Company registration number 11388322 (England and Wales)
VIDYA GLOBAL LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
VIDYA GLOBAL LIMITED
COMPANY INFORMATION
Directors
C Kodimule
O Krsmanovic
(Appointed 22 March 2026)
Secretary
O Krsmanovic
Company number
11388322
Registered office
First Floor
5 Fleet Place
London
EC4M 7RD
Auditor
BKL Audit LLP
5 Fleet Place
London
EC4M 7RD
VIDYA GLOBAL LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3 - 4
Independent auditor's report
5 - 7
Group statement of comprehensive income
8
Group statement of financial position
9
Company statement of financial position
10
Group statement of changes in equity
11
Company statement of changes in equity
12
Group statement of cash flows
13
Notes to the financial statements
14 - 31
VIDYA GLOBAL LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -

The directors present the strategic report for the year ended 31 December 2025.

Review of the business

A summary of the results of the year's trading is given on page 8 of the financial statements.

 

The most significant development during the year was the incorporation of Vidya Global LLC in August 2025. As a result, the company became the parent of a group for the first time and has prepared consolidated financial statements to reflect the financial position and performance of both entities. The new subsidiary was established to support the group's continued expansion and growth opportunities within the US market.

 

Aside from the establishment of Vidya Global LLC, the nature of the group's operations remained broadly consistent with the prior year. The directors continue to focus on expanding the group's client base, enhancing service delivery and supporting sustainable long-term growth.

Principal risks and uncertainties

We are exposed to a number of business and financial risks from operating activities. The directors are responsible for ensuring that the business risks are actively managed. As such the business uses financial instruments (financial derivatives – commodity futures) for the sole purpose of hedging the group's risks.

 

The key financial risks are identified below:

 

Market risk – In regards to market risk, we manage it by offering a wide portfolio of origins, minimising the exposure to one supply base.

 

Currency risk – A large portion of transactions are conducted in foreign currencies, but as we aim to both buy and sell in the same currency, we minimise our exposure to currency risk. Further to that if we have a disparity between the purchase and sale currency, we hedge our FX risk at the time of contracting the business to minimise these risks.

 

Credit risk – We tend to limit the amount of credit we offer to our clients. Further to that we only offer credit to long-term established customers for a limited tenure and to big multi-nationals where we use third party discounting facilities that offer us non-recourse facilities.

 

Liquidity (cash flow) risk – The group manages its cash flow to ensure it can meet its obligations and requirements as they fall due.

 

Price risk – Our main field of business is commodity trading, and as such we eliminate our price risk by hedging 100% of the physical business.

Key performance indicators

The directors consider the key performance indicators to be revenue, gross profitability along with the related operating expenses, which are as follows:

2025
2024
2023
$
$
$
Revenue
76,038,163
54,503,446
30,859,625
Cost of sales
67,504,975
49,603,673
29,043,730
Administrative expenses
4,518,399
2,741,814
1,849,645
VIDYA GLOBAL LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -

On behalf of the board

C Kodimule
Director
30 September 2026
VIDYA GLOBAL LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 3 -

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

Principal activities

The principal activity of the company and group continued to be that of wholesale trade of coffee and herbal extracts.

Branches

The group operates overseas branches in Ethiopia and Vietnam.

Results and dividends

The results for the year are set out on page 8.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

C Kodimule
S P Kodimule
(Resigned 10 March 2025)
Vidya Europe
(Resigned 10 March 2025)
O Krsmanovic
(Appointed 22 March 2026)
Post reporting date events

On 4 June 2026 the group entered into a new secured loan agreement, involving the registration of a fixed and floating charges over the group's assets.

Future developments

The directors intend to continue developing the group's international trading activities, with a focus on expanding volumes traded, strengthening sourcing and distribution channels and maintaining effective risk management practices in relation to commodity price movements. The group will also continue to evaluate strategic investment opportunities that complement its long-term growth objectives and support the diversification of its operations.

