REGISTERED NUMBER: 06408826 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements for the Year Ended 31 December 2025

for

Octo Telematics UK Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

3

Report of the Independent Auditors

4

Statement of Comprehensive Income

8

Statement of Financial Position

9

Statement of Changes in Equity

11

Notes to the Financial Statements

12

DIRECTORS:

C Sciolla

A Balzarini

REGISTERED OFFICE:

110 Bishopsgate

London

EC2N 4AY

REGISTERED NUMBER:

06408826 (England and Wales)

AUDITORS:

Harris & Co (Accountants) Ltd, Statutory Auditor

2 Pavilion Court

600 Pavilion Drive

Northampton

NN4 7SL

The directors present their strategic report for the year ended 31 December 2025.

REVIEW OF BUSINESS

Founded in 2002, today OCTO is a world leader in the telematic insurance market and, thanks to the know-how and expertise developed in numerous international projects, has expanded its application areas in the adjacent markets of Fleet Management, Shared Mobility, Vehicle Diagnostics and behavioural based payment systems. It also offers solutions for the analysis of city mobility flows and solutions for car makers made through IOT platforms that promote the acquisition of data from OCTO devices as well as third parties. Thanks to advanced analytical capabilities, OCTO transforms its Big Data set into valuable information to support the development of new products for connected vehicles and people.

OCTO currently has over 6 million connected users and holds the largest global database of telematics data derived from over 610 billion kilometres of driving and over 525,000 certified insurance claims.

The solutions of the Octo include Usage-based insurance and actuarial capabilities, crash reconstruction, claims management and a number of value-added services, such as the coordination of emergency response providers. By using the Group's solutions, car insurance companies are able to employ more sophisticated risk assessment methodologies that use risk analysis algorithms based on profiling that uses driving data, with the possibility of offering value-added services to their policyholders. We believe auto insurers are also capable of using our solutions to reduce costs, the inefficiencies of traditional processes and inaccurate self-assessment in both the policy underwriting and the claims management process. New product innovations have helped OCTO to consolidate its position amongst insurers, including better fraud protection, accident detection using just a smartphone and improvements in vehicle theft monitoring.

A clear ESG strategy guides Octo's market proposition towards the development of solutions focused on energy transition and data-driven smart urban planning. Octo's Vision Zero: Zero incidents, Zero traffic, Zero pollution is fully aligned with global sustainability goals.

The year 2025 represented a period of challenges and opportunities for Octo, which continued to invest in technological innovation and the expansion of its solutions to respond to market evolutions and new customer needs.

PRINCIPAL RISKS AND UNCERTAINTIES

The company's risk management process includes an assessment of the likelihood and potential impact of a range of events to determine the overall risk level and to identify such actions necessary to mitigate their impact. The following risks have been identified as ones which could have a material impact on the future financial performance of the company and cause results to differ materially from expected and historical results. Additional risks not currently known or which are regarded as immaterial could also affect future performance.

Financial risk management

The company's operations expose it to a variety of financial risks including the effects of credit risk and foreign exchange fluctuations. The company carries out rigorous checks on customers to ensure their financial viability and reduce the likelihood of customer default. Where possible, the company will arrange to invoice customers in sterling to remove the risk of foreign exchange losses.

Market related risk

The company operates in a competitive market and the company seeks to ensure that they adapt to the market demands by using advanced technology and providing customers with the next generation of applications to more and more markets.

ON BEHALF OF THE BOARD:

A Balzarini - Director

23 June 2026

The directors present their report with the financial statements of the company for the year ended 31 December 2025.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the provision of telematic services and data.

FUTURE DEVELOPMENTS

The directors are continuing to focus on maximising revenue and monitoring overhead costs.

DIRECTORS

C Sciolla has held office during the whole of the period from 1 January 2025 to the date of this report.

Other changes in directors holding office are as follows:

A Balzarini was appointed as a director after 31 December 2025 but prior to the date of this report.

C Musto ceased to be a director after 31 December 2025 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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 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 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 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 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 company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Harris & Co (Accountants) Ltd, Statutory Auditor, will be proposed for re-appointment.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

A Balzarini - Director

23 June 2026

Opinion

We have audited the financial statements of Octo Telematics UK Limited (the 'company') for the year ended 31 December 2025 which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity and 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 101 'Reduced Disclosure Framework' (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 December 2025 and of its loss 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 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 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 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 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 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, 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; or

-	the directors were not entitled to take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

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

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:

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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud is detailed below:

Identifying and assessing potential risks related to irregularities

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

o The nature of the company's activities and sector, control environment and financial performance;

o Enquiring of management and the director, including obtaining and reviewing supporting documentation, concerning the company's policies and procedures relating to:

o Identifying, evaluating and complying with laws and regulations and whether they were aware of any

instances of non-compliance;

o Detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

o The internal controls established to mitigate risks related to fraud or non-compliance with laws and regulations.

o Discussing among the engagement team and involving relevant internal specialists, including tax, and other specialists (where relevant) regarding how and where fraud might occur in the financial statements and any potential indicators of fraud; and

o Obtaining and understanding of the legal and regulatory frameworks that the company operates in, focusing on those laws and regulations that had a direct effect on the financial statements, such as provisions of the Companies Act 2006 and tax legislation or that had a fundamental effect on the operations of the company; including General Data Protection requirements, anti-bribery and corruption policy.

