REGISTERED NUMBER: 03766129 (England and Wales)

DEZREZ SERVICES LIMITED

REPORT OF THE DIRECTORS AND

UNAUDITED

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED

31 DECEMBER 2025

Page

Company Information

1

Report of the Directors

2

Consolidated Income Statement

3

Consolidated Balance Sheet

4

Company Balance Sheet

6

Consolidated Statement of Changes in Equity

8

Company Statement of Changes in Equity

9

Notes to the Consolidated Financial Statements

10

DIRECTORS:

Mr J H Morris

Dr I Pearce

Mr R A Liddell

Mr R D Price

Mr A T Ho

SECRETARY:

Mr J H Morris

REGISTERED OFFICE:

Ethos Building

Kings Road

Swansea

SA1 8AS

REGISTERED NUMBER:

03766129 (England and Wales)

ACCOUNTANTS:

Bevan Buckland Ltd

Ground Floor Cardigan House

Castle Court

Swansea Enterprise Park

Swansea

SA7 9LA

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

DIRECTORS

The directors shown below have held office during the whole of the period from 1 January 2025 to the date of this report.

Mr J H Morris

Dr I Pearce

Mr R A Liddell

Mr R D Price

Mr A T Ho

INTANGIBLE ASSETS

The company is continuing to invest significantly in research and development of new software platforms which are expected to provide economic benefits to the entity over future accounting periods, however this was paused in the year ended 31st December 2025. The costs for the Rezi product were previously expended to the profit and loss account, however from the year ended 31 May 2019 costs incurred for the Property Management product for each year have been capitalised.

The product development costs for the year ended 31 December 2025 totalled £Nil (2024: £Nil). Cumulatively the company has spent £11.16m on new product development of the Rezi and Property Management products.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

Mr J H Morris - Director

30 March 2026

TURNOVER

7,008,384

4,937,280

Cost of sales

1,428,642

896,302

GROSS PROFIT

5,579,742

4,040,978

Administrative expenses

5,336,112

3,997,370

243,630

43,608

Other operating income

143,356

181,459

OPERATING PROFIT

4

386,986

225,067

Interest receivable and similar income

174,336

117,765

561,322

342,832

Interest payable and similar expenses

36,843

75,359

PROFIT BEFORE TAXATION

524,479

267,473

Tax on profit

130,468

66,196

PROFIT FOR THE FINANCIAL YEAR

394,011

201,277

Profit attributable to:

Owners of the parent

394,011

201,277

FIXED ASSETS

Product Dev

7

2,095,385

2,398,254

Tangible assets

8

30,594

38,001

Investments

9

-

-

2,125,979

2,436,255

CURRENT ASSETS

Stocks

25,956

-

Debtors

10

138,365

112,776

Cash at bank and in hand

337,848

222,916

502,169

335,692

CREDITORS

Amounts falling due within one year

11

1,569,876

1,529,143

NET CURRENT LIABILITIES

(1,067,707

)

(1,193,451

)

TOTAL ASSETS LESS CURRENT LIABILITIES

1,058,272

1,242,804

CREDITORS

Amounts falling due after more than one year

12

(53,334

)

(233,334

)

PROVISIONS FOR LIABILITIES

(511,947

)

(588,490

)

NET ASSETS

492,991

420,980

CAPITAL AND RESERVES

Called up share capital

400

400

Share option reserve

14

8,718

8,718

Retained earnings

483,873

411,862

SHAREHOLDERS' FUNDS

492,991

420,980

The company and the group are entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2025.

The members have not required the company and the group to obtain an audit of its financial statements for the year ended 31 December 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the group keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company and the group as at the end of each financial year and of the group's profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company and the group.

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

The financial statements were approved by the Board of Directors and authorised for issue on 30 March 2026 and were signed on its behalf by:

Mr J H Morris - Director

FIXED ASSETS

Product Dev

7

2,095,385

2,398,254

Tangible assets

8

26,782

38,001

Investments

9

2

2

2,122,169

2,436,257

CURRENT ASSETS

Debtors

10

52,048

46,351

Cash at bank and in hand

47,824

99,501

99,872

145,852

CREDITORS

Amounts falling due within one year

11

1,436,529

1,546,414

NET CURRENT LIABILITIES

(1,336,657

)

(1,400,562

)

TOTAL ASSETS LESS CURRENT LIABILITIES

785,512

1,035,695

CREDITORS

Amounts falling due after more than one year

12

(53,334

)

(233,334

)