Auditor

The auditor, BKL Audit LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

VIDYA GLOBAL LIMITED
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -
Statement of directors' responsibilities

The directors are responsible for preparing the Annual Report and the 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 group and company, and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

 

 

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Statement of disclosure to auditor

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 auditor of the company 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 auditor of the company is aware of that information.

Medium-sized companies exemption

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

On behalf of the board
C Kodimule
Director
30 September 2026
VIDYA GLOBAL LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF VIDYA GLOBAL LIMITED
- 5 -
Opinion

We have audited the financial statements of Vidya Global Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group 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:

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 group and parent 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 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 and 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.

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 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.

Opinions on other matters prescribed by the Companies Act 2006

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

VIDYA GLOBAL LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF VIDYA GLOBAL LIMITED
- 6 -
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 their environment obtained in the course of the audit, we have not identified material misstatements in the 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:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, 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 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 parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's 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 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.

The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

Capability of the audit in detecting irregularities, including fraud:

Based on our understanding of the company and the industry, we identified that the principal risks of non-compliance with laws and regulations related to the failure to comply with tax regulations, employment law and anti-bribery and anti-corruption laws, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the Companies Act 2006. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), determined that the principal risks were related to posting inappropriate journal entries and the adoption of fair value accounting. Audit procedures performed by the auditors included:

 

-    Discussions with key management personnel, including consideration of known or suspected instances of     non-compliance with laws and regulations;

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

-    Identifying and testing manual journal entries, in particular any journal entries posted with unclear     rationale;

-    Substantively testing the cut-off in respect of revenue, stock and purchases at the year-end; and

-     Ensuring the criteria to apply fair value accounting has been met, and that it has been correctly accounted.

There are inherent limitations in the audit procedures described above, and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion.

VIDYA GLOBAL LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF VIDYA GLOBAL LIMITED
- 7 -

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.

Nikki Crane FCA (Senior Statutory Auditor)
For and on behalf of BKL Audit LLP, Statutory Auditor
Chartered Accountants
5 Fleet Place
London
EC4M 7RD
8 October 2026
VIDYA GLOBAL LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -
2025
2024
Notes
$
$
Revenue
4
76,038,163
54,503,446
Cost of sales
(67,504,975)
(49,603,673)
Gross profit
8,533,188
4,899,773
Administrative expenses
(4,518,399)
(2,741,814)
Operating profit
5
4,014,789
2,157,959
Investment income
7
161,166
185,027
Finance costs
8
(1,123,204)
(383,913)
Profit before taxation
3,052,751
1,959,073
Tax on profit
9
(818,927)
(216,000)
Profit for the financial year
2,233,824
1,743,073
Profit for the financial year is all attributable to the owners of the parent company.
Total comprehensive income for the year is all attributable to the owners of the parent company.
VIDYA GLOBAL LIMITED
GROUP STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
31 December 2025
- 9 -
2025
2024
Notes
$
$
$
$
Non-current assets
Property, plant and equipment
10
27,230
18,540
Investments
11
4,236,843
-
0
4,264,073
18,540
Current assets
Inventories
14
15,437,525
7,146,000
Trade and other receivables
15
11,106,172
7,624,177
Investments
16
1,176,626
1,615,201
Cash and cash equivalents
2,130,053
1,661,259
29,850,376
18,046,637
Current liabilities
17
(26,747,691)
(12,932,243)
Net current assets
3,102,685
5,114,394
Net assets
7,366,758
5,132,934
Equity
Called up share capital
20
1,568,921
1,568,921
Retained earnings
5,797,837
3,564,013
Total equity
7,366,758
5,132,934

