Grant_Thornton_(Holdings)

Grant Thornton (Holdings) NI Limited

Company Information

Directors

Richard Gillan

Louise Kelly Peter Legge Neal Taylor Alan Gourley

Registered number

NI623034

Registered office

12 - 15 Donegall Square West

Belfast

BT1 6JH

Independent auditors

McAleer Jackson Ltd

Chartered Accountants & Statutory Auditors Church House

24 Dublin Road Omagh

BT78 1HE

Grant Thornton (Holdings) NI Limited

Contents

Page

Independent auditors' report

1 - 3

Balance sheet

4

Statement of changes in equity

5

Notes to the financial statements

6 - 9

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF GRANT THORNTON (HOLDINGS) NI LIMITED

Opinion

We have audited the financial statements of Grant Thornton (Holdings) NI Limited (the 'company') for the year ended 31 December 2025 which comprise the Statement of Comprehensive Income, Balance Sheet, 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 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 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 Report of the Directors has 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 prepare the financial statements in accordance with the small company's regime and take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Page 1

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 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.

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 further 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.

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 obtained an understanding of the legal and regulatory framework that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included the UK Companies Act, pensions and tax legislation, relevant employment legislation, together with provisions of other laws and regulations that 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 tailored our response to those identified risks to include enquiring of management and external legal advisors concerning actual and potential litigation and claims, performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud, and reviewing correspondence with tax authorities and other regulatory bodies.

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.

We apply professional scepticism throughout the audit to consider deliberate omission or concealment of significant transactions, or incomplete/inaccurate disclosures in the financial statements.

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

*

the nature of the industry and sector, control environment and business performance including the company's remuneration policies, and performance targets;

*

results of our enquiries of management and other key persons about the company's own policies for the identification and assessment of the risks of irregularities, including those that may occur either as a result of fraud or error, and matters we identified from our review of the company's policies, procedures and internal controls; and

*

the matters discussed among the audit engagement team regarding potential indicators of fraud and where it might occur in the financial statements;

design of audit procedures responsive to those risks that incorporate unpredictability around the nature, timing and extent of our testing.

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.

Page 2

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.

Michael Barnett (Senior Statutory Auditor) for and on behalf of McAleer Jackson Ltd Statutory Auditors

Church House 24 Dublin Road OMAGH

Co. Tyrone BT78 IHE

1 September 2026

Page 3

Grant Thornton (Holdings) NI Limited

Registered number:NI623034

Balance sheet

As at 31 December 2025

As restated

and unaudited

2024

2025

Note

£

Current assets

1

2,194

5

Debtors: amounts falling due within one year

1

2,194

Current liabilities

(442,103)

(96,315)

Creditors: amounts falling due within one year

6

(442,102)

(94,121)

Net current liabilities

(442,102)

(94,121)

Total assets less current liabilities

(442,102)

(94,121)

Net liabilities

Capital and reserves

2

7

Called up share capital

(442,104)

(94,123)

8

Profit and loss account

(442,102)

(94,121)

Shareholders' deficit

The financial statements have been prepared in accordance with the provisions applicable to companies subject to the small companies regime and in accordance with the provisions of FRS 102 Section 1A - small entities.

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

The Company has opted not to file the statement of comprehensive income in accordance with provisions applicable to companies subject to the small companies' regime.

The financial statements were approved and authorised for issue by the board and were signed on its behalf on 1 September 2026.

Louise Kelly

Director

The notes on pages 6 to 9 form part of these financial statements.

Page 4

Grant Thornton (Holdings) NI Limited

Statement of changes in equity

For the year ended 31 December 2025

Called up share capital

Profit and loss account

Total equity

£

2

(94,123)

(94,121)

At 1 January 2025 (as restated)

(347,981)

Loss for the year

-

(442,104)

2

(442,102)

At 31 December 2025

Statement of changes in equity

For the year ended 31 December 2024

Called up share capital

Profit and loss account

Total equity

£

(81,375)

2

(81,377)

At 1 January 2024 (as previously stated)

2,193

Prior year adjustment - correction of error

-

2

(79,184)

(79,182)

At 1 January 2024 (as restated)

(14,939)

Loss for the year

-

2

(94,123)

(94,121)

At 31 December 2024 (as restated)

The notes on pages 6 to 9 form part of these financial statements.

Page 5

Grant Thornton (Holdings) NI Limited

Notes to the financial statements

For the year ended 31 December 2025

1.

General information

Grant Thornton (Holdings) NI Limited is a company limited by shares and incorporated in Northern Ireland. The registered office is 12 - 15 Donegall Square West, Belfast, BT1 6JH.

The principal activity is that of a holding company.

2.

Accounting policies

2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with FRS 102 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland' and the requirements of the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgement in applying the Company's accounting policies (see note 3).

The financial statements are presented in sterling (£).

The following principal accounting policies have been applied:

2.2

Going concern

The Company meets its working capital requirements through financial support from its shareholders and is dependent upon this continued support. The directors are confident the support will continue to be made available to allow the Company to trade for the foreseeable future. The directors have assessed that there are adequate resources to meet the ongoing costs of the business for a minimum of 12 months from the date of signing of the financial statements. The directors are confident that the subsidiaries will achieve profitability and that in the meanwhile Grant Thornton Holdings Limited will continue to provide financial support. For this reason the financial statements have been prepared on a going concern basis which presumes the realisation of assets and liabilities in the normal course of business.

Page 6

Grant Thornton (Holdings) NI Limited

Notes to the financial statements

For the year ended 31 December 2025

2.

Accounting policies (continued)

2.3

Taxation

Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:

*

The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

*

Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

2.4

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

2.5

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

3.

Judgements in applying accounting policies and key sources of estimation uncertainty

There were no material judgements applied in the preparation of the financial statements.

4.

Employees

The Company has no employees other than the directors, who did not receive any remuneration (2024 - £NIL).

Page 7

Grant Thornton (Holdings) NI Limited

Notes to the financial statements

For the year ended 31 December 2025

5.

Debtors

As restated

and unaudited

2025

2024

£

-

2,193

Other debtors

1

Called up share capital not paid

1

2,194

6.

Creditors: Amounts falling due within one year

Unaudited

2024

2025

£

110,626

96,315

Amounts owed to group undertakings

331,477

-

Corporation tax

96,315

442,103

Amounts owed to group undertakings are unsecured, interest free and repayable on demand.

7.

Share capital

Unaudited

2024

2025

£

Allotted, called up and fully paid

1

2

1 (2024 - 2) Ordinary shares of £1.00

1

1 (2024 - NIL) Special share of £1.00

-

2

8.

Reserves

Profit and loss account

Includes all current and prior period retained profits and losses.

9.

Related party transactions

The Company has availed of FRS 102 Section 33, Paragraph 33.1A which allows non-disclosure of transactions between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member.

Page 8

Grant Thornton (Holdings) NI Limited

Notes to the financial statements

For the year ended 31 December 2025

10.

Post balance sheet events

There are no post balance sheets requiring disclosure.

11.

Controlling party

The immediate parent company is Grant Thornton Holdings Limited, a company registered in Ireland.

The smallest and largest group in which the results are consolidated is that headed by Grant Thornton Holdings Limited. The consolidated accounts of Grant Thornton Holdings Limited are publicly from CRO.

The ultimate controlling party is Turbo Parent Partnerships LLP.

12.

Prior year adjustment

Comparative information has been restated. The correction was to recognise a corporation tax charge in relation to the financial year ended 31 December 2023.

The impact on net assets as at 1 January 2025 was £2,193.

Page 9