Thrive Partners Ltd

	Page
Balance Sheet	1—2
Notes to the Financial Statements	3—7

1. General Information

Thrive Partners Ltd is a private company, limited by shares, incorporated in England & Wales, registered number 09831900 . The registered office is International House, 64 Nile Street, London, N1 7SR.

2. Accounting Policies

2.1. Basis of Preparation of Financial Statements

The financial statements have been prepared under the historical cost convention and in accordance with Financial Reporting Standard 102 section 1A Small Entities "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006.

2.2. Going Concern Disclosure

The company’s financial statements have been prepared on a going concern basis on the grounds that current and future sources of funding or support will be more than adequate for the company’s needs. In assessing going concern, the directors have a reasonable expectation that the company will continue as a going concern and is able to meet all of its obligations as they fall due for a minimum of 12 months from the date of approval of these financial statements.

2.3. Turnover

Revenue is recognised to the extent there is probable economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Revenue from a contract to provide services is recognised in the period in which the services are provided.

2.4. Research and Development

Expenditure on research is written off in the year it is incurred.

Development of intangible assets

Development of intangible assets are initially recognised at cost. After recognition, intangible assets are measured at cost less any accumulated amortization and impairment losses.

All intangible assets are considered to have a finite useful life. The estimated useful lives are as follows:

Development expenditure – 10 years on a straight line basis

At each reporting date the company assesses whether there is any indication of impairment. If such indications exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. Any impairment loss is recognised immediately as an expense within profit or loss.

2.5. Tangible Fixed Assets and Depreciation

Tangible fixed assets are measured at cost less accumulated depreciation and any accumulated impairment losses. Depreciation is provided at rates calculated to write off the cost of the fixed assets, less their estimated residual value, over their expected useful lives on the following bases:

Motor Vehicles	5 years on a straight line basis
Computer Equipment	3 years on a straight line basis

The assets’ residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Repairs and maintenance costs are charged to profit or loss during the period in which they are incurred.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined, which is the higher of its fair value less costs to sell and its value in use. Any impairment loss is recognised immediately as an expense within the profit or loss.

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Thrive Partners Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2025

2.6. Financial Instruments

Trade and other debtors / creditors

Trade and other debtors are recognised initially at transaction prices less attributable transaction costs. Trade and other creditors are recognised initially at transaction price plus attributable transaction costs. Subsequent to initial recognition they are measured at amortised cost using the effective interest method, less any impairment losses in the case of trade debtors. If the arrangement constitutes a financing transaction, for example if payment is deferred beyond normal business terms, then it is measured at the present value of future payments discounted at a market rate of interest for a similar debt instrument.

Impairment of financial assets

Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found an impairment loss is recognised within profit or loss.

For financial assets that are measured at amortised cost, the impairment loss is measured as the difference between the asset’s carrying amount and the present value of estimated cash flows discounted at the asset’s original effective interest rate.

For financial assets measured at cost less impairment, the impairment loss is measured as the difference between the asset’s carrying amount and the best estimate of the amount that the company would receive for the asset if it were to be sold at the balance sheet date.

2.7. Foreign Currencies

Monetary assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate ruling on the date of the transaction. Exchange differences are taken into account in arriving at the operating profit.

2.8. Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the statement of comprehensive income because of items of income or expense that are taxable or deductible in other years and items that are never taxable or deductible. The company's liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.

Deferred tax is recognised on timing differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognised for all taxable timing differences. Deferred tax assets are generally recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible timing differences can be utilised. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period. Deferred tax liabilities are presented within provisions for liabilities and deferred tax assets within debtors. The measurement of deferred tax liabilities and assets reflect the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Current or deferred tax for the year is recognised in profit or loss, except when they related to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax is also recognised in other comprehensive income or directly in equity respectively.

2.9. Pensions

The company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the company pays fixed contributions in a separate entity. Once the contributions have been paid the company has no further payment obligations. The contributions are recognised as an expense in profit or loss in the periods during which services are rendered by employees.

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Thrive Partners Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2025

2.10. Share Based Payments

The grant date fair value of share-based payments awards granted to employees is recognised as an employee expense, with a corresponding increase in equity, over the period in which the employees become unconditionally entitled to the awards. The fair value of the awards granted is measured using an option valuation model, taking in to account the terms and conditions upon which the awards were granted. The amount recognised as an expense is adjusted to reflect the actual number of awards for which the related service and non-market vesting conditions are expected to be met, such that the amount ultimately recognised as an expense is based on the number of awards that do not meet the related service and non-market performance conditions at the vesting date. For share-based payment awards with non-vesting conditions, the grant date fair value of the share-based payment is measured to reflect such conditions and there is no true-up for differences between expected and actual outcomes.

2.11. Investments

Investments relate to an investment in an unlisted entity which is stated at cost less impairment. At each balance sheet date, the investment is assessed for indicators of impairment and where there are indicators of impairment, recoverable amount is assessed. If recoverable amount is less than carrying amount, the investment is written down to recoverable amount by way of an impairment loss which is recognised in profit or loss.