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

The financial statements were approved by the board of directors and authorised for issue on 30 September 2026 and are signed on its behalf by:
30 September 2026
C Kodimule
Director
Company registration number 11388322 (England and Wales)
VIDYA GLOBAL LIMITED
COMPANY STATEMENT OF FINANCIAL POSITION
AS AT 31 DECEMBER 2025
31 December 2025
- 10 -
2025
2024
Notes
$
$
$
$
Non-current assets
Property, plant and equipment
10
27,230
18,540
Investments
11
4,236,853
-
0
4,264,083
18,540
Current assets
Inventories
14
15,437,525
7,146,000
Trade and other receivables
15
10,075,424
7,624,177
Investments
16
1,076,626
1,615,201
Cash and cash equivalents
1,747,231
1,661,259
28,336,806
18,046,637
Current liabilities
17
(26,181,498)
(12,932,243)
Net current assets
2,155,308
5,114,394
Net assets
6,419,391
5,132,934
Equity
Called up share capital
20
1,568,921
1,568,921
Retained earnings
4,850,470
3,564,013
Total equity
6,419,391
5,132,934

As permitted by section 408 of the Companies Act 2006, the company has not presented its own income statement and related notes. The company's profit for the year was $1,286,457 (2024: $1,743,073).

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

The financial statements were approved by the board of directors and authorised for issue on 30 September 2026 and are signed on its behalf by:
30 September 2026
C Kodimule
Director
Company registration number 11388322 (England and Wales)
VIDYA GLOBAL LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 11 -
Share capital
Retained earnings
Total
$
$
$
Balance at 1 January 2024
1,568,921
1,820,940
3,389,861
Year ended 31 December 2024:
Profit and total comprehensive income
-
1,743,073
1,743,073
Balance at 31 December 2024
1,568,921
3,564,013
5,132,934
Year ended 31 December 2025:
Profit and total comprehensive income
-
2,233,824
2,233,824
Balance at 31 December 2025
1,568,921
5,797,837
7,366,758
VIDYA GLOBAL LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 12 -
Share capital
Retained earnings
Total
$
$
$
Balance at 1 January 2024
1,568,921
1,820,940
3,389,861
Year ended 31 December 2024:
Profit and total comprehensive income for the year
-
1,743,073
1,743,073
Balance at 31 December 2024
1,568,921
3,564,013
5,132,934
Year ended 31 December 2025:
Profit and total comprehensive income
-
1,286,457
1,286,457
Balance at 31 December 2025
1,568,921
4,850,470
6,419,391
VIDYA GLOBAL LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 13 -
2025
2024
Notes
$
$
$
$
Cash flows from operating activities
Cash generated from operations
26
5,421,714
731,882
Income taxes paid
(424,313)
-
0
Net cash inflow from operating activities
4,997,401
731,882
Investing activities
Purchase of property, plant and equipment
(19,037)
(3,325)
Net investment in derivative contracts
(1,853,649)
(549,443)
Purchase of investments
(4,236,843)
-
Interest received
161,166
185,027
Net cash used in investing activities
(5,948,363)
(367,741)
Financing activities
Proceeds from borrowings
25,603,749
12,949,400
Repayment of borrowings
(22,433,246)
(12,869,876)
Interest paid
(1,123,204)
(383,913)
Net cash generated from/(used in) financing activities
2,047,299
(304,389)
Net increase in cash and cash equivalents
1,096,337
59,752
Cash and cash equivalents at beginning of year
1,661,259
1,493,551
Effect of foreign exchange rates
(627,543)
107,956
Cash and cash equivalents at end of year
2,130,053
1,661,259
VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 14 -
1
Accounting policies
Company information

Vidya Global Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 5 Fleet Place, London, EC4M 7RD.

 

The group consists of Vidya Global Limited and its subsidiaries.

1.1
Accounting convention

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 US dollar, 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, modified to include the valuation of inventories at fair value less costs to sell and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

 

1.2
Business combinations

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

 

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Vidya Global Limited together with all entities controlled by the parent company (its subsidiaries).

 

All financial statements are made up to 31 December 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

 

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 15 -

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

1.4
Going concern

At the time of approving the financial statements, the directors have a reasonable expectation that the group has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.5
Revenue

Revenue is recognised at the fair value of the consideration received or receivable from the supply of coffee and herbal extracts during the year, and is shown net of VAT.

 

Revenue is recognised when the significant risks and rewards of ownership have passed to the customer in accordance with the contractual terms of sale, the amount of revenue can be measured reliably and it is probable that the economic benefits associated with the transaction will flow to the group.

