The Directors hold no interests in Odessa Private Limited. Certain directors do, however, own the following shares in Odessa Technologies Holdings, Inc., USA the ultimate controlling party as detailed below:

Odessa Private Limited primarily provides software/business development & support services to its parent company Odessa Technologies, Inc., USA.

The directors do not recommend the payment of any dividends (year ended March 31, 2025 :

£

Nil).

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

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.

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds.

Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less and bank overdrafts. Bank overdrafts, when applicable, are shown within borrowings in current liabilities.

Provisions are recognised when the group has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount of the obligation can be estimated reliably

Contingent liabilities are not recognised, except those acquired in a business combination. Contingent liabilities arise as a result of past events when (i) it is not probable that there will be an outflow of resources or that the amount cannot be reliably measured at the reporting date or (ii) when the existence will be confirmed by the occurrence or non-occurrence of uncertain future events not wholly within the group’s control. Contingent liabilities are disclosed in the financial statements unless the probability of an outflow of resources is remote.

Taxation expense for the period comprises current and deferred tax recognised in the reporting period. Tax is recognised in the profit and loss account, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case tax is also recognised in other comprehensive income or directly in equity respectively

Current tax is the amount of income tax payable in respect of the taxable profit for the year or prior years. Tax is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the period end.

Deferred tax arises from timing differences that are differences between taxable profits and total comprehensive income as stated in the financial statements. These 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

A financial asset or a financial liability is recognised only when the company becomes a party to the contractual provisions of the instrument.

The Company derives its revenue from the export of business development and support services to its Holding Company. The Company has an arrangement of cost plus model with the holding Company for the business development and support services. The Company recognizes the revenue at the end of every month based on the actual operating cost incurred during that month including accruals.

The Ultimate Holding Company operates equity-settled, employee share-based compensation plans, under which the Ultimate Holding Company receives services from employees of its subsidiaries as consideration for stock options towards shares of the Ultimate Holding Company. In case of equity-settled awards, the fair value is recognised as an expense in the Statement of Profit and Loss within employee benefits as employee share-based payment expenses, with a corresponding increase in share-based payment reserve (a component of equity). Further these reserves are being transferred as payable to Ultimate Holding Company in Other current liabilities through management recharge agreement. Subsequently, at each reporting period, until the liability is settled, and at the date of settlement, liability is re-measured at fair value through statement of profit and loss. The total amount so expensed is determined by reference to the grant date fair value of the stock options granted, which includes the impact of any market perfonnance conditions and non-vesting conditions but excludes the impact of any service and nonmarket performance vesting conditions. However, the non-market performance vesting and service conditions are considered in the assumption as to the number of options that are expected to vest. The forfeitures are estimated at the time of grant and reduce the said expense ratably over the vesting period. The expense so determined is recognised over the requisite vesting period, which is the period over which all of the specified vesting conditions are to be satisfied. As at each reporting date, the Ultimate Holding Company revises its estimates of the number of options that are expected to vest, if required. It recognises the impact of any revision to original estimates in the period of change. Accordingly, no expense is recognised for awards that do not ultimately vest, except for which vesting is conditional upon a market performance / nonvesting condition. These are treated as vesting irrespective of whether or not the market / non-vesting condition is satisfied, provided that service conditions and all other nonmarket performance are satisfied.

The Directors consider the accounting estimates and assumptions below to be its critical accounting estimates and judgements:

The Company's business activities, together with the factors likely to affect its future development, performance and position are set out in the Directors' report. The Company reported a profit for the financial year of to

£

76,780 (period ended March 31, 2025 - profit of

£

99,862).

On 29 September 2022, 1,000 ordinary shares were issued in a fresh issue of shares at

£

0.10. The ordinary shares carry one voting right for each shares.

Amount owed by parent company fall due for payment within one year.

The Company has evaluated subsequent events till the date of the financial statements are available to be issued which is July 29, 2026. and no event has occurred from the balance sheet date through that date that would impact the financial statements.