3. Average Number of Employees

Average number of employees during the year was as follows: 8 (2024: 9)

4. Intangible Assets

	Development Costs
	£
Cost
As at 1 January 2025	2,283,528
Additions	329,426

As at 31 December 2025	2,612,954

Amortisation
As at 1 January 2025	655,631
Provided during the period	245,769

As at 31 December 2025	901,400

Net Book Value
As at 31 December 2025	1,711,554

As at 1 January 2025	1,627,897

5. Tangible Assets

	Motor Vehicles	Computer Equipment	Total
	£	£	£
Cost
As at 1 January 2025	-	916	916
Additions	65,693	-	65,693

As at 31 December 2025	65,693	916	66,609

...CONTINUED

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Thrive Partners Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2025

Depreciation
As at 1 January 2025	-	254	254
Provided during the period	8,743	306	9,049

As at 31 December 2025	8,743	560	9,303

Net Book Value
As at 31 December 2025	56,950	356	57,306

As at 1 January 2025	-	662	662

6. Investments

	Subsidiaries
	£
Cost or Valuation
As at 1 January 2025	197

As at 31 December 2025	197

Provision
As at 1 January 2025	-

As at 31 December 2025	-

Net Book Value
As at 31 December 2025	197

As at 1 January 2025	197

7. Debtors

	2025	2024
	£	£
Due within one year
Trade debtors	755,662	269,051
Other debtors	59,078	30,271

	814,740	299,322

Other debtors at 31 December 2025 includes £474 (2024: £0) owed to the company by a director.

8. Creditors: Amounts Falling Due Within One Year

	2025	2024
	£	£
Net obligations under finance lease and hire purchase contracts	9,083	-
Trade creditors	33,441	74,135
Bank loans and overdrafts	51,962	51,834
Other loans	176,956	125,000
Other creditors	1,499,270	924,720
Taxation and social security	153,204	91,777

	1,923,916	1,267,466

Incldued within other creditors are outstanding pension contributions of £4,353 (2024: £4,686).

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Thrive Partners Ltd

Notes to the Financial Statements (continued)

For The Year Ended 31 December 2025

9. Creditors: Amounts Falling Due After More Than One Year

	2025	2024
	£	£
Net obligations under finance lease and hire purchase contracts	40,682	-
Bank loans	-	52,136
Other loans	197,917	322,917

	238,599	375,053

10. Secured Creditors

Other loans of £322,917 (2024: £447,917) are secured by a fixed and floating charge over the assets of the company and amounts of £49,765 (2024: £0) payable under hire purchase contracts are secured on the assets concerned.

11. Share Capital

	2025	2024
	£	£
Allotted, Called up and fully paid	97	97

12. Share Based Payments

The company operates two equity based share option schemes (an approved EMI and an unapproved scheme) to certain employees which provide additional remuneration for those employees who are key to the company. The options expire ten years after the date of the grant. Employees are not entitled to dividends until the shares are exercised. All options granted have performance conditions relating to the relevant employee remaining in the employment of the company at exercise.

A reconciliation of share option movements during the year ended 31 December 2025 is shown below:

Number of options - weighted average exercise price

Granted prior to 1 January 2025: 309,431 - £0.02

Granted during the year: 0 - £0.02

Forfeited during the year: 0 - £0.02

Exercised during the year: 0 - £0.02

Outstanding as at 31 December 2025: 309,431 - £0.02

The company is unable to directly measure the fair value of the share options. Instead the fair value of the share options granted during the year is determined using the Black-Scholes model. The model is internationally recognised as being appropriate to value share option schemes similar to that of the company.

Equity settled schemes - charges arising: £14,768 (2024: £31,240)

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		2025		2024
	Notes	£	£	£	£
FIXED ASSETS
Intangible Assets	4		1,711,554		1,627,897
Tangible Assets	5		57,306		662
Investments	6		197		197

			1,769,057		1,628,756
CURRENT ASSETS
Debtors	7	814,740		299,322
Cash at bank and in hand		470,803		387,931

		1,285,543		687,253
Creditors: Amounts Falling Due Within One Year	8	(1,923,916 )		(1,267,466 )

NET CURRENT ASSETS (LIABILITIES)			(638,373 )		(580,213 )

TOTAL ASSETS LESS CURRENT LIABILITIES			1,130,684		1,048,543

Creditors: Amounts Falling Due After More Than One Year	9		(238,599 )		(375,053 )

PROVISIONS FOR LIABILITIES
Deferred Taxation			(263,557 )		(145,853 )

NET ASSETS			628,528		527,637

CAPITAL AND RESERVES
Called up share capital	11		97		97
Share premium account			677,948		677,948
Other reserves			8		8
Share Based Payments Reserve			116,879		102,111
Profit and Loss Account			(166,404 )		(252,527 )

SHAREHOLDERS' FUNDS			628,528		527,637