| REGISTERED NUMBER: |
| Strategic Report, Directors' Report and |
| Financial Statements for the Year Ended 31 December 2025 |
| for |
| Sdip Kimra Limited |
| REGISTERED NUMBER: |
| Strategic Report, Directors' Report and |
| Financial Statements for the Year Ended 31 December 2025 |
| for |
| Sdip Kimra Limited |
| Sdip Kimra Limited (Registered number: 11726181) |
| Contents of the Financial Statements |
| for the Year Ended 31 December 2025 |
| Page |
| Company Information | 1 |
| Strategic Report | 2 |
| Directors' Report | 3 |
| Report of the Independent Auditors | 5 |
| Statement of Income and Retained Earnings | 9 |
| Balance Sheet | 10 |
| Notes to the Financial Statements | 11 |
| Sdip Kimra Limited |
| Company Information |
| for the Year Ended 31 December 2025 |
| Directors: |
| Registered office: |
| Registered number: |
| Auditors: |
| Chartered Accountants & Statutory Auditors |
| 22-26 King Street |
| King's Lynn |
| Norfolk |
| PE30 1HJ |
| Sdip Kimra Limited (Registered number: 11726181) |
| Strategic Report |
| for the Year Ended 31 December 2025 |
| The directors present their strategic report for the year ended 31 December 2025. |
| Review of business |
| The company's principal activity is that of a holding company for its subsidiaries, Water Treatment Products Holdings Ltd and Water Treatment Products Ltd. |
| The company's results for the period and financial position of the company are as shown in the annexed financial statements. |
| The directors are satisfied with the performance of the company's trading subsidiaries. |
| Principal risks and uncertainties |
| The company itself does not actively trade with unconnected third parties but the activities of the trading subsidiary expose them to a number of financial risks. The subsidiary is exposed to the usual credit related losses in the event of non-payment by customers but the risks are mitigated through various processes to ensure that such vents will not endanger the company's financial stability. |
| The principal financial instruments of the company comprise other creditors and loans from other companies which are group balances. The company does not use derivative financial instruments for speculative purposes. The subsidiary's financial instruments comprise of cash and liquid resources and various items such as trade debtors and trade creditors that arise directly from its operations. The main purpose of these financial instruments is to raise finance for the company's operations. |
| On behalf of the board: |
| 11 September 2026 |
| Sdip Kimra Limited (Registered number: 11726181) |
| Directors' Report |
| for the Year Ended 31 December 2025 |
| 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 a holding company for its subsidiaries, Water Treatment Products Holdings Limited and Water Treatment Products Limited. |
| Dividends |
| Interim dividends of £2,425,240 were paid during the year (2024: £Nil). |
| Results |
| The profit for the year, after taxation, amount to £4,414,379 (2024: £2,187,565) |
| Directors |
| The directors who have held office during the period from 1 January 2025 to the date of this report are as follows: |
| Statement of directors' responsibilities |
| The directors are responsible for preparing the Strategic Report, the Directors' 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'. 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. |
| Sdip Kimra Limited (Registered number: 11726181) |
| Directors' Report |
| for the Year Ended 31 December 2025 |
| Statement as to disclosure of information to auditors |
| So far as the director is 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 he 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. |
| On behalf of the board: |
| Report of the Independent Auditors to the Members of |
| Sdip Kimra Limited |
| Opinion |
| We have audited the financial statements of Sdip Kimra Limited (the 'company') for the year ended 31 December 2025 which comprise the Statement of Income and Retained Earnings, Balance Sheet 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 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice). |
| In our opinion the financial statements: |
| - | give a true and fair view of the state of the 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; 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 Directors' Report, 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. |
| Report of the Independent Auditors to the Members of |
| Sdip Kimra Limited |
| 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Strategic Report and the Directors' Report 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 Directors' Report. |
| 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. |
| 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. |
| Report of the Independent Auditors to the Members of |
| Sdip Kimra Limited |
| 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: |
| Discussions with and enquiries of management and those charged with governance were held with a view to identify those laws and regulations that could be expected to have a material impact on the financial statements. During the engagement team briefing the outcomes of these discussions and enquiries were shared with the team, as well as consideration as to where and how fraud may occur in the entity. |
| The following laws and regulations were identified as being of significance to the entity: |
| - Those laws and regulations considered to have a direct effect on the financial statements include the UK financial |
| reporting standards, Company Law, Taxation legislation and distributable profits legislation. |
| Audit procedures undertaken in response to the potential risks relating to irregularities (which includes fraud and |
