REGISTERED NUMBER: 02833745 (England and Wales)

Strategic Report, Report of the Directors and

Audited Financial Statements for the Year Ended 31 December 2025

for

Petrotechnical Data Systems Limited

Page

Company Information

1

Strategic Report

2

to

3

Report of the Directors

4

to

6

Report of the Independent Auditors

7

to

9

Income Statement

10

Other Comprehensive Income

11

Statement of Financial Position

12

Statement of Changes in Equity

13

Statement of Cash Flows

14

Notes to the Statement of Cash Flows

15

Notes to the Financial Statements

16

to

24

DIRECTORS:

S J Daum

V S O'Connor

SECRETARY:

N Lita

REGISTERED OFFICE:

Hallam House

Upper Anstey Lane

Alton

GU34 4BP

REGISTERED NUMBER:

02833745 (England and Wales)

SENIOR STATUTORY AUDITOR:

Alan Kaye FCA

AUDITORS:

BBK Partnership

Chartered Accountants

& Statutory Auditors

1 Beauchamp Court

10 Victors Way

Barnet

Hertfordshire

EN5 5TZ

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

BUSINESS MODEL

The Company is a majority - owned subsidiary of Petrotechnical Data Systems International Holding B.V. The parent company is registered in The Netherlands.

REVIEW OF BUSINESS

During the year, the Company continued to provide specialist software technologies, research and development and technical consultancy services to the exploration and production industry. Trading conditions remained competitive; however, the Company continued to focus on delivering services to its customers, managing operating costs and developing its software capability.

Turnover for the year was £653,160 (2024: £875,165) and gross profit increased to £525,616 (2024: £196,592), reflecting a significant reduction in direct costs during the year.

PRINCIPAL RISKS AND UNCERTAINTIES

The company's principal financial instruments comprise cash, short term deposits 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 fund the company's operation as well as to manage working capital, liquidity and invest surplus funds.

The directors continue to assess the risks facing the company, Both the securing of new business and maintaining existing relationship are key to the company's success.

From the perspective of the company, the principal risks and uncertainty are integrated with those of Petrotechnical Data System International Group and are not managed separately. Petrotechnical Data System International Group has single risk-based control framework to identify and manage risks. The Group's framework applies to all majority owned group member companies and accordingly the principal risk and uncertainties are discussed in Petrotechnical Data System International Holding B.V, the ultimate parent company. The group report does not form part of this report.

Other ongoing challenges are overhead cost control which is kept under regular review by the director.

MARKET

The company monitors the general economic and political changes in the information technology sector. The directors pay attention to these changes and tailor their services and agreement in order to maintain the level of income and profitability.

COMPETITIVE

The main competitive risks to the company arise from major systems integrators and entrenched market leaders blocking niche suppliers. The company continues to invest in providing competitive technology and working in partnership with leading operators and service companies to develop innovative products with unique value propositions and competitive edge.

LEGISLATIVE RISK

On a regular basis the directors review the company legislative risk exposure and ensure that all applicable directions are observed

FINANCIAL INSTRUMENT RISK

The company has established a risk and financial management framework whose primary objectives are to protect the company from events that hinder the achievements of its performance objectives.The objectives aim to limit undue counterparty exposure, ensure efficient working capital exists and monitor the management of risk at a business unit level.

SECTION 172(1) STATEMENT

This statement sets out how i.e. Directors have approached and met their responsibilities under section 172 Companies Act 2006, acting in a way that they consider would most likely promote the long-term success of the Company for the benefit of members.

OUR CLIENTS

Delivering high-quality software and excellence in customer service is critical to the success of the business. We conduct regular customer satisfaction surveys as part of our regular feedback process. This feedback is sought constantly through daily working interactions and through formal meetings with customer representatives. The Directors receive regular updates from the customer feedback to implement service improvements were applicable. This can range from improvements in the customer on-boarding process to changes in the products and services we offer to our customers.

OUR SUPPLIERS

The company is a subsidiary of PDS group of companies, through which the company develops its main products. The Directors receive regular operational updates and any significant development in key supplier relationships, is escalated to the Board immediately. Supplier contracts are reviewed on an annual basis by Directors.

KEY PERFORMANCE INDICATORS

The directors have considered the use of the key performance indicators. However due to the relatively small size and niche market for the company's services, KPI's will not be pertinent for any decision making. The directors have considered that it would be better to use the parent company audited accounts to establish the relevant indicators

ON BEHALF OF THE BOARD:

V S O'Connor - Director

15 September 2026

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

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of supply petrotechnical software and technical consultancy services to the natural resources exploration and production industry.

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2025.

DIRECTORS

V S O'Connor and S J Daum have held office during the whole of the period from 1 January 2025 to the date of this report.

