The directors present the strategic report for the period from 1 January 2025 to 31 May 2026.

The accounting period was extended from 31 December 2025 to 31 May 2026 following the acquisition of the wider Kingswood Group by Mattioli Woods. The extension aligns the Company’s financial reporting date with that of Mattioli Woods and facilitates consistent financial reporting and consolidation within the enlarged group.

The principal activity of the Company continued to be the provision of fund management and discretionary investment management services, including managed portfolio and investment fund solutions for financial advisers and their clients.

During the period, the ownership of the wider group changed following the combination of Kingswood Group and Mattioli Woods. The transaction completed on 1 October 2025 and IBOSS Asset Management Limited is now an indirect wholly owned subsidiary of Mattioli Woods Limited. The combination brings the Company into a larger UK wealth and asset management group, with enhanced capabilities across wealth planning, investment management and client service. The Group is split into two operating divisions: Investment Management and Wealth Management. The Investment Management division operates through its subsidiaries KW Investment Management Limited (“KWIM”) and Metnor Holdings Limited (“MHL”), the immediate parent of IPN.

As at 31 May 2026 the Assets under Management (“AUM”) of The Company was £2.3bn (2024 £2.06bn). The Company classifies revenue into two main categories, of which are generated through two services as set out below:

• Managed Portfolio Service: advisor built; risk tailored investment portfolios.

• Open Ended Investment Company: Diversified and monitored portfolios

IBOSS Asset Management Limited operates out of Harrogate offices.

Revenue for the 17-month period was £5.2m (2024: £3.5m) and the business made a pre-tax of £2.4m (2024: £1.9m) The Company reported net assets of £8.9m at 31 May 2026 (2024: £6.7m) and cash balances of £1.527m.

There are a number of potential risks and uncertainties that could affect the performance of the Company. Following the change in ownership, group-wide risk management, governance and control arrangements are being aligned across the Mattioli Woods Group. On a standalone basis, the Company’s principal risks remain the maintenance of client and adviser relationships and associated assets under management, regulatory compliance, investment performance, operational resilience and the effective integration of people, systems and processes into the wider group. The Company's key risks also include:

Liquidity risk

The Company maintains a mixture of cash and cash equivalents that are designed to meet its operational and trading activities. Having prepared detailed forecasts, the Company is confident that it has sufficient liquidity for the foreseeable future.

Solvency risk

The Directors understand the risk of not being able to meet the long term and short-​term obligations of the business, especially with regards to its capital requirements. In order to mitigate this risk, the Group’s finance team analyses cashflow on a regular basis and has implemented strong internal controls so that all outgoings are budgeted for. The Company has robust plans in place that will enable it to bring in new capital and restructure the existing capital base if forecasted targets are not achieved and additional capital is required.

Operational risk

This is defined as the risk of loss arising from inadequate or failed internal processes, people, systems or external events. The Company as part of the broader Group has embedded a risk management framework that identifies and assesses risks in order to manage and mitigate them in an efficient manner.

Regulatory risk

IBOSS Asset Management Limited is UK registered and FCA regulated (MIFIDPRU £150k). In accordance with the rules of the FCA, the Company’s Pillar 3 disclosures are available from the Company. The Company is engaged in activities which are regulated by the Financial Conduct Authority (“FCA”) in the UK. The Company may therefore be required from time to time to review and update its regulatory permissions and the status of its authorised persons to ensure that its existing and new activities, as they develop, are consistent with the Company’s regulatory permissions including complying with Senior Managers Certification Regime.

The Company is subject to FCA regulatory capital and liquidity requirements which require, based on regulatory trading permissions, maintenance of minimum levels of capital and liquidity. The Company has an embedded Internal Capital and Risk Assessment (ICARA) which is regularly reviewed to assess the level of capital and liquidity required, taking account of its risks and how it mitigates these. This includes stress testing and analysis of a range of severe, but plausible scenarios, in order to assess that the Company has sufficient capital and liquidity in the event that material risks crystalise.