1.6
Property, plant and equipment

Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Plant and equipment
25% reducing balance
Fixtures and fittings
25% straight line
Computers
25% straight line

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the income statement.

1.7
Non-current investments

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

 

In the parent company financial statements, investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

Convertible loan note investments are initially recognised at transaction price, including transaction costs. Subsequent to initial recognition, investments are measured at cost less impairment.

 

Convertible loan note investments give the group the right to convert the outstanding loan balance into equity interests in the investee in accordance with the terms of the underlying agreements. Where there is objective evidence that an investment is impaired, the carrying value is reduced to its recoverable amount and the impairment loss is recognised in the statement of comprehensive income.

VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 16 -
1.8
Impairment of non-current assets

At each reporting period end date, the group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

 

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

 

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.9
Inventories

Inventories comprise commodity stocks held for trading in the ordinary course of business. Inventories are measured at fair value less costs to sell, with changes in fair value recognised in profit or loss in the period in which they arise.

 

Fair value is determined using observable market prices at the reporting date and, where necessary, adjusted for quality, location and other product-specific factors. Costs to sell comprise incremental costs directly attributable to the sale of inventories.

 

This accounting policy was adopted during the year as part of the group's move from hedge accounting to a fair value basis for commodity inventories and open commodity positions, as described in the change in accounting policy note.

1.10
Cash and cash equivalents

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.

VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 17 -
1.11
Financial instruments

The group 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 group's statement of financial position when the group becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset and 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

Basic financial assets, which include trade and other receivables 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

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.

Impairment of financial assets

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.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the group 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.

Classification of financial liabilities

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 group after deducting all of its liabilities.

VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 18 -
Basic financial liabilities

Basic financial liabilities, including trade and other payables, 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.

 

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

 

Trade payables 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 payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

1.12
Equity instruments

Equity instruments issued by the group 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 group.

1.13
Derivatives

Derivative financial instruments, including coffee futures contracts, and open commodity purchase and sales contracts are initially measured at fair value, which is normally the transaction price. Subsequently, these instruments are remeasured to fair value at each reporting date, with gains and losses arising from changes in fair value recognised in profit or loss.

1.14
Taxation

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

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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 group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

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 income statement, 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 if, and only if, there is 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.

VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 19 -
1.15
Employee 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 non-current 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.

1.16
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.17
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

1.18
Foreign exchange

Transactions in currencies other than dollar 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.

1.19

Hedge accounting

Under the previous accounting policy, the group designated certain hedging instruments, including derivatives, embedded derivatives and non-derivatives, as fair value hedges. At the inception of the hedge relationship, the group documented the relationship between the hedging instrument and hedged item together with its risk management objectives and strategy. At the inception of the hedge and on an ongoing basis, the group documented whether the hedging instrument was highly effective in offsetting changes in the fair value of the hedged item. Changes in the fair value of qualifying hedging instruments and corresponding changes in the fair value of the hedged item attributable to the hedged risk were recognised in profit or loss.

VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 20 -
2
Change in accounting policy

During the year, the group ceased applying hedge accounting to its commodity trading activities and adopted a policy of measuring commodity inventories at fair value less costs to sell and recognising open commodity purchase and sale contracts at fair value through profit or loss at each reporting date.

 

Under the previous accounting policy, the group applied hedge accounting principles whereby inventories were measured at cost, adjusted where appropriate for fair value movements attributable to designated hedging relationships, and mark-to-market adjustments were recognised in respect of hedged derivative positions. The revised policy reflects the fair value of all open commodity positions at the reporting date, irrespective of whether they form part of a designated hedging relationship.

 

The directors believe that the revised policy provides more relevant and reliable information to users of the financial statements by presenting the group's commodity inventories and open contracts on a consistent fair value basis and more closely reflecting the economic substance of the group's trading activities and risk management strategy.

