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Registered number: 07448379









STEP ONE FINANCE LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

 
STEP ONE FINANCE LIMITED
 
 
COMPANY INFORMATION


Directors
M Childress 
J Jesani 
R Agarwal 




Company secretary
J Jesani



Registered number
07448379



Registered office
Premier House
15 - 19 Church Street

Woking

GU21 6DJ




Independent auditors
Ecovis Wingrave Yeats LLP

Chartered Accountants and Statutory Auditor
3rd Floor, Waverley House

7-12 Noel Street

London

W1F 8GQ





 
STEP ONE FINANCE LIMITED
 

CONTENTS



Page
Group Strategic Report
 
1 - 2
Directors' Report
 
3 - 4
Independent Auditors' Report
 
5 - 8
Consolidated Statement of Comprehensive Income
 
9
Consolidated Statement of Financial Position
 
10
Company Statement of Financial Position
 
11
Consolidated Statement of Changes in Equity
 
12
Company Statement of Changes in Equity
 
13
Consolidated Statement of Cash Flows
 
14
Consolidated Analysis of Net Debt
 
15
Notes to the Financial Statements
 
16 - 36


 
STEP ONE FINANCE LIMITED
 
 
GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

Introduction
 
The directors present their strategic report for Step One Finance Limited ("the Company") and its subsidiaries SOFL Funding III Limited, SOFL Funding IV Limited, SOFL Funding V Limited and SOFL Funding VI Limited (together "the Group") for the year ended 31 December 2025.

Business review
 
Established in 2010, Step One Finance Limited is a specialist non-bank UK consumer and mortgage finance business offering a range of loan products to customers in the UK including second charge mortgages and residential bridging loans. The Company designs and delivers specialist loan products based on traditional values of fairness, transparency and responsibility. Targeted markets include areas where customers may have historically been underserved or where the Group’s specialist lending capabilities add value to customers and shareholders.
The Group originates loans through the Company which are then long term funded by way of both wholly owned and non-wholly owned special purpose vehicles (SPVs) in partnership with high quality institutional investors. Since 2023, the group has also been selling loans through structured forward flow programmes. 
The Company has provided loan administration services for all new loans originated since 2018.
During 2025, the Group was able to successfully secure new customers, while ensuring all loans meet the Company’s strict underwriting criteria. This was achieved despite challenging macroeconomic conditions, characterised by cost-of-living pressures and sustained high interest rates. The structure of the funding transactions, along with the Company’s investments in technology, enabled it to effectively respond to the interest rate movements following Bank of England base rate changes.
As at 31 December 2025, the Group carried a loan loss provision amounting to £3.2m 
(2024: £2.6m) which is mainly with respect to loans sold through structured forward flow programmes and loans held by the company.
The goal of the Company is to create a scalable, institutional quality business that can operate efficiently in small, unreserved portions of the UK mortgage markets. Customer service is a top priority and the Company aims to treat all customers fairly while pro-actively reaching out to those that may need help in meeting their contractual obligations.
The Group’s long-term strategy is to scale a best in class, technology led, multifaceted specialist lender anchored by stable funding and liquidity.
The Company also looks at continuous improvement in the technology it deploys for origination and servicing of loans.
The Company has a diverse workforce with a culture that actively fosters inclusiveness and fairness in all dealings with its employees.
 

Principal risks and uncertainties
 
The Group actively and closely monitors macro-level and individual micro-level risks in granular detail and the board meets frequently to assess the effectiveness of mitigating strategies affecting the business.

Page 1

 
STEP ONE FINANCE LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025

Liquidity Risk
 
The Group defines this as the risk that it will not be able to raise funds in order to originate new loans or to pay on its operational commitments. The Group has effectively managed this by entering into long-term funding arrangements with stable institutional investors through orphan SPVs, as previously mentioned. In addition, the Group has utilised onward financing arrangements for its mortgage loans through "forward flow" programmes.

Credit Risk

This refers to the risk that the Group's customers will not be able to meet their contractual commitments when they are due. This is addressed by originating loans only to customers who pass through the rigorous underwriting criteria which includes a full assessment of each customer's affordability, a review of their credit history and, for mortgage secured loans, ensuring there is sufficient value in the underlying mortgage collateral at the time of origination.

Conduct Risk

The Group defines this as the risk of the Company or its employees and officers acting in a way detrimental to customer interests. The Group addresses this by a strong control framework and an unyielding treating customers fairly (TCF) mindset inculcated amongst its employees and senior management. This is backed up by a robust review process and a follow-up on mitigating actions, should a risk element be identified. 

Operational Risk

The Group refers to the failure of internal processes, employees, systems and external factors as operational risk. This is addressed by rigorous and periodic testing of systems, ensuring employees go through a suite of   training programmes each year, annual review of internal processes and weekly inter-functional management meetings to help identify any emerging risks. 

