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Company No: 07739337 (England and Wales)

FUNDING OPTIONS LIMITED

Annual Report and Financial Statements
For the financial year ended 31 December 2025

FUNDING OPTIONS LIMITED

Annual Report and Financial Statements

For the financial year ended 31 December 2025

Contents

FUNDING OPTIONS LIMITED

COMPANY INFORMATION

For the financial year ended 31 December 2025
FUNDING OPTIONS LIMITED

COMPANY INFORMATION (continued)

For the financial year ended 31 December 2025
DIRECTORS Simon Alan Cureton (Resigned 31 December 2025)
Stuart Spencer Lawson
Shaun Stephen McCabe
Dr Oliver Rainer Andreas Prill
Matthew Tataryn
SECRETARY Claire Margaret Dimond
REGISTERED OFFICE 4th Floor The Featherstone Building
66 City Road
London
EC1Y 2AL
United Kingdom
COMPANY NUMBER 07739337 (England and Wales)
AUDITOR Deloitte LLP
Statutory Auditor
Fusion Point 2
2 Dumballs Road
Cardiff
CF10 5BF
United Kingdom
FUNDING OPTIONS LIMITED

DIRECTORS' REPORT

For the financial year ended 31 December 2025
FUNDING OPTIONS LIMITED

DIRECTORS' REPORT (continued)

For the financial year ended 31 December 2025

The directors present their annual report and the audited financial statements of Funding Options Limited (the "Company") for the financial year ended 31 December 2025.

The Company has taken advantage of the exemption in section 414A(2) of the Companies Act 2006 from the requirement to prepare a Strategic Report on the basis that it would be entitled to prepare financial statements for the year in accordance with the small companies regime but for being a member of an ineligible group. On the same basis, this Directors' Report has been prepared in accordance with the provisions applicable to companies entitled to the small companies' exemption provided by section 415A of the Companies Act 2006.

PRINCIPAL ACTIVITIES

The principal activity of the Company continued to be that of the provision of an online small and medium-sized enterprises ("SME") loan platform and SME loan broking.

GOING CONCERN

The directors have prepared the financial statements on the going concern basis. Further details are provided in note 1 to the financial statements.

DIRECTORS

The directors, who served during the financial year and to the date of this report except as noted, were as follows:

Simon Alan Cureton (Resigned 31 December 2025)
Stuart Spencer Lawson
Shaun Stephen McCabe
Dr Oliver Rainer Andreas Prill
Matthew Tataryn

DIRECTORS' INDEMNITIES

Qualifying third party indemnity provisions (as defined by the Companies Act 2006) are in force for the benefit of the directors of the Company. These provisions are provided by a fellow subsidiary undertaking, Tide Platform Limited, on behalf of Tide Holdings Limited and its subsidiaries (the "Group"). These provisions were in force throughout the financial year and remain in force at the date of this report.

AUDITOR

Each of the persons who is a director at the date of approval of this report confirms that:

* So far as the director is aware, there is no relevant audit information of which the Company's auditor is unaware; and

* The director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.


This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.


Deloitte LLP have expressed their willingness to continue in office as auditor and appropriate arrangements have been put in place for them to be deemed reappointed as auditors in the absence of an Annual General Meeting.



Approved by the Board of Directors and signed on its behalf by:

Dr Oliver Rainer Andreas Prill
Director
4th Floor The Featherstone Building
66 City Road
London
EC1Y 2AL
United Kingdom

08 September 2026

FUNDING OPTIONS LIMITED

DIRECTORS' RESPONSIBILITIES STATEMENT

For the financial year ended 31 December 2025
FUNDING OPTIONS LIMITED

DIRECTORS' RESPONSIBILITIES STATEMENT (continued)

For the financial year ended 31 December 2025

The directors are responsible for preparing the annual report 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), including Financial Reporting Standard 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” ("FRS 102"). 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 financial 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;
* State whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and
* 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. The directors 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.

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements and other information included in annual reports may differ from legislation in other jurisdictions.

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FUNDING OPTIONS LIMITED

For the financial year ended 31 December 2025

INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF FUNDING OPTIONS LIMITED (continued)

For the financial year ended 31 December 2025

Report on the audit of the financial statements

Opinion

In our opinion the financial statements of Funding Options Limited (the ‘company’):
* give a true and fair view of the state of the company’s affairs as at 31 December 2025 and of its profit for the year then ended;
* have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice, including Financial Reporting Standard 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland”; and
* have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements which comprise:
* the profit and loss account;
* the balance sheet;
* the statement of changes in equity;
* the related notes 1 to 16.