Audit response to risks identified

As a result of performing the above, we identified various provisions of the Companies Act as key audit matters related to non-compliance with laws and regulations and the inter-company transfer pricing as key audit matters related to the potential risk of fraud. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

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

o Review of the financial statement disclosures and testing to support documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

o Enquiring of management, the director and in-house and external legal counsel where relevant concerning actual and potential litigation and claims;

o Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud; and

o Reading minutes of meetings of those charged with governance, reviewing internal reports where relevant and correspondence.

o Reviewing compliance with relevant legislation.

o Reviewing and testing sales.

o Reviewing and testing the making of purchases.

o 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 rationale of the company for 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 and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

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.

As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

o Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

o Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company's internal control.

o Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the director.

o Conclude on the appropriateness of the directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the company to cease to continue as a going concern.

o Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

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.

Phillip Harris BA BFP FCA (Senior Statutory Auditor)

for and on behalf of Harris & Co (Accountants) Ltd, Statutory Auditor

2 Pavilion Court

600 Pavilion Drive

Northampton

NN4 7SL

23 June 2026

TURNOVER

3

1,450,937

2,731,227

Cost of sales

352,840

620,801

GROSS PROFIT

1,098,097

2,110,426

Administrative expenses

1,625,686

2,463,732

OPERATING LOSS

(527,589

)

(353,306

)

Interest receivable and similar income

-

1,507

(527,589

)

(351,799

)

Interest payable and similar expenses

5

203

1,780

LOSS BEFORE TAXATION

6

(527,792

)

(353,579

)

Tax on loss

7

(128,625

)

(102,678

)

LOSS FOR THE FINANCIAL YEAR

(399,167

)

(250,901

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(399,167

)

(250,901

)

FIXED ASSETS

Owned

Intangible assets

8

623,484

739,609

Tangible assets

9

2,732

2,784

Right-of-use

Intangible assets

8, 13

-

38,495

626,216

780,888

CURRENT ASSETS

Stocks

10

70,483

210,166

Debtors

11

2,103,568

2,282,826

Cash at bank and in hand

43,614

118,935

2,217,665

2,611,927

CREDITORS

Amounts falling due within one year

12

284,561

434,328

NET CURRENT ASSETS

1,933,104

2,177,599

TOTAL ASSETS LESS CURRENT LIABILITIES

2,559,320

2,958,487

CAPITAL AND RESERVES

Called up share capital

15

1

1

Other reserves

16

-

42,311

Retained earnings

16

2,559,319

2,916,175

SHAREHOLDERS' FUNDS

2,559,320

2,958,487

The financial statements were approved by the Board of Directors and authorised for issue on 23 June 2026 and were signed on its behalf by:

A Balzarini - Director

Called up

share

Retained

Other

Total

capital

earnings

reserves

equity

£

£

£

£

Balance at 1 January 2024

1

3,167,076

42,311

3,209,388

Changes in equity

Deficit for the year

-

(250,901

)

-

(250,901

)

Total comprehensive income

-

(250,901

)

-

(250,901

)

Balance at 31 December 2024

1

2,916,175

42,311

2,958,487

Changes in equity

Deficit for the year

-

(399,167

)

-

(399,167

)

Other comprehensive income

-

42,311

(42,311

)

-

Total comprehensive income

-

(356,856

)

(42,311

)

(399,167

)

Balance at 31 December 2025

1

2,559,319

-

2,559,320

1.	STATUTORY INFORMATION

Octo Telematics UK Limited 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.

The presentation currency of the financial statements is the Pound Sterling (£).