FINANCIAL INSTRUMENTS

Treasury operations and financial instruments

The directors have established a risk and financial management framework whose primary objective is to protect the company from events that hinder the achievement of performance objective. The objective aim to limit the undue counterparty exposure, ensure sufficient working capital and monitor risk at a business unit level. The company principal financial instruments during the year comprised of inter-company loans. The main purpose of these financial instruments are to provide funding for company's operations.

Liquidity risk

The company manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring the company has sufficient liquid resources to meet the operation needs of the business.

Interest rate risk

Currently the company's exposure to interest rate risk is minimal.

Credit risk

All customers who wish to trade on credit terms are subject to credit verification procedure. Trade debtors will be monitored on an ongoing basis and provision may be made for doubtful debts where necessary.

GOING CONCERN

In light of the current environment, the directors have considered the company's objective, risk management policies, liquidity risk, credit risk, capital management policies and procedures, the nature of its market positioning and its expenditure and cash flow projections. As a result of this review the directors have concluded that the company has adequate and reliable resources to continue to adopt a going concern basis in preparing these financial statements.

The Company receives continued support from its related party Petrotechnical Data Systems International Holding BV and group members. The directors have received confirmation that Petrotechnical Data Systems International Holding BV intends to support the company for a period of at least 13 months after the date of approval of these financial statements.

RESEARCH AND DEVELOPMENT

During the year, the Company continued to undertake research and development activities in relation to its software technologies and related services for the exploration and production industry. Development work focused on enhancing the Company's existing software products and supporting the development of new functionality in response to customer and industry requirements.

FUTURE DEVELOPMENTS

The directors will continue to monitor the risks and uncertainties disclosed in the Strategic Report. The Company will continue to develop and enhance its software technologies and technical consultancy services, respond to the requirements of customers in the exploration and production industry, and pursue opportunities to strengthen its market position and support sustainable long-term value creation.

EMPLOYEES

The company is an equal opportunities employer.

The company maintains close consultation with its employees on matters that are likely to affect their interests and is committed to involving them in the performance and development of the business. Periodic presentations are made to all staff by the directors and at these sessions, questions and issues raised by staff are answered.

ENVIRONMENTAL STATEMENT

The company is deeply committed to worldwide conservation. We believe that the preservation of our natural and cultural heritage is best accomplished through the sustained unification of environmental and economic goals with stringent and active stewardship over the future exploitation of natural resources.

Our goal is to help our oil industry customers provide long-term support for existing natural ecosystems to ensure that human populations, flora and fauna continue to survive and coexist successfully. Our vision includes working together with local people and regional non-government organisations to inspire and develop sound community health and conservation practices and assist in mitigating global climate change.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), 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;

-	state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors BBK Partnership are deemed to be reappointed under section 487 (2) and of the Companies Act 2006

ON BEHALF OF THE BOARD:

V S O'Connor - Director

15 September 2026

Opinion

We have audited the financial statements of Petrotechnical Data Systems Limited (the 'company') for the year ended 31 December 2025 which comprise the Income Statement, Other Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity, Statement of Cash Flows and Notes to the Statement of Cash Flows, 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 loss for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Material uncertainty related to going concern

We draw attention to Note 3 to the financial statements, which indicates that the Company incurred a loss of £23,632 for the year ended 31 December 2025 and, as at that date, had net liabilities of £3,150,617. As stated in Note 3, the Company's ability to continue as a going concern is dependent on the continued financial support of its ultimate parent undertaking and other group undertakings. These events and conditions, along with the other matters set out in Note 3, indicate that a material uncertainty exists which may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

-	the information given in the Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page five, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a Report of the Auditors that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below.

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

- the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

- we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the company's operating sector;

- we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation;

- we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

- identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

- making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

- considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations

To address the risk of fraud through management bias and override of controls, we:

- performed analytical procedures to identify any unusual or unexpected relationships;

- tested journal entries to identify unusual transactions;

- assessed whether judgements and assumptions made in determining the accounting estimates set out in the financial statements were indicative of potential bias; and

- investigated the rationale behind significant or unusual transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

- agreeing financial statement disclosures to underlying supporting documentation;

- reading the minutes of meetings of those charged with governance;

- enquiring of management as to actual and potential litigation and claims; and

- reviewing correspondence with HMRC, relevant regulators including the Health and Safety Executive, and the company's legal advisors.