Section 172 Statement
 
The directors have had regard to the matters set out in section 172 (1) (a) to (f) when performing their duties including having regard (amongst others matters) to:

∙the likely consequences of any decision in the long term;
∙the interest of the Company's employees;
∙the need to foster the Company's business relationships with suppliers, customers and others;
∙the impact of the Company's operations on the community and the environment;
∙the desirability of the Company maintaining a reputation for high standards of business conduct; and
∙the need to act fairly between members of the Company.


This report was approved by the board on 22 April 2026 and signed on its behalf.




M Childress
Director

Page 2

 
STEP ONE FINANCE LIMITED
 
 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025

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

Directors

The directors who served during the year were:

M Childress 
J Jesani 
R Agarwal (Appointed 1 May 2025) 

Results and dividends

The profit for the year, after taxation, amounted to £611,640 (2024 restated - £1,405,370).
During the year, the Group paid a dividend of £Nil 
(2024 - £20,000,000).

Directors' responsibilities statement

The directors are responsible for preparing the  Group Strategic Report, the Directors' Report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), 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 the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the directors are required to:


∙select suitable accounting policies for the Group's financial statements and then apply them consistently;

∙make judgments and accounting estimates that are reasonable and prudent;

∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group 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 the Group and to 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 the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Page 3

 
STEP ONE FINANCE LIMITED
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025


Disclosure of information to auditors

Each of the persons who are directors at the time when this Directors' Report is approved has confirmed that:
 
∙so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and

∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.

This report was approved by the board on 22 April 2026 and signed on its behalf.
 





M Childress
Director

Page 4

 
STEP ONE FINANCE LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF STEP ONE FINANCE LIMITED
 

Opinion


We have audited the financial statements of Step One Finance Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2025, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, 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 Group's and of the parent Company's affairs as at 31 December 2025 and of the Group's 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 Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council'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 Group's or the parent 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.


Page 5

 
STEP ONE FINANCE LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF STEP ONE FINANCE LIMITED (CONTINUED)

Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' Report thereon. The directors are responsible for the other information contained within the Annual Report. 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. 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 course of 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.

Opinion 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 Group Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Group Strategic Report and the Directors' Report 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 Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report.

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

∙adequate accounting records have not been kept by the parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
∙the parent Company 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 Directors' Responsibilities Statement set out on page 3, 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 is 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 Group's and the parent 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 Group or the parent Company or to cease operations, or have no realistic alternative but to do so.

Page 6

 
STEP ONE FINANCE LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF STEP ONE FINANCE LIMITED (CONTINUED)

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 an Auditors' Report 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 Group financial statements.


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 determined that the laws and regulations which are directly relevant to the financial statements are those that relate to the reporting framework FRS 102 and the relevant tax compliance regulations in the jurisdictions in which the Company operates. We evaluated the extent of compliance with these laws and regulations as part of our procedures on the related financial statement items.

∙As required by the auditing standards, auditing procedures in respect of non-compliance with these identified laws and regulations are limited to enquiry of the Directors and other management and inspection of regulatory and legal correspondence, if any. 
 
∙The Company is subject to a number of other laws and regulations where consequences of non-compliance could have a material effect on the financial statements, for example imposition of fines or litigation, or the loss of the Company’s licence to trade. We identified the following areas as those most likely to have such an effect: compliance with the FCA rules. The following procedures were performed to ensure there were no material misstatements as a result of non compliance:
°Reviewed correspondence received from the FCA;
°Walked through systems and controls; and
°Enquired with management, 

∙We assessed the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principal risks were related to areas of estimate and judgement in the financial statements.

∙Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations and fraud risks identified in the paragraphs above. In addition to the audit procedures, we remained alert to any indications of non-compliance throughout the audit. The specific audit procedures performed included: 

°Review of Board minutes;
°Review of large and unusual bank transactions; and
°Identifying and testing journal entries; and
°Challenging assumptions and judgements made by management in its significant accounting estimates, in particular in relation to the assessment of impairment of assets and provisions.



 





Page 7

 
STEP ONE FINANCE LIMITED
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF STEP ONE FINANCE LIMITED (CONTINUED)

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 Auditors' Report.


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 an Auditors' Report 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.