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).

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 auditor's 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 Financial Reporting Council’s (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 other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report. 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.

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 course of 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.

Responsibilities of directors

As explained more fully in the directors’ responsibilities statement, 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 is 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.

Auditor’s 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 an auditor's report 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.

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

Extent to which the audit was considered capable of detecting irregularities, including fraud

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 extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

We considered the nature of the company’s industry and its control environment, and reviewed the company’s documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks of irregularities.

We obtained an understanding of the legal and regulatory framework that the company operates in, and identified the key laws and regulations that:
* had a direct effect on the determination of material amounts and disclosures in the financial statements. These included the UK Companies Act and tax legislation; and
* do not have a direct effect on the financial statements but compliance with which may be fundamental to the company’s ability to operate or to avoid a material penalty.

We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.

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 addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.

In addition, we identified a significant risk of material misstatement due to fraud in revenue recognition relating to finance commission. In response, we performed substantive procedures over finance commission, including testing a sample of sales transactions by inspecting supporting documentation to verify occurrence and accuracy, and tracing sales to subsequent cash receipts.

In addition to the above, our procedures to respond to the risks identified included the following:
* reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;
*performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud;
* enquiring of management and in-house legal counsel concerning actual and potential litigation and claims, and instances of non-compliance with laws and regulations; and
* reading minutes of meetings of those charged with governance.

Report on other legal and regulatory requirements

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 directors’ report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
* the directors’ report has been prepared in accordance with applicable legal requirements.

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 any material misstatements in the directors’ report.

Matters on which we are required to report by exception

Under the Companies Act 2006 we are required to report in respect of the following matters 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
* the directors were not entitled to take advantage of the small companies’ exemption from the requirement to prepare a strategic report; or
* we have not received all the information and explanations we require for our audit.

We have nothing to report in respect of these matters.

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 an auditor’s report 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.

David Rozier (Senior Statutory Auditor)
For and on behalf of
Deloitte LLP
Statutory Auditor

Fusion Point 2
2 Dumballs Road
Cardiff
CF10 5BF
United Kingdom

08 September 2026

FUNDING OPTIONS LIMITED

PROFIT AND LOSS ACCOUNT

For the financial year ended 31 December 2025
FUNDING OPTIONS LIMITED

PROFIT AND LOSS ACCOUNT (continued)

For the financial year ended 31 December 2025
Note 2025 2024
£ £
Turnover 3 19,521,868 8,883,279
Cost of sales ( 445,765) ( 690,957)
Gross profit 19,076,103 8,192,322
Administrative expenses ( 5,014,364) ( 3,118,056)
Other operating income 0 66
Operating profit 14,061,739 5,074,332
Interest receivable and similar income 4 2,106,479 52,110
Interest payable and similar expenses 4 ( 2,892,215) ( 923,923)
Profit before taxation 5 13,276,003 4,202,519
Tax on profit 8 0 0
Profit for the financial year 13,276,003 4,202,519

All amounts relate to continuing operations.

There were no items of other comprehensive income or loss for the current or prior year and accordingly no Statement of Other Comprehensive Income is presented.

The notes on pages 11 to 18 form an integral part of these financial statements.

FUNDING OPTIONS LIMITED

BALANCE SHEET

As at 31 December 2025
FUNDING OPTIONS LIMITED

BALANCE SHEET (continued)

As at 31 December 2025
Note 2025 2024
£ £
Current assets
Debtors 9 31,202,908 2,874,091
Cash at bank and in hand 7,316,678 1,196,708
38,519,586 4,070,799
Creditors: amounts falling due within one year 10 ( 22,924,544) ( 333,761)
Net current assets 15,595,042 3,737,038
Total assets less current liabilities 15,595,042 3,737,038
Creditors: amounts falling due after more than one year 11 ( 3,582,001) ( 5,000,000)
Net assets/(liabilities) 12,013,041 (1,262,962)
Capital and reserves 13
Called-up share capital 9,650 9,650
Share premium account 19,888,367 19,888,367
Profit and loss account ( 7,884,976) ( 21,160,979)
Total shareholder's funds/(deficit) 12,013,041 (1,262,962)

The notes on pages 11 to 18 form an integral part of these financial statements.