 

Comparative information has not been restated. Under the previous policy, fair value movements relating to designated hedged positions were recognised through adjustments to inventories and derivative balances under hedge accounting principles. The revised policy principally broadens the scope of fair value measurement to include all open commodity positions at the reporting date. Accordingly, the directors have concluded that restatement of comparative information would not materially enhance the understanding or comparability of the financial statements and have therefore presented comparative information on the basis previously reported.

3
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Change in accounting policy

As disclosed in the change in accounting policy note, the group ceased applying hedge accounting during the year and adopted a fair value model for commodity inventories and open contracts. Management exercised judgement in concluding that this policy more appropriately reflects the economic substance of the group's commodity trading activities and provides more relevant information to users of the financial statements.

VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
3
Judgements and key sources of estimation uncertainty
(Continued)
- 21 -
Key sources of estimation uncertainty

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

Fair value of commodities

The principal source of estimation uncertainty relates to the valuation of commodity inventories and open contracts held at fair value at the reporting date. Fair values are primarily determined using observable market prices obtained from published commodity exchanges and other readily available market data. Where products are not directly quoted, management applies quality and location differentials to the relevant benchmark market price. The resulting valuations are sensitive to changes in these differentials.

 

At 31 December 2025, inventories measured at fair value less costs to sell totalled $15,437,525 for both the company and the group. These valuations are primarily based on observable market prices at the reporting date, adjusted where necessary for product-specific differentials. In the prior year, inventories were measured at the lower of cost and net realisable value, with the impact of hedge accounting recognised separately through the valuation of hedged positions.

 

At 31 December 2025, the fair value of open commodity contracts and related broker valuations resulted in financial assets measured at fair value through profit or loss of $3,276,507 for the group and $2,949,417 for the company. These balances reflect the mark-to-market value of outstanding contracts and broker positions based on observable market prices at the reporting date. In the prior year, similar gains and losses were recognised through hedge accounting adjustments applied to the related hedged items, with financial assets measured at fair value through profit or loss amounting to $1,855,802 and financial liabilities measured at fair value through profit or loss amounting to $871,518 for both the company and group.

4
Revenue

The directors have not disclosed a geographical analysis of revenue as they consider such information to be commercially sensitive. Disclosure could be prejudicial to the group's competitive position by providing insight into key markets and revenue streams.

 

All revenue is derived from the sale of goods.

5
Operating profit
2025
2024
$
$
Operating profit for the year is stated after charging/(crediting):
Exchange gains
(424,055)
(23,299)
Losses on financial instruments measured at fair value through profit or loss
3,947,049
2,322,642
Fees payable to the group's auditor for the audit of the group's financial statements
79,283
53,992
Depreciation of owned property, plant and equipment
10,347
7,455
Operating lease charges
78,450
70,767

Losses on financial instruments measured at fair value through profit or loss are not directly comparable to the prior year due to the change in accounting policy described in note 2.

VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 22 -
6
Employees

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

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
Sales
3
2
2
2
Admin
-
1
-
1
Management
2
2
2
2
Logistics
2
1
2
1
Finance
2
1
2
1
Total
9
7
8
7

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
$
$
$
$
Wages and salaries
1,499,689
876,973
1,368,920
876,973
Social security costs
184,822
101,597
174,356
101,597
Pension costs
14,833
14,686
14,833
14,686
1,699,344
993,256
1,558,109
993,256
7
Investment income
2025
2024
$
$
Interest income
Interest on bank deposits
161,166
185,027
8
Finance costs
2025
2024
$
$
Bank and other interest
1,123,204
383,913
9
Taxation
2025
2024
$
$
Current tax
UK corporation tax on profits for the current period
477,115
216,000
Foreign current tax on profits for the current period
341,812
-
0
Total current tax
818,927
216,000
VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
9
Taxation
(Continued)
- 23 -