Jamie Mullen (Senior Statutory Auditor)
  
for and on behalf of
Ecovis Wingrave Yeats LLP
 
Chartered Accountants and Statutory Auditor
3rd Floor, Waverley House
7-12 Noel Street
London
W1F 8GQ

22 April 2026
Page 8

 
STEP ONE FINANCE LIMITED
 
 
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025

2025
As restated 2024
Note
£
£

  

Turnover
 5 
11,193,270
23,309,154

Cost of sales
  
(2,780,663)
(6,095,059)

Gross profit
  
8,412,607
17,214,095

Administrative expenses
  
(8,227,240)
(14,202,148)

Operating profit
 6 
185,367
3,011,947

Interest receivable and similar income
    10 
182,571
265,305

Interest payable and similar expenses
 11 
-
(936,480)

Profit before tax
  
367,938
2,340,772

Tax on profit
 12 
243,702
(935,402)

Profit for the financial year
  
611,640
1,405,370

Profit/(loss) for the year attributable to:
  

Owners of the parent company
  
611,640
1,405,370

There was no other comprehensive income for 2025 (2024 - £Nil).

The notes on pages 16 to 36 form part of these financial statements.

Page 9

 
STEP ONE FINANCE LIMITED
REGISTERED NUMBER:07448379

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025

2025
As restated 2024
Note
£
£

Fixed assets
  

Intangible fixed assets
 13 
133,793
189,040

Tangible fixed assets
 14 
39,051
28,858

  
172,844
217,898

Current assets
  

Debtors due after more than 1 year
 17 
537,865
32,004

Debtors due within 1 year
 17 
2,262,056
3,066,673

Cash at bank and inhand
 16 
4,664,432
8,348,417

  
7,464,353
11,447,094

Creditors: amounts falling due within one year
 19 
(4,951,464)
(8,943,719)

Net current assets
  
 
 
2,512,889
 
 
2,503,375

Total assets less current liabilities
  
2,685,733
2,721,273

Creditors: amounts falling due after more than one year
 20 
(339,824)
(987,004)

  

Net assets
  
2,345,909
1,734,269


Capital and reserves
  

Called up share capital 
 22 
96,938
96,938

Profit and loss account
 23 
2,248,971
1,637,331

Equity attributable to owners of the parent Company
  
2,345,909
1,734,269


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 22 April 2026.




M Childress
Director

The notes on pages 16 to 36 form part of these financial statements.

Page 10

 
STEP ONE FINANCE LIMITED
REGISTERED NUMBER:07448379

COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025

2025
As restated
2024
Note
£
£

Fixed assets
  

Tangible fixed assets
 14 
39,051
28,858

Intangible fixed assets
 13 
133,793
189,040

  
172,844
217,898

Current assets
  

Debtors due after more than 1 year
 17 
537,865
32,004

Debtors due within 1 year
 17 
2,626,350
3,368,371

Cash at bank and in hand
 16 
4,612,521
8,144,967

  
7,776,736
11,545,342

Creditors: amounts falling due within one year
 19 
(4,931,315)
(8,729,253)

Net current assets
  
 
 
2,845,421
 
 
2,816,089

Total assets less current liabilities
  
3,018,265
3,033,987

Creditors: amounts falling due after more than one year
 20 
(339,824)
(987,004)

  

Net assets
  
2,678,441
2,046,983


Capital and reserves
  

Called up share capital 
 22 
96,938
96,938

Profit and loss account
 23 
2,581,503
1,950,045

Shareholder's funds
  
2,678,441
2,046,983


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 22 April 2026.




M Childress
Director

The notes on pages 16 to 36 form part of these financial statements.

Page 11
 

STEP ONE FINANCE LIMITED
 
 
 


CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025



Called up share capital
Share premium account
Capital redemption reserve
Profit and loss account
Total equity


£
£
£
£
£



At 1 January 2024 (as previously stated)
96,938
5,087,962
1,739,479
3,501,426
10,425,805


Prior year adjustment (see note 4)
-
-
-
(199,201)
(199,201)



At 1 January 2024 (as restated)
96,938
5,087,962
1,739,479
3,302,225
10,226,604



Comprehensive income for the year


Profit for the year
-
-
-
1,405,370
1,405,370


Preference share reduction - see note 3
-
-
-
10,102,295
10,102,295


Dividend declared
-
-
-
(20,000,000)
(20,000,000)


Capital reductions
-
(5,087,962)
(1,739,479)
6,827,441
-





At 1 January 2025 (as previously stated)
96,938
-
-
1,882,699
1,979,637


Prior year adjustment (see note 4)
-
-
-
(245,368)
(245,368)



At 1 January 2025 (as restated)
96,938
-
-
1,637,331
1,734,269



Comprehensive income for the year


Profit for the year
-
-
-
611,640
611,640



At 31 December 2025
96,938
-
-
2,248,971
2,345,909



The notes on pages 16 to 36 form part of these financial statements.

