REGISTERED NUMBER: 13016812 (England and Wales)

BAMBOO CLOUD HOLDINGS LIMITED

FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

Mrs M Do Carmo Correia

Mr J W F S Stam

C Foster

REGISTERED OFFICE:

Two The Distillery

2 Avon Street

Bristol

BS2 0GR

REGISTERED NUMBER:

13016812 (England and Wales)

SENIOR STATUTORY AUDITOR:

Gary Underwood

AUDITORS:

Duncan & Toplis Audit Limited, Statutory Auditor

Pinnacle House

1 Pinnacle Way

Derby

Derbyshire

DE24 8ZS

CURRENT ASSETS

Cash at bank

1,342

1,362

CREDITORS

Amounts falling due within one year

4

4,284,983

4,284,983

NET CURRENT LIABILITIES

(4,283,641

)

(4,283,621

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(4,283,641

)

(4,283,621

)

CAPITAL AND RESERVES

Called up share capital

6

7,502

7,502

Retained earnings

(4,291,143

)

(4,291,123

)

SHAREHOLDERS' FUNDS

(4,283,641

)

(4,283,621

)

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

In accordance with Section 444 of the Companies Act 2006, the Statement of Comprehensive Income has not been delivered.

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

C Foster - Director

1.	STATUTORY INFORMATION

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

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

At the year end the company had net current liabilities of £4,283,641 (2024 - £4,283,621) and is dependent upon the support of the group in order to meet their liabilities.

The directors have indicated clear awareness of the position and are not aware of any reason why this support would not be available. The financial statements do not include any adjustments that may be required if the group support were not to be available.

Preparation of consolidated financial statements

The financial statements contain information about Bamboo Cloud Holdings Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 399(2A) of the Companies Act 2006 from the requirements to prepare consolidated financial statements.

The company has taken advantage of the exemption, under the terms of FRS102, including the provisions of Section 1A "Small Entities" not to prepare consolidated accounts.

Related party exemption

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

Financial instruments

The company has chosen to adopt the FRS102 1A in respect of financial instruments.

Basic financial assets, including trade and other debtors and cash and bank balances are initially recognised at transaction price, unless the arrangement constitute a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

At the end of each reporting period, financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in the income statement.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts 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.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

3.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 3 (2024 - 3 ) .

4.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2025

2024

£

£

Amounts owed to group undertakings

4,284,191

4,284,191

Tax

12

12

Accruals and deferred income

780

780

4,284,983

4,284,983

5.	SECURED DEBTS

HSBC Ventures USA Inc. holds a fixed and floating charge and negative pledge against all property or undertaking of the company.

6.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

£

£

585,156

Ordinary A

£0.01

5,852

5,852

165,044

Ordinary B

£0.01

1,650

1,650

7,502

7,502

The above shares have attached to them full voting, dividend and capital distribution (including on winding up) rights; they do not confer any rights of redemption.

7.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Report of the Auditors was unqualified.

Gary Underwood (Senior Statutory Auditor)

for and on behalf of Duncan & Toplis Audit Limited, Statutory Auditor

8.	CONTINGENCIES

The company is party to a composite charge given to HSBC Ventures USA Inc. between Bamboo Cloud Holdings Limited, Bam Boom Cloud Limited, Pax8 UK Limited and Wirehive Limited.

9.	ULTIMATE CONTROLLING PARTY

The ultimate parent company is Pax8 Inc., a company registered in the United States of America at 5500 South Quebec Street, Suite 350, Greenwood Village, CO 80111 United States.