2.	ACCOUNTING POLICIES

Basis of preparation

These financial statements have been prepared in accordance with Financial Reporting Standard 101 "Reduced Disclosure Framework" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 101 "Reduced Disclosure Framework":

•

the requirements of paragraphs 45(b) and 46 to 52 of IFRS 2 Share-based Payment;

•

the requirements of paragraphs 62, B64(d), B64(e), B64(g), B64(h), B64(j) to B64(m), B64(n)(ii), B64(o)(ii), B64(p), B64(q)(ii), B66 and B67 of IFRS 3 Business Combinations;

•

the requirements of IFRS 7 Financial Instruments: Disclosures;

•

the requirements of paragraph 52, the second sentence of paragraph 89, and paragraphs 90, 91 and 93 of IFRS 16 Leases;

the requirements of paragraph 58 of IFRS 16;

•

the requirements of the second sentence of paragraph 110 and paragraphs 113(a), 114, 115, 118, 119(a) to (c), 120 to 127 and 129 of IFRS 15 Revenue from Contracts with Customers;

•

the requirement in paragraph 38 of IAS 1 Presentation of Financial Statements to present comparative information in respect of:

-

paragraphs 53(a), (h) and (j) of IFRS 16;

-

paragraph 79(a)(iv) of IAS 1;

-

paragraph 73(e) of IAS 16 Property, Plant and Equipment;

-

paragraph 118(e) of IAS 38 Intangible Assets;

-

paragraphs 76 and 79(d) of IAS 40 Investment Property; and

-

paragraph 50 of IAS 41 Agriculture;

•

the requirements of paragraphs 10(d), 10(f), 16, 38A, 38B, 38C, 38D, 40A, 40B, 40C, 40D, 111 and 134 to 136 of IAS 1;

•

the requirements of

-

paragraphs 1 to 44E, 44H(b)(ii) and 45 to 63 of IAS 7 Statement of Cash Flows; and

-

paragraphs 44F, 44G, 44H(a), 44H(b)(i), 44H(b)(iii) and 44H(c) of IAS 7;

•

the requirements of paragraphs 88C and 88D of IAS 12 Income Taxes;

•

the requirements of paragraph 74(b) of IAS 16;

•

the requirements of paragraphs 17 and 18A of IAS 24 Related Party Disclosures;

•

the requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group;

•

the requirements of paragraphs 134(d) to 134(f) and 135(c) to 135(e) of IAS 36 Impairments of Assets.

Critical accounting judgements and key sources of estimation uncertainty

In the application of the company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates are based on the most recent information available to directors at the time of preparation of the balance sheet and related notes. The estimate and underlying assumptions are reviewed periodically and the effects of any changes are taken to the profit and loss in the period which the change occurred.

Critical judgements:

Transfer pricing

The company trades extensively with its parent company, acquiring and selling both goods and services at estimated approximations to market value. The annual financial statements are reviewed at Group level each year using OECD approved methodologies and the transfer pricing adjusted accordingly.

Taxation

Management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon likely timing and level of future taxable profits together with an assessment of the effect of future tax planning strategies.

Share based payments

Management judgement has been required in relation to the company's assessment and use of estimates in regard to the share-based compensation. The spot price estimation has been made based on the latest available business plan adopted by the company and the likelihood of a liquidity event.This plan ended in December 2025.

Intangible asset lives

Management judgement is required to determine the life of intangible assets. An assessment of intangible asset lives is conducted at Group level and the company applies that assessment to its intangible assets.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, and represents amounts receivable for goods and services supplied, stated net of discounts, returns and value added taxes. The company recognises revenue when the amount of revenue can be reliably measured; when it is probable that future economic benefits will flow to the entity and when specific criteria have been met of each of the company's activities, as described below.

Goods - on installation of the equipment

Subscription and installation fees - spread in equal instalments over the period of the subscription

Other services - recognised at the point of performance of the service

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.

Capitalised development costs are being amortised evenly over their estimated useful life of 10 years.

Intellectual property is being amortised evenly over its estimated useful life of 10 years.

The company recognises right-of-use assets as of the lease's start date (i.e. the date upon which the underlying asset is available for use). The right-of-use assets are measured at cost, net of accumulated depreciation and impairment, and adjusted for any remeasurement of the lease liabilities. The cost of the right-of-use assets includes the amount of the lease liabilities recognised, the initial direct costs incurred, and the lease payments made on or before the start date, net of any incentives received. Right-of-use assets are amortised on a straight-line basis, from the start date up until the end of the right-of-use asset's useful life, or else the end of the lease term.

Tangible fixed assets

Property, plant and equipment are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets, less their residual values over their useful lives on the following bases:

Fixtures and fittings - 4 years

Computer equipment - 2 to 4 years

Gains or losses arising on the disposal of property, plant and equipment are determined as the difference between the disposal proceeds and the carrying amount of the assets and are recognised in profit or loss within other income or other expenses. An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount.

Improvements to property is in respect of short leasehold property improvements. In this case expected useful lives are determined by reference to comparable owned assets or over the term of the lease, if shorter. Material residual value estimates and estimates of useful life are updated as required, but at least annually.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Costs of ordinarily interchangeable items are assigned using the moving average price.

