REGISTERED NUMBER: 11609285 (England and Wales)

TALKDESK U.K. LIMITED

STRATEGIC REPORT,

REPORT OF THE DIRECTOR AND

AUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 JANUARY 2026

Page

Company Information

1

Strategic Report

2

Report of the Director

3

Report of the Independent Auditors

5

Income Statement

8

Other Comprehensive Income

9

Balance Sheet

10

Statement of Changes in Equity

11

Cash Flow Statement

12

Notes to the Cash Flow Statement

13

Notes to the Financial Statements

14

DIRECTOR:

K Sullivan

SECRETARY:

Winston Taylor Secretaries Limited

REGISTERED OFFICE:

5 New Street Square

LONDON

EC4A 3TW

REGISTERED NUMBER:

11609285 (England and Wales)

AUDITORS:

BDO Northern Ireland

Statutory Auditor

Metro Building

1st Floor

6-9 Donegall Square South

Belfast

BT1 5JA

The director presents his strategic report for the year ended 31 January 2026.

REVIEW OF BUSINESS

We aim to present a balanced and comprehensive review of the development and performance of the business during the year and its position at the year end. Our review is consistent with the size and non-complex nature of the business and is written in the context of the risks and uncertainties we face.

The turnover in the year is £6,022,901 (2025: £6,852,998) which is an decrease of 12.1% on 2025. The gross profit margin has increased to 27.2% compared with 19.4% in the prior year. Overall, after taking into consideration an increase in administrative expenses of £330,956, this has led to the operating profit reducing to £373,328 (2025: £394,852).

PRINCIPAL RISKS AND UNCERTAINTIES

Financial Risk Management and Policies

The main financial risks of the company relate to foreign exchange and credit (in relation to trade receivables).

Foreign exchange risk

Currency risk management relating to transactional business, if significant, is dealt with through the use of foreign currency accounts.

Credit risk (trade receivables)

The company's credit risk is primarily attributable to trade receivables. The company regularly monitors the creditworthiness of its customers, adjusting credit policies, and limits as needed. The company reviews accounts receivable to estimate the potential of any account being uncollectible and establishes an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical collection experience, and other relevant factors. Any accounts that are determined to be uncollectible are included in an allowance for doubtful accounts.The amounts presented in the balance sheet are net of allowances for doubtful debts.

KEY PERFORMANCE INDICATORS

We consider that our key financial performance indicators are those that communicate the financial performance and strength of the company as a whole, these being turnover, gross profit and operating profit.

FUTURE DEVELOPMENTS

The company's business will continue to be that of its principal activity.

ON BEHALF OF THE BOARD:

K Sullivan - Director

21 October 2026

The director presents his report with the financial statements of the company for the year ended 31 January 2026.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of providers of cloud-based contact software solutions.

DIVIDENDS

No dividends will be distributed for the year ended 31 January 2026.

DIRECTORS

N Gerostathos - resigned 10.4.2025

K Sullivan - appointed 27.3.2025

The director shown below was in office at 31 January 2026 but did not hold any interest in the Ordinary shares of £1 each at date of appointment or 31 January 2026.

K Sullivan

DISCLOSURE IN THE STRATEGIC REPORT

Disclosures required under S416(4) of the Companies Act 2006 are commented upon in the Strategic Report in accounting with S414C(11) as the director considers them to be of strategic importance to the company.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the Strategic Report, the Report of the Director 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;

-	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 him 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.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, BDO Northern Ireland, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

K Sullivan - Director

21 October 2026

We have nothing to report in this regard.

Other Companies Act 2006 reporting

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

" the information given in the strategic report and the report of the director for the financial year for which the financial statements are prepared is consistent with the financial statements; and

" the strategic report and the report of the director 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 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

Responsibilities of the director

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 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.

Extent to which the audit was capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We gained an understanding of the legal and the regulatory framework applicable to the company and the industry in which it operates and considered the risk of acts by the company which were contrary to applicable laws and regulations, including fraud. These included but were not limited to compliance with Companies Act 2006 and FRS 102, "The Financial Reporting Standard applicable in the UK and Republic of Ireland".