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Alan Kaye FCA (Senior Statutory Auditor)

for and on behalf of BBK Partnership

Chartered Accountants

& Statutory Auditors

1 Beauchamp Court

10 Victors Way

Barnet

Hertfordshire

EN5 5TZ

22 September 2026

TURNOVER

4

653,160

875,165

Cost of sales

(127,544

)

(678,573

)

GROSS PROFIT

525,616

196,592

Administrative expenses

(392,627

)

(302,311

)

132,989

(105,719

)

Interest receivable and similar income

6

-

232

132,989

(105,487

)

Interest payable and similar expenses

7

(166,749

)

(179,744

)

LOSS BEFORE TAXATION

8

(33,760

)

(285,231

)

Tax on loss

9

10,128

8,121

LOSS FOR THE FINANCIAL YEAR

(23,632

)

(277,110

)

LOSS FOR THE YEAR

(23,632

)

(277,110

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE LOSS FOR THE YEAR

(23,632

)

(277,110

)

FIXED ASSETS

Intangible assets

10

218,700

-

Tangible assets

11

1,344

2,703

220,044

2,703

CURRENT ASSETS

Debtors

12

372,985

136,658

Cash at bank and in hand

104,675

850,876

477,660

987,534

CREDITORS

Amounts falling due within one year

13

381,155

816,901

NET CURRENT ASSETS

96,505

170,633

TOTAL ASSETS LESS CURRENT LIABILITIES

316,549

173,336

CREDITORS

Amounts falling due after more than one year

14

3,467,166

3,300,321

NET LIABILITIES

(3,150,617

)

(3,126,985

)

CAPITAL AND RESERVES

Called up share capital

15

1,000,000

1,000,000

Retained earnings

16

(4,150,617

)

(4,126,985

)

SHAREHOLDERS' FUNDS

(3,150,617

)

(3,126,985

)

The financial statements were approved by the Board of Directors and authorised for issue on 15 September 2026 and were signed on its behalf by:

V S O'Connor - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 January 2024

1,000,000

(3,849,875

)

(2,849,875

)

Changes in equity

Total comprehensive loss

-

(277,110

)

(277,110

)

Balance at 31 December 2024

1,000,000

(4,126,985

)

(3,126,985

)

Changes in equity

Total comprehensive loss

-

(23,632

)

(23,632

)

Balance at 31 December 2025

1,000,000

(4,150,617

)

(3,150,617

)

Cash flows from operating activities

Cash generated from operations

1

(385,902

)

(235,700

)

Interest paid

(166,749

)

(179,744

)

Tax paid

25,150

(80

)

Net cash from operating activities

(527,501

)

(415,524

)

Cash flows from investing activities

Purchase of intangible fixed assets

(218,700

)

-

Purchase of tangible fixed assets

-

(1,710

)

Interest received

-

232

Net cash from investing activities

(218,700

)

(1,478

)

Decrease in cash and cash equivalents

(746,201

)

(417,002

)

Cash and cash equivalents at beginning of year

2

850,876

1,267,878

Cash and cash equivalents at end of year

2

104,675

850,876

1.	RECONCILIATION OF LOSS BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31.12.25

31.12.24

£

£

Loss before taxation

(33,760

)

(285,231

)

Depreciation charges

1,359

1,395

Finance costs

166,749

179,744

Finance income

-

(232

)

134,348

(104,324

)

(Increase)/decrease in trade and other debtors

(251,348

)

149,314

Decrease in trade and other creditors

(268,902

)

(280,690

)

Cash generated from operations

(385,902

)

(235,700

)

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 31 December 2025

31/12/25

1/1/25

£

£

Cash and cash equivalents

104,675

850,876

Year ended 31 December 2024

31/12/24

1/1/24

£

£

Cash and cash equivalents

850,876

1,267,878

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1/1/25

Cash flow

At 31/12/25

£

£

£

Net cash

Cash at bank and in hand

850,876

(746,201

)

104,675

850,876

(746,201

)

104,675

Total

850,876

(746,201

)

104,675

1.	STATUTORY INFORMATION

Petrotechnical Data Systems Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	STATEMENT OF COMPLIANCE

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The financial statements are presented in sterling which is the functional currency of the company and rounded to the nearest £1.

Significant judgements and estimates

In the application of the Company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of the 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 estimates 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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Revenue recognition

Revenue is recognised upon the date of the provision of services or from the agreement of the contract. The directors consider that this is when it is probable that the economic benefits associated with the provision of the service will flow to the entity.

Tangible assets

The directors determine whether there are indicators of impairment on the company's tangible assets. Factors taken into consideration in reaching such a decision include changes in market prices and expected future financial performance of the asset.

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.

Computer equipment

Tangible fixed assets are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In reassessing asset lives and residual value assessments, the directors consider issues such as future market conditions, the remaining life of the asset and projected disposal values.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Loans and borrowings

Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently, they are measured at amortised cost using the effective interest rate method, less impairment. If an arrangement constitutes a finance transaction it is measured at present value.

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured at the fair value of the consideration received, excluding discounts, rebates and value added tax.