Page 12

 

STEP ONE FINANCE LIMITED
 
 
 


COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025



Called up share capital
Share premium account
Capital redemption reserve
Profit and loss account
Total equity


£
£
£
£
£



At 1 January 2024 (as previously stated)
96,938
5,087,962
1,739,479
5,587,781
12,512,160


Prior year adjustment (see note 4)
-
-
-
(199,201)
(199,201)



At 1 January 2024 (as restated)
96,938
5,087,962
1,739,479
5,388,580
12,312,959



Comprehensive income for the year


Loss for the year
-
-
-
(368,271)
(368,271)


Preference share reduction - see note 3
-
-
-
10,102,295
10,102,295


Dividend declared
-
-
-
(20,000,000)
(20,000,000)


Capital reductions
-
(5,087,962)
(1,739,479)
6,827,441
-





At 1 January 2025 (as previously stated)
96,938
-
-
2,195,413
2,292,351


Prior year adjustment (see note 4)
-
-
-
(245,368)
(245,368)



At 1 January 2025 (as restated)
96,938
-
-
1,950,045
2,046,983



Comprehensive income for the year


Profit for the year
-
-
-
631,458
631,458



At 31 December 2025
96,938
-
-
2,581,503
2,678,441



The notes on pages 16 to 36 form part of these financial statements.

Page 13
 
STEP ONE FINANCE LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025

2025
As restated
2024
£
£

Cash flows from operating activities

Profit for the financial year
611,640
1,405,370

Adjustments for:

Depreciation of tangible assets
16,976
90,888

Amortisation of intangible fixed assets
55,967
-

Interest paid
-
936,480

Interest received
(182,571)
(265,305)

Taxation charge
(243,702)
935,402

(Increase)/decrease in debtors
(542,701)
118,549,101

Decrease in creditors
(5,055,891)
(100,883,218)

Corporation tax paid
1,501,615
(2,070,188)

Net cash generated from operating activities

(3,838,667)
18,698,530

Cash flows from investing activities

Purchase of tangible & intangible fixed assets
(27,889)
(48,295)

Interest received
182,571
265,305

Net cash from investing activities

154,682
217,010

Cash flows from financing activities

Dividend paid
-
(20,000,000)

Repayment of loans
-
(149,580)

Preference share reduction
-
10,102,295

Interest paid
-
(936,480)

Net cash used in financing activities
-
(10,983,765)

Net (decrease)/increase in cash and cash equivalents
(3,683,985)
7,931,775

Cash and cash equivalents at beginning of year
8,348,417
416,642

Cash and cash equivalents at the end of year
4,664,432
8,348,417


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
4,664,432
8,348,417


Page 14

 
STEP ONE FINANCE LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 DECEMBER 2025




At 1 January 2025
Cash flows
At 31 December 2025
£

£

£

Cash at bank and in hand

8,348,417

(3,683,985)

4,664,432


8,348,417
(3,683,985)
4,664,432

The notes on pages 16 to 36 form part of these financial statements.

Page 15

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

1.


General information

Step One Finance Limited is a private company, limited by shares, registered in England and Wales, registration number 07448379. The registered office and principal place of business is Premier House, 15-19 Church Street West, Woking, GU21 6DJ.
SOFL Funding III Limited is a private company, limited by shares, registered in England and Wales, registration number 11070026. The registered office and principal place of business is Premier House, 15-19 Church Street West, Woking, GU21 6DJ.
SOFL Funding IV Limited is a private company, limited by shares, registered in England and Wales, registration number 11092322. The registered office and principal place of business is Premier House, 15-19 Church Street West, Woking, GU21 6DJ.
SOFL Funding V Limited is a private company, limited by shares, registered in England and Wales, registration number 12241076. The registered office and principal place of business is Premier House, 15-19 Church Street West, Woking, GU21 6DJ.
SOFL Funding VI Limited is a private company, limited by shares, registered in England and Wales, registration number 15278560. The registered office and principal place of business is Premier House, 15-19 Church Street West, Woking, GU21 6DJ.
The principal activity of the Group in the year under review was the provision of loan financing.

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 Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

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

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The following principal accounting policies have been applied:

  
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.

Page 16

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

  
2.3

Going Concern

The financial statements are prepared on a going concern basis. The Consolidated Statement of Comprehensive Income shows that the Group made a profit in the year of £611,640 (2024 restated - £1,405,370) and has a net asset position of £2,345,909 (2024 - restated £1,734,269). In making their going concern assessment, the directors took into account the liquidity of the Group and the expected future cash flows.

The directors consider that the Group is trading strongly despite a difficult economic climate. The cash available to the Group is expected to be sufficient to cover forecast costs for a period of at least 12 months following the approval of the financial statements.