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

2025
2024
$
$
Profit before taxation
3,052,751
1,959,073
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
763,188
489,768
Tax effect of expenses that are not deductible in determining taxable profit
38,645
14,359
Tax effect of utilisation of tax losses not previously recognised
-
0
(289,160)
Permanent capital allowances in excess of depreciation
(2,173)
1,033
Effect of overseas tax rates
19,267
-
0
Taxation charge
818,927
216,000
10
Property, plant and equipment
Group
Plant and equipment
Fixtures and fittings
Computers
Total
$
$
$
$
Cost
At 1 January 2025
19,321
9,518
32,580
61,419
Additions
-
0
-
0
19,037
19,037
At 31 December 2025
19,321
9,518
51,617
80,456
Depreciation and impairment
At 1 January 2025
13,969
6,229
22,681
42,879
Depreciation charged in the year
1,577
799
7,971
10,347
At 31 December 2025
15,546
7,028
30,652
53,226
Carrying amount
At 31 December 2025
3,775
2,490
20,965
27,230
At 31 December 2024
5,352
3,289
9,899
18,540
VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
10
Property, plant and equipment
(Continued)
- 24 -
Company
Plant and equipment
Fixtures and fittings
Computers
Total
$
$
$
$
Cost
At 1 January 2025
19,321
9,518
32,580
61,419
Additions
-
0
-
0
19,037
19,037
At 31 December 2025
19,321
9,518
51,617
80,456
Depreciation and impairment
At 1 January 2025
13,969
6,229
22,681
42,879
Depreciation charged in the year
1,577
799
7,971
10,347
At 31 December 2025
15,546
7,028
30,652
53,226
Carrying amount
At 31 December 2025
3,775
2,490
20,965
27,230
At 31 December 2024
5,352
3,289
9,899
18,540
11
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
$
$
$
$
Investments in subsidiaries
12
-
0
-
0
10
-
0
Unlisted investments
4,236,843
-
0
4,236,843
-
0
4,236,843
-
0
4,236,853
-
0
Movements in non-current investments
Group
Investments
$
Cost or valuation
At 1 January 2025
-
Additions
4,236,843
At 31 December 2025
4,236,843
Carrying amount
At 31 December 2025
4,236,843
At 31 December 2024
-
VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
11
Fixed asset investments
(Continued)
- 25 -
Movements in non-current investments
Company
Shares in subsidiaries
Other investments
Total
$
$
$
Cost or valuation
At 1 January 2025
-
-
-
Additions
10
4,236,843
4,236,853
At 31 December 2025
10
4,236,843
4,236,853
Carrying amount
At 31 December 2025
10
4,236,843
4,236,853
At 31 December 2024
-
-
-

Included within other investments are convertible loan note investments held by the company and group totalling $4,236,843 (2024: $nil). These investments are separate from the group's investment in its subsidiary undertaking. The instruments accrue interest where contracted and may be converted into equity interests in accordance with the terms of the underlying agreements.

12
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Address
Class of
% Held
shares held
Direct
Vidya Global LLC
1
Ordinary
100.00

Registered office addresses (all UK unless otherwise indicated):

1
121 Alhambra Plz 1000, Suite 18, Coral Gables, FL 33134, USA
13
Financial instruments
Group
Company
2025
2024
2025
2024
$
$
$
$
Carrying amount of financial assets include:
Instruments measured at fair value through profit or loss
3,276,507
1,855,802
2,949,417
1,855,802
Carrying amount of financial liabilities include:
Measured at fair value through profit or loss
- Other financial liabilities
-
871,518
-
871,518
VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
13
Financial instruments
(Continued)
- 26 -

Open commodity contracts represent commitments to purchase or sell commodities at future dates and are measured at fair value at the reporting date. The amount and timing of future cash flows arising from these contracts are dependent upon movements in commodity market prices and foreign exchange rates. Such contracts are generally short-term in nature and are settled in the normal course of the group's trading activities.

 

At 31 December 2025, the group held assets measured at fair value with a total carrying value of $3,276,507 (2024: $1,855,802). These comprised open commodity contracts measured on a mark-to-market basis of $2,310,170 (2024: $1,855,802), and gains on derivative positions recognised from broker valuations of $966,337 (2024: a liability of $871,518).