Revenue is recognised for software, consultancy and ancillary services as those services are provided to customers.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. Computer software is amortised evenly over its estimated useful economic life from the date it is available for use.

No amortisation is charged while the software remains under development and is not yet available for use.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful

life.

Computer equipment - 18% -33.33% on cost

Financial instruments

Cash and cash equivalents

Cash and cash equivalents comprises cash on hand and all deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

Foreign currency transactions and balances

Transactions in foreign currency are initially recorded at the functional currency rate prevailing at the date of the transactions. Monetary assets and liabilities denominated in foreign currencies are retranslated into the respective financial currency of the entity at the rate prevailing on the reporting period date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the initial transaction dates. Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.

Trade debtors

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business. Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payables are classified as current liabilities of the company does not have an unconditional right at the end of the reporting period to refer settlements of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlements for at least twelve months after the reporting date they are presented as non-current liabilities. Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the Profit and Loss Account over the period of the relevant borrowing. Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges. Borrowings are classified as current liabilities unless the Company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

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 order 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 substantive enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position 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.

Research and development

Expenditure on research activities is recognised in profit or loss as incurred.

Expenditure on development activities is recognised as an intangible asset when the Company can demonstrate that it is technically feasible to complete the asset for use or sale, it intends and has the ability to complete and use or sell the asset, the asset will generate probable future economic benefits, adequate technical, financial and other resources are available to complete its development, and the expenditure attributable to the asset can be measured reliably.

Development expenditure that does not meet these criteria is recognised in profit or loss as incurred. Capitalised development expenditure is measured at cost less accumulated amortisation and impairment losses. Amortisation commences when the asset is available for use and is charged on a systematic basis over its estimated useful economic life.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Going concern

The company's activities generated a Loss of £23,632 (2024: £277,110 ) and has a net liability of £3,150,617 (2024: £3,126,985). The company's operational existence is still dependent on the ability to raise further funding from its parent company and other group members.

After making due enquires, the directors have formed a judgement that there is a reasonable expectation that the company can secure further adequate resources to continue in operational existence for the foreseeable future and that adequate arrangements will be in place to enable the settlement of their financial commitments, as and when they fall due.

For this reason, the directors continue to adopt the going concern basis in preparing the financial statements. Whilst there are inherent uncertainties in relation to future events, and therefore no certainty over the outcome of the matters described, the directors consider that, based upon the financial projections and dependent upon the success of their efforts to complete these activities, the company will be a going concern for the next twelve months.

Provision

Provisions are recognised when the company has a present obligation (legal or constructive) as a result of a past event, it is probable that the company will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation. The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value using a pre-tax discount rate. The unwinding of the discount is recognised as a finance cost in profit or loss in the period it arises. The Company recognises a provision for annual leave accrued by employees as a result of services rendered in the current period, and which employees are entitled to carry forward and use within the next 12 months. The provision is measured at the salary cost payable for the period of absence.

Employee benefits

When employees have rendered service to the company, short-term employee benefits to which the employees are entitled are recognised at the undiscounted amount expected to be paid in exchange for that service.

The company operates a defined contribution plan for the benefit of its employees. Contributions are expensed as they become payable.

Impairment

Assets not measured at fair value are reviewed for any indication that the asset may be impaired at each balance sheet date. 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.

4.

TURNOVER

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

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

31.12.25

31.12.24

£

£

Services

345,169

540,637

Licence sales

81,044

95,442

Licence maintenance

27,544

-

IC projects cross charges

-

770

IC internal prime of revenue

199,403

238,316

653,160

875,165

5.	EMPLOYEES AND DIRECTORS

31.12.25

31.12.24

£

£

Wages and salaries

245,906

187,014

Social security costs

33,282

17,370

Other pension costs

17,232

8,200

296,420

212,584

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

31.12.25

31.12.24

Staff

3

3

31.12.25

31.12.24

£

£

Directors' remuneration

85,250

75,000

Information regarding the highest paid director is as follows:

31.12.25

31.12.24

£

£

Directors' remuneration

85,250

75,000

6.

INTEREST RECEIVABLE AND SIMILAR INCOME

31.12.25

31.12.24

£

£

Deposit account interest

-

232

7.

INTEREST PAYABLE AND SIMILAR EXPENSES

31.12.25

31.12.24

£

£

Intercompany Interest

166,749

179,744

8.	LOSS BEFORE TAXATION

The loss is stated after charging/(crediting):

31.12.25

31.12.24

£

£

Other operating leases

1,859

485

Depreciation - owned assets

1,359

1,395

Auditors' remuneration

6,000

6,000

Auditors' remuneration for non audit work

2,000

2,000

Foreign exchange differences

(5,233

)

14,754