The directors consider that they have sufficient mitigating actions available to them to manage any risks arising, and accordingly, the directors believe the going concern basis is appropriate as the basis of preparation for these financial statements

 
2.4

Revenue

Revenue relates to interest receivable and lending fees. Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group 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. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
∙the amount of revenue can be measured reliably;
∙it is probable that the Group will receive the consideration due under the contract;
∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and
∙the costs incurred and the costs to complete the contract can be measured reliably.

 
2.5

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Page 17

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)


2.5
Tangible fixed assets (continued)

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Leasehold improvements
-
33%
Fixtures and fittings
-
25%
Office equipment
-
25%
Computer equipment
-
33%

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.

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

 
2.6

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

  
2.7

Debtors

Short term debtors are measured at transaction price, less any impairment. Long term loans and receivables are measured at amortised cost using the effective interest method less any impairment.

  
2.8

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours.

Page 18

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

  
2.9

Financial instruments

The Group only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities like trade and other debtors and creditors, loans from banks and other third parties, loans to related parties and investments in ordinary shares.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at present value of the future cash flows and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade debtors and creditors, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, like the payment of a trade debt deferred beyond normal business terms or in case of an out-right short-term loan that is not at market rate, the financial asset or liability is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost, unless it qualifies as a loan from a director in the case of a small company, or a public benefit entity concessionary loan.

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 in the Consolidated Statement of Comprehensive Income.
Objective evidence of impairment includes accounts going into arrears, renegotiation of the terms of the loan including granting forbearance and any other information discovered during regular review suggesting significant financial difficulties of the borrower.
For financial assets measured at cost less impairment, the impairment loss is measured as the difference between an asset's carrying amount and best estimate of the recoverable amount, which is an approximation of the amount that the Company would receive for the asset if it were to be sold at the reporting date.
The fair value of the underlying collateral value is estimated by applying regional HPI indexes to the most recent formal valuation. This fair value is subsequently adjusted down by a forced sale discount, following which the first charge mortgage balance is deducted to provide the recoverable amount. This, together with management judgement to determine the timing and amounts of cash flows, gives a best estimate of the recoverable amount.
Financial assets and liabilities are offset and the net amount reported in the Statement of Financial Position when there is an enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. When a financial asset is transferred to another party, it is derecognised where the Company has transferred substantially all the risks and rewards. If substantially all the risks and rewards are retained, the financial asset is not derecognised and a financial liability shall be recognised for the consideration received. In addition to this, any revenues associated with the financial asset are recognised, along with a corresponding entry within cost of sales.

  
2.10

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.

Page 19

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.11

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.12

Operating leases: the Group as lessee

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

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.13

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

 
2.14

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Statement of Financial Position. The assets of the plan are held separately from the Group in independently administered funds.

 
2.15

Interest income

Interest income is recognised in profit or loss using the effective interest method.

  
2.16

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

Page 20

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

  
2.17

Provisions for liabilities

Provisions are made where an event has taken place that gives the Group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.

Provisions are charged as an expense to profit or loss in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the reporting date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties. 

When payments are eventually made, they are charged to the provision carried in the Statement of Financial Position. 

 
2.18

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. 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 reporting date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting 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;
∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

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 reporting date.


Page 21

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

2.Accounting policies (continued)

 
2.19

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 Amortisation is provided on the following bases:

Development expenditure
-
33%


3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Impairment of debtors and loss fulfillment provision 
 
The Group and parent company makes an estimate of the recoverable value of trade and other debtors as well as potential losses on sold loans. When assessing this, management considers factors including the ageing profile of debtors and historical experience. Judgement is applied within the impairment model to determine an appropriate force sale discount, an expected first charge mortgage balance and impairment provisions applied to the ageing of the debt. These key inputs are based on historical experience.
The impairment provision and loss fulfillment provision value is undiscounted due to uncertainty around the timing of the potential payment.
Management have concluded that the intercompany debtors balance within the parent company and group financial statements is fully recoverable, however, the timing of the collection of the amount is uncertain.
Derecognition and control of underlying mortgage loans
During the prior year the Group made significant sales of mortgage portfolios and continued to make these sales in the current year. Management have reviewed the transactions in detail and concluded that the sale of the mortgage portfolios passed the derecognition criteria due to substantially all of the rewards of ownership being transferred. Judgement has been applied as although substantially all of the risk was not transferred, due to the Group being required to cover any shortfalls of the loans (see note 16 for further detail), it was concluded that substantially all the reward had been transferred. As a result, the mortgage loans were derecognised from the Group’s financial statements.
Conversion of loans to preference shares and subsequent capital reduction
In the prior year, investors in the Group elected to convert £10,102,295 of their convertible loans into P1 preference shares. Judgement has been applied in assessing whether the preference shares should be classified as debt or equity. Management concluded that the preference shares be recognised in full as debt, due to the Group being obliged to redeem the preference shares for cash or another financial asset, and the Group being obliged to pay a dividend on the preference shares.