PROVISIONS FOR LIABILITIES

(510,994

)

(588,490

)

NET ASSETS

221,184

213,871

CAPITAL AND RESERVES

Called up share capital

400

400

Share option reserve

14

8,718

8,718

Retained earnings

212,066

204,753

SHAREHOLDERS' FUNDS

221,184

213,871

Company's profit for the financial year

329,313

207,577

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 December 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a)	ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b)

preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

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

The financial statements were approved by the Board of Directors and authorised for issue on 30 March 2026 and were signed on its behalf by:

Mr J H Morris - Director

Called up

Share

share

Retained

option

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 January 2024

400

547,685

8,718

556,803

Changes in equity

Dividends

-

(337,100

)

-

(337,100

)

Total comprehensive income

-

201,277

-

201,277

Balance at 31 December 2024

400

411,862

8,718

420,980

Changes in equity

Dividends

-

(322,000

)

-

(322,000

)

Total comprehensive income

-

394,011

-

394,011

Balance at 31 December 2025

400

483,873

8,718

492,991

Called up

Share

share

Retained

option

Total

capital

earnings

reserve

equity

£

£

£

£

Balance at 1 January 2024

400

334,276

8,718

343,394

Changes in equity

Dividends

-

(337,100

)

-

(337,100

)

Total comprehensive income

-

207,577

-

207,577

Balance at 31 December 2024

400

204,753

8,718

213,871

Changes in equity

Dividends

-

(322,000

)

-

(322,000

)

Total comprehensive income

-

329,313

-

329,313

Balance at 31 December 2025

400

212,066

8,718

221,184

1.	STATUTORY INFORMATION

Dezrez Services 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 General Information page.

2.	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" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

Going Concern

After reviewing the company's forecasts and projections, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The directors review the development costs incurred by the company on a regular basis to ensure the company is able to satisfy these developments plans, no costs will be incurred by the company unless the directors are confident the company can afford these costs. The company therefore continues to adopt the going concern basis in preparing its financial statements.

Basis of consolidation

The financial statements contain the information of Dezrez Services Limited and its wholly owned subsidiary undertaking, Dezrezlegal Limited and are consolidated (on a line by line basis) to produce the Group financial statement made up to 31 December 2025.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Turnover represents net invoiced sales of goods and services, excluding value added tax.

Turnover includes revenue earned from the sale of:

(i) Software as a service

Revenue from software as a service comprises two elements - implementation and ongoing subscription. Revenue from SaaS implementation is recognised when implementation is completed. Ongoing subscriptions are recognized on a straight line basis over the contract period.

(ii) Other goods and services

Revenue from other goods and services is recognised either on a straight line basis over the period of the contract or upon provision of the good or service to the customer.

(iii) Conveyancing services

Revenue from conveyancing, excludes VAT and comprises the amounts billed by the company in respect of conveyancing services. Revenue is recognised upon completion of the property transaction. All revenue was generated in the UK and relates to the principal activity of the company.

Intangible assets

Intangible assets are measured at cost less accumulated amortisation and any accumulated impairment losses. The Property Management product will be amortised over 10 years from the date it is fully completed.

Product Development Costs

The costs for the Rezi product were previously expended to the profit and loss account, however from year-ended 31 May 2019, costs incurred for the Property Management product for each year have been capitalised. This decision was taken as the directors felt that the conditions required by FRS 102 to recognise internally generated intangible assets as an asset had been met

Tangible fixed assets

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

Fixtures and fittings

-

20 - 50 % - Straight Line

Motor vehicles

-

33% - Straight Line

Computer equipment

-

20 - 50 % - Straight Line

Work in progress

Work in progress represents the value of services provided to conveyancing clients that have not yet been invoiced at the reporting date, WIP is recognised when services are delivered, but the invoice has not yet been raise at completion of the service. Work in progress is measured at the proportion of the transaction price corresponding to the stage of completion. Revenue in relation to work in progress is recognised in accordance with the revenue policy.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated 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.

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.

Government grants

Government grants received in respect of capital items are released to the profit and loss account in line with the depreciation charge of the asset purchased. Revenue grants are recognised in the year to which they relate.

Fixed asset investment

Fixed asset investments are included at the balance sheet date at market value at the year end, with any gain/loss being charged to the profit and loss account.

Operating lease

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

Cash at bank and in hand

Cash at bank and in hand are basic financial assets and include cash in hand and deposits held at call with banks. Any bank overdrafts are shown within borrowings in current liabilities.

Financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs. Financial assets classified as receivable within one year are not amortised.

Financial liabilities

Basic financial liabilities, which include creditors, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Employee benefits

Short term employee benefits are recognised as an expense in the period in which they are incurred.

The obligations for contributions to defined contribution scheme are recognised as an expense in the period they are incurred. There were no amounts outstanding at 31st December 2025.

Share based payments

The cost of equity settled transactions with employees and directors are measured by reference to the fair value of the equity instruments granted at the date at which they are granted and is recognised as an expense over the vesting period, which ends on the date on which the relevant employees become fully entitled to the award.

There have been no share options granted in the year.

In the current reporting period, the directors have assessed the impact of any share-based payment arrangements is immaterial to the financial statements as a whole. Accordingly, no amounts have been recorded within profit or loss and no corresponding entry to equity has been made.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 89 (2024 - 71 ) .

4.	OPERATING PROFIT

The operating profit is stated after charging:

2025

2024

£

£

Depreciation - owned assets

12,720

2,574

Development costs amortisation

302,869

302,869

5.	INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.

6.

DIVIDENDS

2025

2024

£

£

Ordinary Shares of £0.0004 each

168,000

168,000

Ordinary A Shares of £0.0004 each

154,000

168,000

Ordinary B Shares of £0.0004 each

-

1,100

322,000

337,100

7.	INTANGIBLE FIXED ASSETS

Group

Other

intangible

assets

£

COST

At 1 January 2025

and 31 December 2025

3,028,689

AMORTISATION

At 1 January 2025

630,435

Charge for year

302,869

At 31 December 2025

933,304

NET BOOK VALUE

At 31 December 2025

2,095,385

At 31 December 2024

2,398,254

Company

Other

intangible

assets

£

COST

At 1 January 2025

and 31 December 2025

3,028,689

AMORTISATION

At 1 January 2025

630,435

Charge for year

302,869

At 31 December 2025

933,304

NET BOOK VALUE

At 31 December 2025

2,095,385

At 31 December 2024

2,398,254

8.	TANGIBLE FIXED ASSETS

Group

Fixtures

Cycle to

and

Motor

Computer

work

fittings

vehicles

equipment

Totals

£

£

£

£

£

COST

At 1 January 2025

1,848

169,940

(4,787

)

31,641

198,642

Additions

52

-

-

5,261

5,313

Disposals

-

-

4,787

-

4,787

At 31 December 2025

1,900

169,940

-

36,902

208,742

DEPRECIATION

At 1 January 2025

-

162,794

(4,787

)

2,634

160,641

Charge for year

-

1,825

-

10,895

12,720

Eliminated on disposal

-

-

4,787

-

4,787

At 31 December 2025

-

164,619

-

13,529

178,148

NET BOOK VALUE

At 31 December 2025

1,900

5,321

-

23,373

30,594

At 31 December 2024

1,848

7,146

-

29,007

38,001

Company

Fixtures

Cycle to

and

Motor

Computer

work

fittings

vehicles

equipment

Totals

£

£

£

£

£

COST

At 1 January 2025

1,848

37,844

(4,787

)

31,641

66,546

Additions

52

-

-

1,103

1,155

Disposals

-

-

4,787

-

4,787

At 31 December 2025

1,900

37,844

-

32,744

72,488

DEPRECIATION

At 1 January 2025

-

30,698

(4,787

)

2,634

28,545

Charge for year

-

1,825

-

10,549

12,374

Eliminated on disposal

-

-

4,787

-

4,787

At 31 December 2025

-

32,523

-

13,183

45,706

NET BOOK VALUE

At 31 December 2025

1,900

5,321

-

19,561

26,782

At 31 December 2024

1,848

7,146

-

29,007

38,001

9.	FIXED ASSET INVESTMENTS

Company

Shares in

group

undertakings

£

COST OR VALUATION

At 1 January 2025

and 31 December 2025

2

NET BOOK VALUE

At 31 December 2025

2

At 31 December 2024

2

Cost or valuation at 31 December 2025 is represented by:

Shares in

group

undertakings

£

Cost

2

The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

Subsidiary

Dezrez Legal Limited

Registered office:

Nature of business: Conveyancing

%

Class of shares:

holding

Ordinary

100.00

10.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group

Company

2025

2024

2025

2024

£

£

£

£

Trade debtors

73,446

70,770

21,782

36,924

Other debtors

9,720

9,133

649

567

Prepayments

55,199

32,873

29,617

8,860

138,365

112,776

52,048

46,351