1,410

Net Book Value
As at 30 September 2025	340

As at 1 October 2024	923

6. Investments

	Unlisted
	£
Cost or Valuation
As at 1 October 2024	50

As at 30 September 2025	50

Provision
As at 1 October 2024	-

As at 30 September 2025	-

Net Book Value
As at 30 September 2025	50

As at 1 October 2024	50

Subsidiaries

Details of the company's subsidiaries as at 30 September 2025 are as follows:

Name of undertaking	Registered Office	Class of shares held	Direct holding	Indirect holding
Faro (Pty) Ltd	South Africa	Ordinary	100.00%	-

Page 5

Page 6

Faro Fashion Limited

Notes to the Financial Statements (continued)

For The Year Ended 30 September 2025

7. Debtors

	2025	2024
	£	£
Due within one year
Other debtors	399,572	435,034
Corporation tax recoverable	-	19,125
VAT	9,248	1,171
Amounts owed by subsidiaries	5,894,294	1,528,048

	6,303,114	1,983,378

8. Creditors: Amounts Falling Due Within One Year

	2025	2024
	£	£
Trade creditors	8,400	2,004
Other loans	-	15,000
Other taxes and social security	8,785	1,107
Other creditors	23,027	4,038
Accruals and deferred income	-	3,675
Directors' loan accounts	136	49,990

	40,348	75,814

9. Share Capital

	2025	2024
Allotted, called up and fully paid	£	£
54,247 Ordinary Shares of £ 0.0001 each	5	5
22,258 Pre-seed shares of £ 0.0001 each	3	3
37,061 Seed preference shares of £ 0.0001 each	4	4
38,315 Deferred shares of £ 0.0001 each	4	4
21,241 Seed 2 preference shares of £ 0.0001 each	2	-
19,619 Seed 3 preference shares of £ 0.0001 each	2	-

	20	16


Shares issued during the period:	£
21,241 Seed 2 preference shares of £ 0.0001 each	2
19,619 Seed 3 preference shares of £ 0.0001 each	2

	4

On 6th November 2024, 8,394 Seed 2 Preference shares of £0.0001 each were allotted and fully paid at a price of £112.26 per share.

On 17th December 2024, 7,023 Seed 2 Preference shares of £0.0001 each were allotted and fully paid at a price of £112.25 per share.

On 20th January 2025, 2,742 Pre-Seed shares of £0.0001 each were purchased for cancellation.

On 31st January 2025, 5,419 Seed 2 Preference shares of £0.0001 each were allotted and fully paid at a price of £112.25 per share.

On 21st March 2025, 2,192 Ordinary shares of £0.0001 each were allotted and fully paid at a price of £0.0001 per share as well as a further 1,370 Ordinary shares of £0.0001 each at a price of £0.08 per share.

...CONTINUED

Page 6

Page 7

Faro Fashion Limited

Notes to the Financial Statements (continued)

For The Year Ended 30 September 2025

9. Share Capital - continued

On 15th April 2025, 405 Seed 2 Preference shares of £0.0001 each were allotted and fully paid at a price of £112.25 per share.

On 30th May 2025, 5,339 Seed 3 Preference shares of £0.0001 each were allotted and fully paid at a price of £83.35 per share as well as a further 14,280 Seed 3 Preference shares of £0.0001 each at a a price of £126.98 per share.

10. Related Party Disclosures

The company has taken advantage of exemption, under 33.1A of the Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland", not to disclose transactions with wholly owned subsidiaries within the group.

Page 7

		2025		2024
	Notes	£	£	£	£
FIXED ASSETS
Intangible Assets	4		6,807		8,026
Tangible Assets	5		340		923
Investments	6		50		50

			7,197		8,999
CURRENT ASSETS
Debtors	7	6,303,114		1,983,378
Cash at bank and in hand		297,393		314,809

		6,600,507		2,298,187
Creditors: Amounts Falling Due Within One Year	8	(40,348 )		(75,814 )

NET CURRENT ASSETS (LIABILITIES)			6,560,159		2,222,373

TOTAL ASSETS LESS CURRENT LIABILITIES			6,567,356		2,231,372

NET ASSETS			6,567,356		2,231,372

CAPITAL AND RESERVES
Called up share capital	9		20		16
Share premium account			7,321,342		2,739,570
Profit and Loss Account			(754,006 )		(508,214 )

SHAREHOLDERS' FUNDS			6,567,356		2,231,372