The financial statements of Funding Options Limited (registered number: 07739337) were approved and authorised for issue by the Board of Directors on 08 September 2026. They were signed on its behalf by:

Dr Oliver Rainer Andreas Prill
Director
FUNDING OPTIONS LIMITED

STATEMENT OF CHANGES IN EQUITY

For the financial year ended 31 December 2025
FUNDING OPTIONS LIMITED

STATEMENT OF CHANGES IN EQUITY (continued)

For the financial year ended 31 December 2025
Called-up share capital Share premium account Profit and loss account Total
£ £ £ £
At 01 January 2024 9,650 19,888,367 ( 25,363,498) ( 5,465,481)
Profit for the financial year 0 0 4,202,519 4,202,519
Total comprehensive income 0 0 4,202,519 4,202,519
At 31 December 2024 9,650 19,888,367 ( 21,160,979) ( 1,262,962)
At 01 January 2025 9,650 19,888,367 ( 21,160,979) ( 1,262,962)
Profit for the financial year 0 0 13,276,003 13,276,003
Total comprehensive income 0 0 13,276,003 13,276,003
At 31 December 2025 9,650 19,888,367 ( 7,884,976) 12,013,041

The notes on pages 11 to 18 form an integral part of these financial statements.

FUNDING OPTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

For the financial year ended 31 December 2025
FUNDING OPTIONS LIMITED

NOTES TO THE FINANCIAL STATEMENTS

For the financial year ended 31 December 2025
1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

Funding Options Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is 4th Floor The Featherstone Building, 66 City Road, London, EC1Y 2AL, United Kingdom.

The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” ("FRS 102") issued by the Financial Reporting Council and the requirements of the UK Companies Act 2006.

The functional currency of Funding Options Limited is considered to be pounds sterling because that is the currency of the primary economic environment in which the Company operates.

Funding Options Limited meets the definition of a qualifying entity under FRS 102 and has therefore taken advantage of the disclosure exemptions available to it. Exemptions have been taken in relation to financial instruments, presentation of a Cash Flow Statement, related party transactions and remuneration of key management personnel. The Company's financial statements are consolidated into the financial statements of Tide Holdings Limited, a company incorporated in the United Kingdom and copies of the financial statements can be obtained from the address disclosed in note 16.

Going concern

In adopting the going concern basis of preparing the financial statements, the directors have considered the business activities and outlook, as well as the Company’s principal risks and uncertainties. Based on cash flow forecasts and financial projections, the directors have a reasonable expectation that the Company has adequate resources to continue in operational existence for a period of at least twelve months from when the financial statements are authorised for issue. Thus, they continue to adopt the going concern basis in preparing the annual financial statements.

The directors continue to monitor key risk metrics as well as the situation regarding the economic environment. The directors do not consider there to be any geopolitical or climate risks that will have a material impact on the entity.

Foreign currency

The financial statements are presented in the Company’s functional currency Sterling. Transactions in foreign currencies are translated into Sterling at the exchange rate ruling at the date of the transaction. Foreign currency monetary balances are translated into Sterling at the period end exchange rates. Exchange gains and losses on such balances are taken to the Profit and Loss Account. Non-monetary foreign currency balances are translated at historical transaction-date exchange rates.

Turnover

Turnover represents commissions earned on introducing customers to lenders and is recognised when the loan is paid from the lender to the borrower. Turnover is recognised at the fair value of the consideration received or receivable services provided in the normal course of business, and is shown net of VAT and other sales related taxes.

Where a contract has only been partially completed at the balance sheet date turnover represents the fair value of the service provided to date based on the stage of completion of the contract activity at the balance sheet date. Where payments are received from customers in advance of services provided, the amounts are recorded as deferred income and included as part of creditors due within one year.

Employee benefits

Short term benefits
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised as an expense when the Company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Defined contribution schemes
The Company operates a defined contribution scheme. The amounts charged to the Profit and Loss Account in respect of pension costs and other retirement benefits are the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are shown as either accruals or prepayments in the Balance Sheet.

Finance costs

Finance costs are charged to the Profit and Loss Account over the term of the debt using the effective interest method so the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Taxation

Current tax, including UK corporation tax, is provided at amounts expected to be paid (or recovered) using the tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date.

Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the Company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the average tax rates that are expected to apply when the timing differences reverse, based on current tax rates and laws. Deferred tax assets and liabilities are not discounted.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Interest receivable and similar income

Interest receivable is recognised when it is probable that the economic benefits will flow to the Company and the amount of revenue can be measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding at the effective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to that asset's net carrying amount on initial recognition.

Leases

The Company as lessee
Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.

Non-financial assets
At each balance sheet date, the Company reviews its tangible and intangible assets to determine whether there is any indication that those assets have suffered an 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). The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

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. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Financial assets
For financial assets carried at amortised cost, the amount of impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

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.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either 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.