We focused on laws and regulations that could give rise to material misstatement in the financial statements. Our tests included but were not limited to:

agreement of the financial statement disclosures to underlying supporting documentation;

enquiries of management; and

considering the effectiveness of the control environment and monitoring compliance with laws and regulations.

We also communicated relevant identified laws and regulations and potential fraud risk to all engagement team members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from events and transactions reflected in the financial statements, the less likely we would become aware of it. As in all of our audits we addressed the risk of management override of internal controls, including testing journals and evaluating whether there was evidence of bias by the director that represented a risk of material misstatement due to fraud.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that 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, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed 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 are to become aware of it.

A further description of our responsibilities is available on the Financial Reporting Council's website at: 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.

Nigel V W Harra (Senior Statutory Auditor)

for and on behalf of BDO Northern Ireland

Statutory Auditor

Metro Building

1st Floor

6-9 Donegall Square South

Belfast

BT1 5JA

21 October 2026

TURNOVER

3

6,022,901

6,852,998

Cost of sales

4,383,962

5,523,491

GROSS PROFIT

1,638,939

1,329,507

Administrative expenses

1,265,611

934,655

OPERATING PROFIT

5

373,328

394,852

Interest payable and similar expenses

6

110

13,471

PROFIT BEFORE TAXATION

373,218

381,381

Tax on profit

7

103,453

107,477

PROFIT FOR THE FINANCIAL YEAR

269,765

273,904

PROFIT FOR THE YEAR

269,765

273,904

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

269,765

273,904

FIXED ASSETS

Tangible assets

9

138

848

CURRENT ASSETS

Debtors

10

2,491,772

2,481,795

Cash at bank

471,401

245,270

2,963,173

2,727,065

CREDITORS

Amounts falling due within one year

11

779,772

813,961

NET CURRENT ASSETS

2,183,401

1,913,104

TOTAL ASSETS LESS CURRENT LIABILITIES

2,183,539

1,913,952

PROVISIONS FOR LIABILITIES

12

34

212

NET ASSETS

2,183,505

1,913,740

CAPITAL AND RESERVES

Called up share capital

13

1,000

1,000

Retained earnings

14

2,182,505

1,912,740

SHAREHOLDERS' FUNDS

2,183,505

1,913,740

The financial statements were approved by the director and authorised for issue on 21 October 2026 and were signed by:

K Sullivan - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 February 2024

1,000

1,638,836

1,639,836

Changes in equity

Total comprehensive income

-

273,904

273,904

Balance at 31 January 2025

1,000

1,912,740

1,913,740

Changes in equity

Total comprehensive income

-

269,765

269,765

Balance at 31 January 2026

1,000

2,182,505

2,183,505

Cash flows from operating activities

Cash generated from operations

1

289,020

180,616

Interest paid

(110

)

(13,471

)

Tax paid

(63,428

)

(156,663

)

Net cash from operating activities

225,482

10,482

Cash flows from investing activities

Sale of tangible fixed assets

649

244

Net cash from investing activities

649

244

Increase in cash and cash equivalents

226,131

10,726

Cash and cash equivalents at beginning of year

2

245,270

234,544

Cash and cash equivalents at end of year

2

471,401

245,270

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2026

2025

£

£

Profit before taxation

373,218

381,381

Depreciation charges

711

7,875

(Profit)/loss on disposal of fixed assets

(649

)

119

Finance costs

110

13,471

373,390

402,846

Increase in trade and other debtors

(9,978

)

(151,894

)

Decrease in trade and other creditors

(74,392

)

(70,336

)

Cash generated from operations

289,020

180,616

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 January 2026

31.1.26

1.2.25

£

£

Cash and cash equivalents

471,401

245,270

Year ended 31 January 2025

31.1.25

1.2.24

£

£

Cash and cash equivalents

245,270

234,544

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.2.25

Cash flow

At 31.1.26

£

£

£

Net cash

Cash at bank

245,270

226,131

471,401

245,270

226,131

471,401

Total

245,270

226,131

471,401

1.	STATUTORY INFORMATION

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

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Going Concern

The company has generated profits before taxation of £373,218 (2025: £381,381) during the year and is in a net asset position. The company is reliant on trade and debt settlement from its parent company and has received confirmation that this will continue for the foreseeable future. On this basis the director believes that the financial statements should be prepared on a going concern basis.