 

At 31 December 2025, the company held assets measured at fair value with a total carrying value of $2,949,417 (2024: $1,855,802). These comprised open commodity contracts measured on a mark-to-market basis of $1,983,080 (2024: $1,855,802), and gains on derivative positions recognised from broker valuations of $966,337 (2024: a liability of $871,518).

 

During the year, the group recognised a loss of $495,484 (2024: gain of $1,704,309) on open commodity contracts measured on a mark-to-market basis and net losses of $3,903,788 (2024: $4,026,951) on derivative instruments.

 

During the year, the company recognised a loss of $495,484 (2024: gains of $1,704,309) on open commodity contracts measured on a mark-to-market basis and net losses of $4,145,414 (2024: $4,026,951) on derivative instruments.

 

The comparative disclosure has been amended to exclude current asset investments representing amounts held on account with brokers. These balances are measured at amortised cost and therefore do not fall within the scope of this disclosure.

14
Inventories
Group
Company
2025
2024
2025
2024
$
$
$
$
Finished goods and goods for resale
15,437,525
7,146,000
15,437,525
7,146,000
15
Trade and other receivables
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
$
$
$
$
Trade receivables
6,176,324
5,615,840
5,526,212
5,615,840
Amounts owed by group undertakings
-
0
-
0
296,464
-
0
Derivative financial instruments
3,276,507
1,855,802
2,949,417
1,855,802
Other receivables
698,262
6,898
348,252
6,898
Prepayments and accrued income
955,079
145,637
955,079
145,637
11,106,172
7,624,177
10,075,424
7,624,177
VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 27 -
16
Current asset investments
Group
Company
2025
2024
2025
2024
$
$
$
$
Unlisted investments
1,176,626
1,615,201
1,076,626
1,615,201

Current asset investments represent funds held as security in connection with the group's derivative trading activities. Unrealised gains and losses on derivative positions at the reporting date are presented separately within current assets or current liabilities, as appropriate.

17
Current liabilities
Group
Company
2025
2024
2025
2024
Notes
$
$
$
$
Bank loans
18
4,924,949
1,754,446
4,924,949
1,754,446
Trade payables
12,020,400
6,803,803
11,801,612
6,803,803
Corporation tax payable
610,614
216,000
269,147
216,000
Other taxation and social security
48,627
66,243
48,627
66,243
Other payables
8,118,107
2,936,018
8,117,769
2,936,018
Accruals and deferred income
1,024,994
1,155,733
1,019,394
1,155,733
26,747,691
12,932,243
26,181,498
12,932,243
18
Borrowings
Group
Company
2025
2024
2025
2024
$
$
$
$
Bank loans
4,924,949
1,754,446
4,924,949
1,754,446
Payable within one year
4,924,949
1,754,446
4,924,949
1,754,446

The credit facility is secured by a debenture comprising fixed and floating charges over the assets and undertakings of the company and a general letter of pledge granted in favour of the bank. The facility also benefits from an unlimited cross guarantee provided by Vidya Global Limited and Vidya Europe SAS, under which each entity guarantees the obligations of the other to the bank.

The group's trade finance facilities are used to fund working capital requirements associated with commodity trading activities. The facilities are repayable on demand, have contractual terms of up to 85 days and bear interest at 2.65% per annum above the applicable base rate.

19
Retirement benefit schemes
2025
2024
Defined contribution schemes
$
$
Charge to profit or loss in respect of defined contribution schemes
14,833
14,686
VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
19
Retirement benefit schemes
(Continued)
- 28 -

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

20
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
$
$
Issued and fully paid
Ordinary shares of £1 each
1,220,000
1,220,000
1,568,921
1,568,921

 

21
Operating lease commitments
Lessee

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Group
Company
2025
2024
2025
2024
$
$
$
$
Within one year
74,237
57,470
74,237
57,470
74,237
57,470
74,237
57,470
22
Events after the reporting date

On 4 June 2026 the group entered into a new secured loan agreement, involving the registration of a fixed and floating charges over the group's assets.