Net realisable value is the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.

Taxation

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled, or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets relate to taxes levied by the same tax authority.

Foreign currencies

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

Leases

Rentals payable under operating leases, less any lease incentives received, are charged to profit and loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

Employee benefit costs

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.

Other employee benefits

With reference to equity settled share-based payment transactions benefiting employees the company must measure the cost of the plan with reference to the fair value of the rights assigned on the date when the commitment is made in a such a way as to reflect the market conditions on the same date. The cost of the plan is spread over the period to which the incentive refers (vesting period). At every reporting date the hypotheses as to the number of options expected to mature. The charges referring to the period are recognised in profit and loss, under wages and salaries and profit/loss on foreign exchange and are offset by an equity reserve. The social security payables are accrued within other payables in current liabilities.

Going concern

The directors have at the time of approving these financial statements, a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus they continues to adopt the going concern basis of accounting in preparing the financial statements.

Impairment of tangible and intangible assets

At each reporting end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Fair value measurement

IFRS13 establishes a single source of guidance for all fair value measurement. IFRS13 does not change when an entity is required to use fair value, but rather provides guidance on how to measure fair value under IFRS when fair value is required or permitted. The company is exempt under FRS101 from the disclosure requirements of IFRS13. There was no impact on the company from the adoption of IFRS13.

3.

TURNOVER

The turnover and loss before taxation are attributable to the one principal activity of the company.

An analysis of turnover by class of business is given below:

2025

2024

£

£

Rendering of services

1,450,937

2,731,227

1,450,937

2,731,227

An analysis of turnover by geographical market is given below:

2025

2024

£

£

United Kingdom

341,653

871,127

Europe

1,018,539

1,516,436

United States of America

90,745

145,664

Rest of the world

-

198,000

1,450,937

2,731,227

4.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

953,851

1,449,317

Social security costs

140,264

178,637

Other pension costs

105,505

139,011

1,199,620

1,766,965

The average number of employees during the year was as follows:

2025

2024

Directors

2

2

Other

10

15

12

17

2025

2024

£

£

Directors' remuneration

-

-

The cost for share-based compensation has been recognised within wages and salaries to coincide with the salaries and benefits of the individuals participating in the plan. The movement in the year amounted to nil (2024 nil). For further information regarding share-based payments please refer to note 22.

5.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Other interest payable

203

1,780

6.	LOSS BEFORE TAXATION

The loss before taxation is stated after charging:

2025

2024

£

£

Cost of inventories recognised as expense

352,840

620,801

Depreciation - owned assets

2,286

4,563

Patents and licences amortisation

202,931

252,627

Auditors' remuneration

8,190

10,530

Foreign exchange differences

26,429

154,709

7.

TAXATION

Analysis of tax income

2025

2024

£

£

Current tax:

Tax

-

(16,887

)

Deferred tax

(128,625

)

(85,791

)

Total tax income in statement of comprehensive income

(128,625

)

(102,678

)

Factors affecting the tax expense

The tax assessed for the year is higher (2024 - lower) than the standard rate of corporation tax in the UK. The difference is explained below:

2025

2024

£

£

Loss before income tax

(527,792

)

(353,579

)

Loss multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%)

(131,948

)

(88,395

)

Effects of:

Unutilised tax losses carried forward

136,940

93,339

Capital allowances in excess of depreciation

(4,992

)

(4,944

)

Deferred tax movement

(128,625

)

(85,791

)

Tax refund

-

(16,887

)

Tax income

(128,625

)

(102,678

)

8.	INTANGIBLE FIXED ASSETS

Patents

and

licences

£

COST

At 1 January 2025

2,514,808

Additions

72,000

Disposals

(177,670

)

At 31 December 2025

2,409,138

AMORTISATION

At 1 January 2025

1,736,704

Amortisation for year

202,931

Eliminated on disposal

(153,981

)

At 31 December 2025

1,785,654

NET BOOK VALUE

At 31 December 2025

623,484

At 31 December 2024

778,104

9.	TANGIBLE FIXED ASSETS

Fixtures

and

Computer

fittings

equipment

Totals

£

£

£

COST

At 1 January 2025

45,445

155,827

201,272

Additions

-

2,234

2,234

At 31 December 2025

45,445

158,061

203,506

DEPRECIATION

At 1 January 2025

45,445

153,043

198,488

Charge for year

-

2,286

2,286

At 31 December 2025

45,445

155,329

200,774

NET BOOK VALUE

At 31 December 2025

-

2,732

2,732

At 31 December 2024

-

2,784

2,784

10.

STOCKS

2025

2024

£

£

Finished goods

70,483

210,166