| non-compliance with laws and regulations) comprised of: Inquiries of management and those charged with |
| governance as to whether the entity complies with such laws and regulations; enquiries with the same concerning any actual or potential litigation or claims; inspection of relevant legal correspondence; testing the appropriateness of |
| journal entries; and the performance of analytical reviews to identify unexpected movement in account balances |
| which may be indicative of fraud. |
| No instances of material non-compliance were identified. However, the likelihood of detecting irregularities, including |
| fraud, is limited by the inherent difficulty in detecting irregularities, the effectiveness of the entity's controls and the |
| nature, timing and extent of the audit procedures performed. Irregularities that result from fraud might be inherently |
| more difficult to detect than those irregularities that result from error. As explained above, there is an unavoidable |
| risk that material misstatements might not be detected, even though the audit has been planned and performed in |
| accordance with the ISAs (UK). |
| 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. |
| Report of the Independent Auditors to the Members of |
| Sdip Kimra Limited |
| 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. |
| for and on behalf of |
| Chartered Accountants & Statutory Auditors |
| 22-26 King Street |
| King's Lynn |
| Norfolk |
| PE30 1HJ |
| Sdip Kimra Limited (Registered number: 11726181) |
| Statement of Income and Retained Earnings |
| for the Year Ended 31 December 2025 |
| 31.12.25 | 31.12.24 |
| Notes | £ | £ |
| Turnover |
| Administrative expenses | ( |
) | ( |
) |
| Operating loss | ( |
) | ( |
) |
| Income from shares in group undertakings |
| 3,998,000 | 2,294,577 |
| Interest payable and similar expenses | 6 | ( |
) |
| Profit before taxation |
| Tax on profit | 7 |
| Profit for the financial year |
| Retained earnings at beginning of year |
| Dividends | 8 | ( |
) |
| Retained earnings at end of year |
| Sdip Kimra Limited (Registered number: 11726181) |
| Balance Sheet |
| 31 December 2025 |
| 31.12.25 | 31.12.24 |
| Notes | £ | £ |
| Fixed assets |
| Investments | 9 |
| Current assets |
| Cash in hand |
| Creditors |
| Amounts falling due within one year | 10 | ( |
) | ( |
) |
| Net current liabilities | ( |
) | ( |
) |
| Total assets less current liabilities |
| Capital and reserves |
| Called up share capital | 11 |
| Capital contribution reserve | 12 |
| Retained earnings | 12 |
| Shareholders' funds |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| Sdip Kimra Limited (Registered number: 11726181) |
| Notes to the Financial Statements |
| for the Year Ended 31 December 2025 |
| 1. | Statutory information |
| Sdip Kimra Limited is a |
| 2. | Statement of compliance |
| 3. | Accounting policies |
| Basis of preparing the financial statements |
| The financial statements have been prepared on a going concern basis, under the historical cost convention. All accounting policies have been applied consistently. |
| The financial statements are prepared in sterling, which is the functional currency of the entity. |
| Figures are rounded to the nearest whole pound sterling. |
| Going Concern |
| Although the company is in a net current liabilities position the directors have reviewed the forecasts of the trading subsidiary and the expected dividends receivable and on that basis they have reasonable expectation that the company has sufficient resources to meet its financial liabilities as they fall due. It is therefore the directors' view that it is appropriate to prepare the financial statements on a going concern basis. |
| Financial Reporting Standard 102 - reduced disclosure exemptions |
| The entity satisfies the criteria of being a qualifying entity as defined in FRS 102. Its financial statements are consolidated into the financial statements of Sdiptech Ab (Publ.) which can be obtained from its website at sdiptech.se/investor-relations/financial-information or from its registered office at Nybrogatan 39, Stockholm 11439, Sweden. As such, advantage has been taken of the following disclosure exemptions available under paragraph 1.12 of FRS 102: |
| (a) No cash flow statement has been presented for the company. |
| (b) Disclosures in respect of financial instruments have not been presented. |
| (c) No disclosure has been given for the aggregate remuneration of key management personnel. |
| (d) No disclosure has been given for the transactions undertaken with members of the same group that are wholly owned. |
| Preparation of consolidated financial statements |
| The financial statements contain information about Sdip Kimra Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 401 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Sdiptech Ab (Publ.), Nybrogatan 39, Stockholm 11439, Sweden. |
| Sdip Kimra Limited (Registered number: 11726181) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2025 |
| 3. | Accounting policies - continued |
| 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 and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. |
| Key sources of estimation uncertainty |
| The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows. |
| Impairment of investments |
| The group considers whether the investment is impaired. If such indication exists, the recoverable amount of the asset, or the asset's cash generating unit, is estimated and compared to the carrying amount. Where the carrying amount exceeds its recoverable amount, an impairment loss is recognised in profit or loss unless the asset is carried at a revalued amount where the impairment loss is a revaluation decrease. |