Page 22

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

4.


Prior period adjustment

During the year, management identified that a provision relating to a VAT liability should have been recognised in the prior year. This resulted in a prior period correction to the comparative balances in these financial statements.
Brought forward retained earnings have decreased by £199,201, the profit for the prior year decreased by £46,167, and accruals have increased by £245,368.


5.


Turnover

2025
2024
£
£

Service fee income
3,983,846
2,725,640

Lender fees
1,829,004
903,036

Interest income
414,553
8,190,949

Deemed loan interest receivable
-
4,807,379

Sale premium
4,965,867
5,332,314

Reversal of impairment provision
-
1,349,836

11,193,270
23,309,154


All turnover arose within the United Kingdom.


6.


Operating profit

The operating profit is stated after charging:

2025
2024
£
£

Operating lease rentals
229,907
182,727

Depreciation
16,976
16,144

Amortisation
55,967
74,744

Page 23

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

7.


Auditors remuneration

2025
2024
£
£


Audit of the Group's financial statements
42,150
21,650

Audit of the subsidiaries
-
26,250

42,150
47,900




Fees payable to the Group's auditors in respect of:

2025
2024
£
£



Taxation and compliance services
10,650
12,000

All other services
12,450
15,400

23,100
27,400


8.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£


Wages and salaries
3,447,586
3,437,318
3,447,586
3,437,318

Staff national insurance
413,419
416,676
413,419
416,676

Cost of defined contribution scheme
227,719
101,535
227,719
101,535

Salary recharge to group companies
(255,488)
-
(255,488)
-

3,833,236
3,955,529
3,833,236
3,955,529


The average monthly number of employees, including the directors, during the year was as follows:



Group
Group
Company
Company
        2025
        2024
        2025
        2024
            No.
            No.
            No.
            No.









Employees
61
48
61
48

Page 24

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

9.


Directors' remuneration

2025
2024
£
£

Directors' emoluments
196,212
64,167

Group contributions to defined contribution pension schemes
3,542
3,208


At the balance sheet date, £2,918 (2024 - £Nil) was accrued and payable to a director in respect of remuneration due.
The value of the Company's contributions paid to a defined contribution pension scheme in respect of the directors amounted to £3,542 
(2024 - £3,208). 
During the year retirement benefits were accruing to 2 directors 
(2024 - 1) in respect of defined contribution pension schemes.


10.


Interest receivable

2025
2024
£
£


Other interest receivable
182,571
265,305


11.


Interest payable and similar expenses

2025
2024
£
£


Other loan interest payable
-
936,480

Page 25

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

12.


Taxation


2025
2024
£
£

Corporation tax


Current tax on profits for the year
46,396
896,949

Adjustments in respect of previous periods
(276,054)
969

Total current tax
(229,658)
897,918

Deferred tax


Fixed asset and short term timing differences
(14,044)
40,786

Losses and other deductions
-
(3,302)

Total deferred tax
(14,044)
37,484


Tax on profit
(243,702)
935,402
Page 26

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
 
12.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is lower than (2024 - higher than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:

2025
2024
£
£


Profit on ordinary activities before tax
367,938
2,340,772


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
91,985
585,193

Effects of:


Expenses not deductible for tax purposes
22,387
98,222

Deferred tax not recognised
-
24,357

Amounts (charged)/credited directly to STRGL or otherwise transferred
-
218,063

Adjustments in respect of previous periods
(276,054)
969

Adjustments in respect of previous periods - deferred tax
-
(3,302)

Other differences leading to an increase (decrease) in the tax charge
-
11,900

Group relief
(82,020)
-


Factors that may affect future tax charges

There were no factors that may affect future tax charges.

Page 27

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

13.


Intangible assets

Group and Company





Development expenditure

£



Cost


At 1 January 2025
757,988


Additions
720



At 31 December 2025

758,708



Amortisation


At 1 January 2025
568,948


Charge for the year 
55,967



At 31 December 2025

624,915



Net book value



At 31 December 2025
133,793



At 31 December 2024
189,040





Page 28

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

14.