23
Related party transactions
Remuneration of key management personnel

The remuneration of key management personnel is as follows.

2025
2024
$
$
Aggregate compensation
482,332
277,113

The key management personnel disclosed above was not a director of the parent company during the year and was appointed as a director subsequent to the year end. No remuneration was paid to the director serving during the year. Subsequent to the year end, a dividend of $311,527 was declared and paid to a director, as disclosed in note 24, and was applied in settlement of the outstanding director's loan balance and accrued interest.

VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
23
Related party transactions
(Continued)
- 29 -
Transactions with related parties

During the year the group entered into the following transactions with related parties:

Sales
Sales
Purchases
Purchases
2025
2024
2025
2024
$
$
$
$
Company
Entities over which the company has control, joint control or significant influence
5,626,029
5,330,073
15,590,133
17,572,608
Consultancy costs
2025
2024
$
$
Company
Entities over which the entity has control, joint control or significant influence
100,098
-

The following amounts were outstanding at the reporting end date:

Amounts due to related parties
2025
2024
$
$
Company
Entities over which the company has control, joint control or significant influence
6,151,122
4,928,385

During the year, the company advanced a convertible loan of $1,600,000 (2024: $nil) to an entity over which it exercises significant influence. The loan bears interest at 10% per annum and is convertible into equity in June 2028. At the reporting date, the outstanding balance, excluding accrued interest, was $1,600,000 (2024: $nil). This balance is included in fixed asset investments.

 

All transactions with related parties were undertaken in the normal course of business. Amounts due to and from related parties, excluding convertible loans, are unsecured, interest-free and repayable on demand.

 

The related party disclosures above are identical for the company and the group and have therefore been disclosed once only. The only additional related party transaction within the group arose in a subsidiary undertaking and comprised purchases of $87,302 (2024: $nil) from an entity over which the group has control, joint control or significant influence. The outstanding balance at the year end was unsecured, interest-free and repayable on demand.

Other information

The parent company has adopted the exemption permitted by paragraph 33.1A of FRS 102 and has not disclosed transactions with other group members, which are wholly owned subsidiaries.

VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 30 -
24
Directors' transactions

Subsequent to the year end, the director's loan balance of $307,798 was fully settled by way of a dividend of $311,527 declared by the parent company. The dividend included repayment of the outstanding loan balance together with accrued interest recognised between the reporting date and the date of settlement.

Advances or credits have been granted by the group to its directors as follows:

Description
% Rate
Opening balance
Amounts advanced
Interest charged
Closing balance
$
$
$
$
Director's loan
3.75
-
300,000
7,798
307,798
-
300,000
7,798
307,798
25
Controlling party

On 28 April 2025, Vidya Europe transferred its share holding (100% of the issued share capital) to C Kodimule. No changes were made to the company's issued share capital during the year.

 

The ultimate controlling party is C Kodimule by virtue of sole shareholding in the company.

 

26
Cash generated from group operations
2025
2024
$
$
Profit after taxation
2,233,824
1,743,073
Adjustments for:
Taxation charged
818,927
216,000
Finance costs
1,123,204
383,913
Investment income
(161,166)
(185,027)
Depreciation and impairment of property, plant and equipment
10,347
7,455
Foreign exchange gains on cash equivalents
627,543
(107,956)
Movements in working capital:
Increase in inventories
(8,291,525)
(159,121)
Increase in trade and other receivables
(2,061,290)
(1,092,048)
Increase/(decrease) in trade and other payables
11,121,850
(74,407)
Cash generated from operations
5,421,714
731,882
VIDYA GLOBAL LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 31 -
27
Analysis of changes in net debt - group
1 January 2025
Cash flows
Exchange rate movements
31 December 2025
$
$
$
$
Cash at bank and in hand
1,661,259
1,096,337
(627,543)
2,130,053
Borrowings excluding overdrafts
(1,754,446)
(3,170,503)
-
(4,924,949)
(93,187)
(2,074,166)
(627,543)
(2,794,896)
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