Failure to meet our regulatory obligations so could lead to public reprimand, the imposition of fines, the revocations of permissions or authorisations and/or other regulatory sanctions, any of which could lead to adverse publicity and reputational damage and could have a material adverse effect on the continued conduct of IBOSS Asset Management’s business.

Dependence on key personnel

The Company benefits from the integration within the Group, therefore mitigating risks of being too dependent on key individuals in the company. The company has a strong culture of knowledge sharing, reducing the risk of loss of specialised knowledge or technical expertise.

The Company’s principal key performance indicators are assets under management, revenue, profitability, liquidity, regulatory capital and net assets. Assets under management provide an indication of the scale of client assets supported by the Company and its potential future revenue-generating capacity. Revenue and profitability measure financial performance, while liquidity, regulatory capital and net assets indicate the Company’s ability to meet its obligations and capital commitments. The financial KPIs available from the trial balance and profit and loss account are set out in the financial performance section above. The period-end assets under management was £2.3bn (2024 £2.06bn).

On behalf of the board

The directors present their annual report and financial statements for the period from 1 January 2025 to 31 May 2026. 

The accounting period was extended from 31 December 2025 to 31 May 2026 following the combination of Kingswood Group and Mattioli Woods. The extension aligns the Company’s financial reporting date with that of Mattioli Woods and supports consistent financial reporting and consolidation within the enlarged group. Companies House records the Company’s next accounts as being made up to 31 May 2026.

The results for the period are set out on page 10

The director who held office during the period and up to the date of signature of the financial statements was as follows:

The Company remained focused on enhancing its investment management capabilities and developing its discretionary portfolio and multi-asset fund propositions to meet the evolving needs of professional financial advisers and their clients. During the period, the Company continued to invest in its research processes, portfolio risk analysis, technology and operational infrastructure. The IBOSS proposition includes a Managed Portfolio Service and a range of open-ended, risk-rated multi-asset funds, supported by a dedicated investment team and adviser-focused communications and services. 

Following the combination with Mattioli Woods, the Company has access to the capabilities and resources of a larger wealth and asset management group. Integration activity during and after the period has focused on governance, operational alignment, systems, client service and opportunities to enhance the investment proposition while retaining the IBOSS brand and its adviser-focused approach.

On 29 May 2025, Mattioli Woods and Kingswood announced an agreement to combine, subject to regulatory approval, to create a larger UK wealth management group. The announced combination was expected to serve more than 25,000 clients, with approximately £25 billion of assets under administration and advice, more than 40 offices and over 200 advisers. The transaction was completed on 1 October 2025. 

As a result, Kingswood became part of the Mattioli Woods Group and IBOSS Asset Management Limited became a indirectly wholly owned subsidiary of Mattioli Woods Limited. The wider combination is intended to provide greater scale and enhanced capabilities across wealth planning, investment management and client service. The Company continues to operate from Harrogate and remains authorised and regulated by the Financial Conduct Authority under firm reference number 697866. 

The Company intends to continue developing its Managed Portfolio Service and OEIC propositions for professional financial advisers and their clients. Priorities include maintaining investment performance and service quality, supporting adviser relationships, developing the product range where appropriate and completing the orderly integration of governance, finance, risk, technology and operational processes within Mattioli Woods. 

The directors believe that membership of the enlarged group provides opportunities to benefit from broader distribution, shared expertise, increased scale and improved operational resilience. Integration will be managed carefully to preserve the Company’s investment philosophy, adviser-focused service model and established IBOSS brand while ensuring that appropriate regulatory, client and operational safeguards remain in place.

Simpson Wood Limited were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of principal activities and financial instrument risks.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-​sized companies exemption.

The director is responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period.