Tangible fixed assets

Group






L/Term Leasehold property
Fixtures & fittings
Office equipment
Total

£
£
£
£



Cost or valuation


At 1 January 2025
85,379
33,515
228,888
347,782


Additions
-
132
27,037
27,169



At 31 December 2025

85,379
33,647
255,925
374,951



Depreciation


At 1 January 2025
85,379
29,866
203,679
318,924


Charge for the year
-
1,698
15,278
16,976



At 31 December 2025

85,379
31,564
218,957
335,900



Net book value



At 31 December 2025
-
2,083
36,968
39,051



At 31 December 2024
-
3,649
25,209
28,858

Page 29

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

           14.Tangible fixed assets (continued)


Company






L/Term Leasehold Property
Fixtures & fittings
Office equipment
Total

£
£
£
£

Cost or valuation


At 1 January 2025
85,379
33,515
228,888
347,782


Additions
-
132
27,037
27,169



At 31 December 2025

85,379
33,647
255,925
374,951



Depreciation


At 1 January 2025
85,379
29,866
203,679
318,924


Charge for the year
-
1,698
15,278
16,976



At 31 December 2025

85,379
31,564
218,957
335,900



Net book value



At 31 December 2025
-
2,083
36,968
39,051



At 31 December 2024
-
3,649
25,209
28,858






Page 30

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

15.


Fixed asset investments


Subsidiary undertakings


The total value of the investments is lower than the rounding presented in the financial statements. Fixed asset investments amounted to £0.08 at 31 December 2025 (2024 - £0.08).


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

SOFL Funding III Limited*
Premier House, 15-19 Church Street West, Woking, Surrey, GU21 6DJ, United Kingdom
Ordinary
100%
SOFL Funding IV Limited*
As above
Ordinary
100%
SOFL Funding V Limited*
As above
Ordinary
100%
SOFL Funding VI Limited**
As above
Ordinary
100%

The principal activity of all subsidiaries is the provision of loan financing.
Parent company Guarantee
* The subsidiaries are exempt from the requirements of the Companies Act 2006 relating to the audit of individual accounts. A guarantee has been given for the companies by the Company under the requirements of Section 479C, Companies Act 2006.
 
** The Company was dormant throughout the year.

16.


Cash and cash equivalents

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Cash at bank and in hand
4,664,432
8,348,417
4,612,521
8,144,967


Page 31

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

17.


Debtors

Group
           Group
Company
      Company
2025
2024
2025
2024
£
£
£
£

Due after more than one year

Other debtors
537,865
32,004
537,865
32,004

537,865
32,004
537,865
32,004

Due within one year

Amounts owed from related parties
1,373,208
273,362
1,757,658
579,013

Other debtors
17,717
41,867
438
28,404

Prepayments and accrued income
529,454
1,164,956
529,454
1,164,956

Corporation tax recoverable
266,968
1,525,823
264,091
1,535,333

Deferred taxation
74,709
60,665
74,709
60,665

2,799,921
3,098,677
3,164,215
3,400,375


Group debtors due after more than one year comprise loan debtors of £530,780 (2024 - £24,919) which are repayable at various dates after 31 December 2025 plus a rent deposit of £7,085 (2024 - £7,085).
Company debtors due after more than one year comprise loan debtors of £530,780 (
2024 - £24,919) which are repayable at various dates after 31 December 2025 plus a rent deposit of £7,085 (2024 - £7,085). 
Amounts owed by group undertakings are interest free, unsecured and repayable on demand. 


18.

Other debtors

Group 
2025
Group
2024
Company
2025
Company 
2024
        £
        £
        £
        £
Due after more than one year

Rent deposit

7,085

7,085

7,085
 
7,085
 
Mortgage control account

1,214,790

501,934

1,214,790
 
501,934
 
Mortgage control provisions

(684,010)

(477,015)

(684,010)
 
(477,015)
 

537,865

32,004

537,865
 
32,004
 

Page 32

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

19.


Creditors: Amounts falling due within one year

Group
As restated
Group
Company
As restated
Company
2025
2024
2025
2024
£
£
£
£

Trade creditors
176,804
189,023
176,804
189,023

Amounts owed to related parties
3,769
250,826
-
66,566

Loss fulfillment provision
2,504,774
1,895,612
2,504,774
1,895,612

Other taxation and social security
104,694
65,091
104,694
65,091

Other creditors
621,804
155,562
621,804
155,562

Accruals and deferred income
1,539,619
6,387,605
1,523,239
6,357,399

4,951,464
8,943,719
4,931,315
8,729,253


During 2023 a short term loan was issued from a Director for £200,000, this was repaid in full in the prior year. The loan was converted into preference shares during the prior period (see note 3). This loan note was unsecured and attracted 10% interest. During the year ended 31 December 2025 the group accrued interest of £Nil (2024 - £2,428), of which £Nil (2024 - £Nil) remained payable at the year end and is included in accruals.
During the prior year, the Group entered into a £4,425,000 facility agreement of which the full amount was drawn down. The loan was unsecured, attracts interest of 10% base plus the monthly SONIA rate and matured on 31 December 2024. In September 2024, the investors elected to convert the remaining amount, £4,425,000, to P1 preference shares. Subsequent to this there was a share reduction on the P1 shares therefore balance at 31 December 2024 was £Nil, see note 3 for further details. 
Amounts owed to group undertakings are interest free, unsecured and repayable on demand. 