| Investments in subsidiaries |
| Investments in subsidiaries are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses. |
| Sdip Kimra Limited (Registered number: 11726181) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2025 |
| 3. | Accounting policies - continued |
| Financial instruments |
| A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument. |
| Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. |
| Debt instruments are subsequently measured at amortised cost. |
| Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately. |
| For all equity instruments regardless of significance, and other financial assets that are individually significant, these are assessed individually for impairment. Other financial assets are either assessed individually or grouped on the basis of similar credit risk characteristics. |
| Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised. 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 entity after deducting all of its financial liabilities. |
| Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the balance sheet. Finance costs and gains or losses relating to financial liabilities are included in the profit and loss account. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability. |
| Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity. |
| Taxation |
| Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
| Current or deferred taxation assets and liabilities are not discounted. |
| Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
| Sdip Kimra Limited (Registered number: 11726181) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2025 |
| 3. | Accounting policies - continued |
| Deferred tax |
| Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
| Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
| Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
| Impairment of fixed assets |
| A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date. |
| For the purposes of impairment testing, when it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that largely independent of the cash inflows from other assets or groups of assets. |
| 4. | Employees and directors |
| The average number of persons employed by the company during the year, being directors only amounted to 3 (2024: 2). The directors of the board are remunerated by other group members and their salaries are not recharged. |
| 5. | Auditors' remuneration |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Fees payable to the company's auditors for the audit of the company's financial statements |
2,000 |
1,740 |
| 6. | Interest payable and similar expenses |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Interest due to group undertakings |
| Unwinding discount charge | ( |
) |
| ( |
) |
| 7. | Taxation |
| Analysis of the tax charge |
| No liability to UK corporation tax arose for the year ended 31 December 2025 nor for the year ended 31 December 2024. |
| Sdip Kimra Limited (Registered number: 11726181) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2025 |
| 7. | Taxation - continued |
| Reconciliation of total tax charge included in profit and loss |
| The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Profit before tax |
| Profit multiplied by the standard rate of corporation tax in the UK of (2024 - |
| Effects of: |
| Income not taxable for tax purposes | ( |
) | ( |
) |
| Group relief | 11,494 | 28,109 |
| Total tax charge | - | - |
| 8. | Dividends |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Ordinary share of £1.00 |
| Interim |
| 9. | Fixed asset investments |
| Shares in |
| group |
| undertakings |
| £ |
| Cost |
| At 1 January 2025 |
| Additions |
| At 31 December 2025 |
| Net book value |
| At 31 December 2025 |
| At 31 December 2024 |
| The company's investments at the Balance Sheet date in the share capital of companies include the following: |
| Registered office: Bradbury House, Mission Court, Newport, NP20 2DW |
| Nature of business: |
| % |
| Class of shares: | holding |
| Sdip Kimra Limited (Registered number: 11726181) |
| Notes to the Financial Statements - continued |
| for the Year Ended 31 December 2025 |
| 9. | Fixed asset investments - continued |
| Registered office: Bradbury House, Mission Court, Newport, NP20 2DW |
| Nature of business: |
| % |
| Class of shares: | holding |
| 10. | Creditors: amounts falling due within one year |
| 31.12.25 | 31.12.24 |
| £ | £ |
| Amounts owed to group undertakings |
| Accruals and deferred income |
| Amounts owed to group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand. |
| 11. | Called up share capital |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 31.12.25 | 31.12.24 |
| value: | £ | £ |
| Ordinary | £1.00 | 1 | 1 |
| There is a single class of share. Each share has full rights in the company with respect to voting, dividends and distributions. |
| 12. | Reserves |
| Profit and loss account - This reserve records distributable retained earnings and accumulated losses. |
| Share premium account - This reserve records the amount received above the par value of issued shares. |
| 13. | Ultimate controlling party |
| The company's immediate parent company is Sdip Holdings AB, a company registered in Sweden. The company's ultimate parent company is Sdiptech AB (Publ.) a company registered in Sweden and has its shares listed on Nasdaq First North Premier in Stockholm. |
| Sdiptech AB (Publ.) is the parent of the smallest and largest group of which the company is a member for which consolidated accounts will be prepared. Copies of the Sdiptech AB (Publ.) accounts are available from its website at: http://www.sdiptech.se/investor-relations/financial-information. |