Company No: SC586903 (Scotland)

Contents

• Balance Sheet
• Notes to the Financial Statements

	Note	2025		2024
		£		£
Fixed assets
Intangible assets	4	26		29
Tangible assets	5	217,007		404,653
		217,033		404,682
Current assets
Debtors	6	312,149		298,501
Cash at bank and in hand		396,677		741,984
		708,826		1,040,485
Creditors: amounts falling due within one year	7	( 142,263)		( 281,868)
Net current assets		566,563		758,617
Total assets less current liabilities		783,596		1,163,299
Creditors: amounts falling due after more than one year	8	( 53,568)		( 85,189)
Net assets		730,028		1,078,110
Capital and reserves
Called-up share capital	9	2,178		1,479
Share premium account		13,817,799		12,724,248
Other reserves		( 22 )		( 22 )
Profit and loss account		( 13,089,927 )		( 11,647,595 )
Total shareholders' funds		730,028		1,078,110

For the financial year ending 31 December 2025 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

• The members have not required the Company to obtain an audit of its financial statements for the financial year in accordance with section 476;
• The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements; and
• These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Profit and Loss Account has not been delivered.

The financial statements of Invizius Limited (registered number: SC586903) were approved and authorised for issue by the Board of Directors on 23 September 2026. They were signed on its behalf by:

Dr M Nicolson Director

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

Invizius Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in Scotland. The address of the Company's registered office is Suite 2, Ground Floor Orchard Brae House, 30 Queensferry Road, Edinburgh, EH4 2HS, United Kingdom.

The financial statements have been prepared under the historical cost convention and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

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

Going concern

The directors have assessed the Company's projected cash flow requirements and future funding needs. The Company will require additional cash inflows from the successful progression of commercial opportunities and/or additional funding within 12 months from the date of approval of these financial statements in order to continue its operations. The Company has significantly reduced its ongoing cost base whilst it continues to pursue commercial opportunities in relation to its technology and intellectual property. Based on the directors' current cash flow forecasts, the Company has sufficient liquidity to meet its anticipated obligations to the end of March 2027. The directors continue to actively manage expenditure and available cash resources in order to preserve liquidity and maximise the period available to progress these opportunities.

While the directors consider it appropriate to prepare the financial statements on the going concern basis, these circumstances indicate the existence of a material uncertainty that may cast significant doubt on the Company's ability to continue as a going concern. The financial statements do not include any adjustments that would result if the Company were unable to continue as a going concern.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Balance Sheet date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the Profit and Loss Account in the period in which they arise except for exchange differences arising on gains or losses on non-monetary items which are recognised in the Statement of Comprehensive Income.

Employee benefits

Short term benefits
The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Defined contribution schemes
The Company operates a defined contribution scheme. The amount charged to the Profit and Loss Account in respect of pension costs and other post-retirement benefits is the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are included as either accruals or prepayments in the Balance Sheet.

Share-based payment

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using an appropriate model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

Taxation

Current tax
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Balance Sheet date.

Deferred tax
Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the Company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the average tax rates that are expected to apply when the timing differences reverse, based on current tax rates and laws. Deferred tax assets and liabilities are not discounted.

Intangible assets

Intangible assets are stated at cost or valuation, net of amortisation and any provision for impairment. Amortisation is provided on all intangible assets at rates to write off the cost or valuation of each asset over its expected useful life as follows:

Other intangible assets

14 years straight line

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Plant and machinery	5 years straight line
Office equipment	4 years straight line
Computer equipment	4 years straight line

Leases

The Company as lessee
Assets held under finance leases, hire purchase contracts and other similar arrangements, which confer rights and obligations similar to those attached to owned assets, are capitalised as tangible fixed assets at the fair value of the leased asset (or, if lower, the present value of the minimum lease payments as determined at the inception of the lease) and are depreciated over the shorter of the lease terms and their useful lives. The capital elements of future lease obligations are recorded as liabilities, while the interest elements are charged to the Profit and Loss Account over the period of the leases to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account.

Financial instruments

Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

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

Basic financial liabilities
Basic financial liabilities, including creditors, are classified as debt, are recognised at transaction price. Financial liabilities classified as payable within one year are not amortised.

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.

Equity instruments
Equity instruments issued by the Company are recorded at the fair value of cash or other resources received or receivable, net of direct issue costs. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Government grants

Government grants are recognised based on the performance model and are measured at the fair value of the asset received or receivable when there is reasonable assurance that the Company will comply with conditions attaching to them and the grants will be received.