20.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Accruals and deferred income
339,824
987,004
339,824
987,004

339,824
987,004
339,824
987,004


On 15 September 2023, the Group entered into a £10,000,000 facility agreement of which £5,464,335 was drawn down. The loan was unsecured, attracts interest of 10% base plus the monthly SONIA rate and was due to mature on 30 September 2026. However, in the prior year the investors elected to convert the remaining amount, being principal and accrued interest totaling £5,677,295. Subsequent to this there was a share reduction on the P1 shares therefore balance at 31 December 2024 was £Nil, see note 3 for further details. 

Page 33

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

21.


Deferred taxation


Group



2025
2024


£

£






At beginning of year
60,665
98,148


Credit/(charged) to profit or loss
14,044
(37,483)



At end of year
74,709
60,665

Company


2025
2024


£

£






At beginning of year
60,665
98,148


Credit/(charged) to profit or loss
14,044
(37,483)



At end of year
74,709
60,665

The deferred tax asset is made up as follows:

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Fixed asset and short term timing differences
74,709
60,665
74,709
60,665

74,709
60,665
74,709
60,665

Page 34

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

22.


Share capital

2025
2024
£
£
Allotted, called up and fully paid



4,294,000 (2024 - 4,294,000) A Ordinary Shares shares of £0.01 each
42,940
42,940
5,399,831 (2024 - 5,399,831) B1 Ordinary Shares shares of £0.01 each
53,998
53,998

96,938

96,938

The Ordinary A and B1 Shares have attached to them full voting, dividend and capital distribution (including on winding up) rights; they do not confer any rights of redemption.
On 27 September 2024, 5,399,831 A shares were converted into B1 shares, with no changes in nominal value.


23.


Reserves

Share premium account

The share premium account includes any premiums received on issue of share capital. Any transaction costs associated with the issuing of shares are deducted from the share premium. On 27th September 2024 the Company carried out a capital reduction by reducing the Share premium reserve.

Capital redemption reserve

The capital redemption reserve is a non-distributable reserve for amounts transferred following the redemption of the Company's own shares. On 27th September 2024 the Company carried out a capital reduction by reducing the Capital redemption reserve.

Profit and loss account

The profit and loss account includes all current and prior period retained profits and losses.


24.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £227,719 (2024 - £101,535). Contributions totaling £33,414 (2024 - £13,538) were payable to the fund at the reporting date and are included in creditors.

Page 35

 
STEP ONE FINANCE LIMITED
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025

25.


Commitments under operating leases

At 31 December 2025 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Not later than 1 year
254,638
254,638
254,638
254,638

Later than 1 year and not later than 5 years
606,157
860,795
606,157
860,795

860,795
1,115,433
860,795
1,115,433


26.


Related party transactions

The Company has taken advantage of exemptions under section 33.11 of FRS 102 not to disclose related party transactions with its wholly owned subsidiaries.
As at the year-end, amounts due to the directors is £58,553 
(2024 - £Nil). 
The directors are considered to be key management personnel. Remuneration paid relating to key management personnel during 2025 totalled £196,212 
(2024 - £64,167).  As at the year-end, £2,918 (2024 - £Nil) was outstanding. 
During the year, the Group paid for consultancy services totaling £946,988
 (2024 - £190,886) to two related parties by virtue of common control. As at the year-end, £2,083 (2024 - £Nil) was outstanding for those services.
During the prior year, the Group paid a one off fee totaling £5,596,407, to two related parties by virtue of common control and directorship. As at year end £565,028
 (2024 - £5,596,407) was outstanding.
During the year, the Group made sales of £9,021,095 
(2024 - £9,344,170) to a related party by virtue of common control. The directors have judged these transactions to take place under normal market rate conditions. At year-end £Nil (2024 - £Nil) was due. The amounts are unsecured interest free and repayable on demand. 
During the year, the Group also collected cash receipts on behalf of a related party by virtue of common ownership. As at the year-end, £3,679 
(2024 - £250,826) was due to the related party.
During the year, the Company also collected cash receipts on behalf of a related party by virtue of common ownership. As at the year-end, £Nil (
2024 - £66,566) was due to the related party.
 


27.


Controlling party

The immediate and ultimate parent undertaking is Step One Group Limited, a company incorporated and registered in Guernsey. The address of the registered office is Suite 1, 2 Grange Place, St. Peter Port, GY1 2QA, Guernsey. Step One Group Limited does not prepare consolidated financial statements. The smallest and largest group for which consolidated financial statements are prepared, and which include the Company, is Step One Finance Limited, the reporting entity. 

Page 36