Financial assets are derecognised when and only when the contractual rights to the cash flows from the financial asset expire or are settled, or the Company transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or the Company, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.

Basic financial liabilities
Basic financial liabilities, including creditors, bank loans and loans from fellow group companies, 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.

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.

2. Critical accounting judgements and key sources of estimation uncertainty

In the application of the Company’s accounting policies, which are described in note 1, the directors are required to make judgements, estimates and assumptions about the carrying amounts 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 and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the financial year in which the estimate is revised if the revision affects only that period, or in the financial year of the revision and future periods if the revision affects both current and future periods.

Critical judgements in applying the Company’s accounting policies

The directors do not consider that any critical judgements have been made in the application of the Company’s accounting policies in these financial statements.

Key source of estimation uncertainty

The key assumptions concerning the future, and other key sources of estimation uncertainty at the balance sheet date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are discussed below.

**Recognition of deferred tax assets**
The extent to which deferred tax assets can be recognised is based on an assessment of the probability that future taxable income will be available against which the deductible temporary differences and tax loss carry-forwards can be utilised.

No deferred tax asset has been recognised at 31 December 2025 to the extent that it is not considered probable that a deferred tax asset would be recovered against future profits. The Company has not recognised deferred tax assets of £4,927,260 (2024: £4,927,260) in respect of losses amounting to £19,709,040 (2024: £19,709,040) that can be carried forward against future taxable income.

3. Turnover

Turnover represents the fair value of goods/services provided to customers during the financial year excluding value added tax.

Breakdown by business class

An analysis of the Company's turnover by class of business is set out below.

2025 2024
£ £
Intercompany revenue 409,537 0
Data services 0 30,000
Commissions 19,112,331 8,853,279
19,521,868 8,883,279

Turnover is wholly attributable to the principal activity of the Company and arises solely within the United Kingdom.

4. Interest receivable and interest payable

2025 2024
£ £
Interest receivable and similar income 2,106,479 52,110
Interest payable and similar expenses ( 2,892,215) ( 923,923)
(785,736) (871,813)

Interest receivable and similar income

2025 2024
£ £
Bank interest 48,512 0
Interest from group undertakings 2,057,967 52,110
2,106,479 52,110

Interest payable and similar expenses

2025 2024
£ £
Bank loans and overdrafts ( 2,892,215) ( 336,760)
Loans from group undertakings 0 ( 536,163)
Other interest payable and similar expense 0 ( 51,000)
( 2,892,215) ( 923,923)

5. Profit before taxation

Profit before taxation is stated after charging/(crediting):

2025 2024
£ £
Bad debt expense 86,398 ( 834)
Operating lease rentals 0 13,098
Irrecoverable VAT 829,473 682,904
Foreign exchange (gains)/losses ( 353) 2,064

6. Auditor's remuneration

An analysis of the auditor's remuneration is as follows:

2025 2024
£ £
Fees payable to the Company’s auditor and its associates for the audit of the Company's annual financial statements: 44,400 36,000
Total audit fees 44,400 36,000
Taxation compliance services 0 9,496
Other services 0 3,195
Total non-audit fees 0 12,691

7. Staff number and costs

2025 2024
Number Number
The average monthly number of employees (including directors) was:
Total 5 4

The employees numbers above include only the directors of the Company. No directors' remuneration was paid in the year or prior year. The directors are the only key management personnel of the Company. The Company has no other employees and outsources all administrative, management and oversight activities to Tide Platform Ltd.

8. Tax on profit

2025 2024
£ £
Current tax on profit
UK corporation tax 0 0
Total current tax 0 0
Total tax on profit 0 0
Tax reconciliation

The tax assessed for the year is lower than (2024: lower than) the standard rate of corporation tax in the UK:

2025 2024
£ £
Profit before taxation 13,276,003 4,202,519
Tax on profit at standard UK corporation tax rate of 25% (2024: 25%) 3,319,001 1,050,630
Effects of:
Expenses not deductible for tax purposes 5,493 13,029
Income not taxable in determining taxable profit 0 ( 799)
Effects of group relief / other reliefs (3,324,494) (1,062,860)
Total tax charge for year 0 0

During the year ended 31 December 2025, the Company, being a subsidiary of Tide Holdings Limited, surrendered tax losses of £3.3m (2024: £1.1m) to fellow group undertakings. No consideration was received in respect of the losses surrendered.

9. Debtors

2025 2024
£ £
Trade debtors 2,000,150 614,662
Amounts owed by Group undertakings 4,469,619 0
Amounts owed by Parent undertakings 24,689,995 2,152,110
Other debtors 3,605 3,605
Prepayments and accrued income 39,539 103,714
31,202,908 2,874,091

Trade debtors is presented net of an impairment provision of £53,623 (2024: £5,735).