A grant that specifies performance conditions is recognised in income only when the performance conditions are met. Where a grant does not specify performance conditions it is recognised in income when the grant proceeds are received or receivable. A grant received before the recognition criteria are satisfied is recognised as a liability.

2. Employees

	2025		2024
	Number		Number
Monthly average number of persons employed by the Company during the year, including directors	7		13

3. Share-based payments

Equity-settled share-based payment schemes

The Company has a share option scheme for all employees and management.

Options are exercisable at a price equal to the estimated fair value of the Company’s shares on the date of grant. The options are settled by the issue of equity shares in the company and are subject to vesting conditions specified in the relevant option agreements and may lapse on cessation of employment.

Details of the share options outstanding during the financial year are as follows:

	2025			2024
	Weighted Average			Weighted Average
	Number of share options	Average exercise price (£)		Number of share options	Average exercise price (£)
Outstanding at beginning of period	112,608	5.53000		134,981	5.92000
Granted during the period	607,501	0.00469		33,199	3.38000
Forfeited during the period	( 15,243)	( 5.01000)		( 55,572)	5.12000
Exercised during the period	( 607,501)	0.00469		0	0
Outstanding at the end of the period	97,365	5.62000		112,608	5.53000
Exercisable at the end of the period	0	0		0	0

The fair value of the share options at the grant date was calculated using the Black Scholes model, which is considered to be the most appropriate generally accepted valuation method of measuring fair value. No share-based payment expense has been recognised in the year (2024: £nil).

4. Intangible assets

	Other intangible assets		Total
	£		£
Cost
At 01 January 2025	50		50
At 31 December 2025	50		50
Accumulated amortisation
At 01 January 2025	21		21
Charge for the financial year	3		3
At 31 December 2025	24		24
Net book value
At 31 December 2025	26		26
At 31 December 2024	29		29

5. Tangible assets

	Plant and machinery		Office equipment		Computer equipment		Total
	£		£		£		£
Cost
At 01 January 2025	990,245		8,740		25,061		1,024,046
Additions	0		0		2,225		2,225
Disposals	( 54,171)		( 7,317)		0		( 61,488)
At 31 December 2025	936,074		1,423		27,286		964,783
Accumulated depreciation
At 01 January 2025	597,166		4,959		17,268		619,393
Charge for the financial year	181,881		1,795		4,318		187,994
Disposals	( 53,797)		( 5,814)		0		( 59,611)
At 31 December 2025	725,250		940		21,586		747,776
Net book value
At 31 December 2025	210,824		483		5,700		217,007
At 31 December 2024	393,079		3,781		7,793		404,653

6. Debtors

	2025		2024
	£		£
Prepayments and accrued income	64,554		43,769
VAT recoverable	22,291		16,489
Corporation tax	217,191		217,191
Other debtors	8,113		21,052
	312,149		298,501

7. Creditors: amounts falling due within one year

	2025		2024
	£		£
Trade creditors	56,989		63,457
Other taxation and social security	4,541		20,062
Obligations under finance leases and hire purchase contracts (secured)	31,620		27,415
Other creditors	49,113		170,934
	142,263		281,868

Net obligations under hire purchase contracts amount to £31,620 (2024 - £27,415) and are included in other creditors. These are secured over the assets to which the agreements relate.

8. Creditors: amounts falling due after more than one year

	2025		2024
	£		£
Obligations under finance leases and hire purchase contracts (secured)	53,568		85,189

Net obligations under hire purchase contracts amount to £53,568 (2024 - £85,189) and are included in other creditors. These are secured over the assets to which the agreements relate.

9. Called-up share capital

	2025		2024
	£		£
Allotted, called-up and fully-paid
335,013 A Ordinary shares of £ 0.001 each (2024: 395,980 shares of £ 0.001 each)	335.01		395.98
717,222 B Ordinary shares of £ 0.001 each (2024: 880,032 shares of £ 0.001 each)	717.22		880.03
52,500 Ordinary shares of £ 0.001 each (2024: 202,500 shares of £ 0.001 each)	52.50		202.50
80,425 C1 Ordinary shares of £ 0.001 each (2024: nil shares)	80.43		0
10,725 C2 Ordinary shares of £ 0.001 each (2024: nil shares)	10.73		0
975 C3 Ordinary shares of £ 0.001 each (2024: nil shares)	0.98		0
981,278 D Ordinary shares of £ 0.001 each (2024: nil shares)	981.28		0
	2,178.15		1,478.51

10. Financial commitments

Commitments

	2025		2024
	£		£
Total future minimum lease payments under non-cancellable operating leases	53,574		83,575