Significant judgements and estimates

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

" Determining whether there are doubts over the recoverability of the company's intercompany debtors. Factors taken into consideration include trading performance and net asset position.

" Assessing the going concern position of the company. Factors taken into consideration include the forecasted performance of the company and group and the net asset position at the date of signing of the financial statements.

Accounting estimates and assumptions are made concerning the future and, by their nature, will rarely equal the related actual outcome. The key assumptions and other sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are as follows:

The director is of the opinion that no significant estimates were required in preparing the financial statements.

Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Tangible fixed assets

The company's policy is to only capitalise assets with an individual cost greater than $5,000. Assets of a lower cost are expensed.

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Computer equipment - Straight line over 3 years

Taxation

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

Current or deferred taxation assets and liabilities are not discounted.

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

Deferred tax

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

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

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

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Cash and cash equivalents

Cash consists of cash on hand and demand deposits. There are no cash equivalents.

Other financial assets

Other financial assets, including trade and other debtors, are initially measured at the undiscounted amount of cash receivable from that customer, which is normally the invoice price, and are subsequently measured at amortised cost less impairment, where there is objective evidence of an impairment.

Other financial liabilities

Trade and other creditors are measured at invoice price, unless payment is deferred beyond normal business terms or is financed at a rate of interest that is not market rate. In this case the arrangement constitutes a financing transaction, and the financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

3.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

2026

2025

£

£

United Kingdom

39,376

27,838

United States of America

5,983,525

6,825,160

6,022,901

6,852,998

4.	EMPLOYEES AND DIRECTORS

2026

2025

£

£

Wages and salaries

3,722,410

4,730,481

Social security costs

478,983

597,286

Other pension costs

182,569

195,724

4,383,962

5,523,491

The average number of employees during the year was as follows:

2026

2025

Sales and marketing

21

23

General and administration

5

7

Research and development

2

3

28

33

2026

2025

£

£

Directors' remuneration

-

-

5.	OPERATING PROFIT

The operating profit is stated after charging/(crediting):

2026

2025

£

£

Depreciation - owned assets

710

7,875

(Profit)/loss on disposal of fixed assets

(649

)

119

Foreign exchange differences

392

593

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

2026

2025

£

£

Other interest payable

110

13,471

7.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

2026

2025

£

£

Current tax:

UK corporation tax

103,631

108,991

Deferred tax

(178

)

(1,514

)

Tax on profit

103,453

107,477

UK corporation tax has been charged at 25% (2025 - 25%).

Reconciliation of total tax charge included in profit and loss

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2026

2025

£

£

Profit before tax

373,218

381,381

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2025 - 25%)

93,305

95,345

Effects of:

Expenses not deductible for tax purposes

10,311

11,647

Depreciation in excess of capital allowances

15

1,999

Movement in deferred tax

(178

)

(1,514

)

Total tax charge

103,453

107,477

The rate at which Corporation Tax has been charged for the year ended 31 January 2026 is 25% (2025: 25%).

8.	AUDITORS' REMUNERATION

The auditors' remuneration for 2026 amounts to £26,795 (2025: £25,000)

9.	TANGIBLE FIXED ASSETS

Computer

equipment

£

COST

At 1 February 2025

33,059

Disposals

(8,210

)

At 31 January 2026

24,849

DEPRECIATION

At 1 February 2025

32,211

Charge for year

710

Eliminated on disposal

(8,210

)

At 31 January 2026

24,711

NET BOOK VALUE

At 31 January 2026

138

At 31 January 2025

848

10.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2026

2025

£

£

Trade debtors

10,722

9,583

Amounts owed by group undertakings

2,443,643

2,412,154

VAT

22,226

36,489

Prepayments and accrued income

15,181

23,569

2,491,772

2,481,795

11.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2026

2025

£

£

Trade creditors

66,901

65,728

Tax

106,214

66,011

Social security and other taxes

181,300

111,233

Accruals and deferred income

425,357

570,989

779,772

813,961

12.	PROVISIONS FOR LIABILITIES

2026

2025

£

£

Deferred tax

34

212