In preparing these financial statements, the director is required to:

• select suitable accounting policies and then apply them consistently;

• make judgements and accounting estimates that are reasonable and prudent; and

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The director is 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 enable them to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

We have audited the financial statements of IBOSS Asset Management Ltd (the 'company') for the period ended 31 May 2026 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including 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 company's affairs as at 31 May 2026 and of its profit for the period 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’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 director's 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 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 director with respect to going concern are described in the relevant sections of this report.

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The director is 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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

• the information given in the strategic report and the director's report for the financial period for which the financial statements are prepared is consistent with the financial statements; and

• the strategic report and the director's report have been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the director's 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, or returns adequate for our audit have not been received from branches not visited by us; or

• the financial statements are not in agreement with the accounting records and returns; or

• certain disclosures of director's remuneration specified by law are not made; or

• we have not received all the information and explanations we require for our audit.

As explained more fully in the director's responsibilities statement, the director is 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 director determines 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 director is responsible for assessing the 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

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 auditor's 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 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:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:

• the engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations;

• we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the financial services sector;

• we assessed the extent of compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

• identified laws and regulations were communicated within the audit team regularly and the team remained alert to instances of non-compliance throughout the audit.

We assessed the susceptibility of the company’s financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by:

• making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud; and

• considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations

To address the risk of fraud through management bias and override of controls, we:

• performed analytical procedures to identify any unusual or unexpected relationships;

• tested journal entries to identify unusual transactions;

• assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and

• investigated the rationale behind significant or unusual transactions;

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but were not limited to:

• agreeing financial statement disclosures to underlying supporting documentation;

• enquiring of management as to actual and potential litigation and claims; and

• reviewing correspondence with HMRC, and relevant regulators, namely the FCA;

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment or collusion.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's 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 auditor's 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.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

IBOSS Asset Management Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 1st Floor, 2 Sceptre House, Hornbeam Square North, Harrogate, North Yorkshire, HG2 8PB.

The company has chosen to extend its accounting date to 31 May from 31 December in order to align the year end with the rest of the group. Therefore this set of financial statements covers the period from 1 January 2025 to 31 May 2026 and the current year figures are not entirely comparable with those of the comparative year.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of 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 financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

Atruet the time of approving the financial statements, the director has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the director continues to adopt the going concern basis of accounting in preparing the financial statements.

Revenue comprises sales of goods or services provided to customers net of value added tax and other sales taxes, less an appropriate deduction for actual and expected returns and discounts. Revenue is recognised when performance obligations are satisfied and the control of goods or services is transferred to the buyer. Where the performance obligation is satisfied over time, revenue is recognised in accordance with its progress towards complete satisfaction of that performance obligation.

When cash inflows are deferred and represent a financing arrangement, the promised consideration is adjusted for the effects of the time value of money, which is recognised as interest income.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally 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.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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 profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

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.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. 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.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

The 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 net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes 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 reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date 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 is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

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.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

An analysis of the company's turnover is as follows:

Revenue and profit before taxation is attributable to the principal activities of the Company and relates wholly to services provided in the United Kingdom.

The average monthly number of persons (including directors) employed by the company during the period was:

The actual charge for the period can be reconciled to the expected charge for the period based on the profit or loss and the standard rate of tax as follows:

The company only has basic financial instruments such as bank accounts, debtors and creditors which are not complex and none extend beyond a year therefore no further disclosure is required.

The Company is a wholly owned subsidiary undertaking and as such has taken advantage of the exemption permitted by Section 33 'Related Party Disclosures' not to provide disclosures of transactions entered into with the parent company or other wholly owned subsidiaries within the group.

The Company is a wholly owned subsidiary of IPN Partners Lmited, a company registered in England and Wales. The consolidated financial statements of Mattioli Woods Limited, the smallest and largest group in which the results of the Company are consolidated, are available from 1 New Walk Place, Leicester, LE1 6RU.

The ultimate controlling party is Pollen Street Group Limited, a company registered in Guernsey.