Amounts owed by Group undertakings of £409,537 (2024: £Nil) relates to core commission revenue arising from the Company's principal activities and does not bear interest. The remaining balance comprises loans and accrued interest, which are repayable 36 months from the date of first drawdown and may be extended at the Company's sole discretion and bear interest at a rate of 12.75% per annum.

Amounts owed by Parent undertakings are receivable on demand and bears interest at a rate of 12% per annum.

10. Creditors: amounts falling due within one year

2025 2024
£ £
Bank loans 21,956,377 0
Trade creditors 0 17,307
Amounts owed to Group undertakings 548,375 37,504
Other taxation and social security 7,624 6,204
Accruals and deferred income 412,168 272,746
22,924,544 333,761

See note 11 for disclosures relating to the bank loans which comprise revolving and fixed term facilities.

The loans are secured by way of a fixed and floating charge over the assets of the Company.

An amount of £548,375 (2024: £37,504) is due to Tide Platform Limited against the monthly management fee invoice.

Amounts owed to Group and Parent undertakings are repayable on demand and do not bear interest.

11. Creditors: amounts falling due after more than one year

2025 2024
£ £
Bank loans 3,582,001 5,000,000

The Company's bank loans comprise revolving and fixed term facilities.

The revolving term loans incurred an interest rate of 12.25% up until September 2025. From 1 October 2025, the interest rate decreased to 10.25%. The revolving term loans are due to mature in December 2027. The outstanding balance as at 31 December 2025 was £10.1m (2024: £nil).

The Company has fixed term growth facility loans split into Parts 2 to 4. Part 2 has an outstanding balance on 31 December 2025 of £6.2m (2024: £nil) and incurs an interest rate of 10.625% with a maturity date in August 2026. Part 3 and Part 4 incur an interest rate of 11% each with each due to mature in July 2027 and September 2027 respectively. The outstanding balances for Part 3 and Part 4 as at 31 December 2025 were £4.2m and £4.6m (2024: £5.0m and £nil) respectively.

No loans are due after more than five years.

The loans are secured by way of a fixed and floating charge over the assets of the Company.

Bank loans
2025 2024
£ £
Between one and two years 3,582,001 3,424,739
Between two and five years 0 1,575,261
After five years 0 0
3,582,001 5,000,000
On demand or within one year 21,956,377 0
25,538,378 5,000,000

12. Financial instruments

The carrying values of the Company’s financial assets and liabilities are summarised by category below:

2025 2024
£ £
Financial assets
Measured at undiscounted amount receivable
Trade debtors (note 9) 2,000,150 614,662
Other debtors (note 9) 3,605 3,605
Amounts owed by Group undertakings (note 9) 4,469,619 0
Amounts owed by Parent undertakings (note 9) 24,689,995 2,152,110
Cash at bank and in hand 7,316,678 1,196,708
38,480,047 3,967,085
Financial liabilities
Measured at amortised cost
Bank loans and other loans (note 10 and 11) (25,538,378) (5,000,000)
Measured at undiscounted amount payable
Trade creditors (note 10) 0 ( 17,307)
Amounts owed to Group undertakings (note 10) ( 548,375) ( 37,504)
(26,086,753) (5,054,811)

13. Called-up share capital and reserves

2025 2024
£ £
Allotted, called-up and fully-paid
965,017 Ordinary shares of £ 0.01 each 9,650 9,650
Presented as follows:
Called-up share capital presented as equity 9,650 9,650

The Company's other reserves are as follows:

The share premium reserve contains the premium arising on issue of equity shares, net of issue expenses.

The profit and loss reserve represents cumulative profits or losses, net of dividends paid and other adjustments.

14. Events after the Balance Sheet date

There have been no events after the balance sheet date affecting the Company.

15. Related party transactions

The Company has availed of the exemption provided in FRS 102 Section 33 Related Party Disclosures not to disclose transactions entered into with fellow group companies that are wholly owned within the group of companies of which the Company is a wholly owned member.

16. Controlling party

The ultimate parent company and the ultimate controlling party is Tide Holdings Limited. The parent undertaking of the smallest and largest group, which includes the Company and for which group financial statements are prepared, is Tide Holdings Limited, a company incorporated in the United Kingdom. Copies of the consolidated financial statements can be obtained from the registered office of Tide Holdings Limited, 4th Floor The Featherstone Building, 66 City Road, London, EC1Y 2AL, United Kingdom.