REGISTERED NUMBER: 04460635 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements

for the Year Ended 30th June 2026

for

TURQUOISE INTERNATIONAL LIMITED

Page

Company Information

1

Strategic Report

2

Report of the Directors

5

Report of the Independent Auditors

7

Statement of Comprehensive Income

10

Statement of Financial Position

11

Statement of Changes in Equity

12

Statement of Cash Flows

13

Notes to the Statement of Cash Flows

14

Notes to the Financial Statements

15

DIRECTORS:

A Naini

I R Thomas

SECRETARY:

E M Kelly

REGISTERED OFFICE:

23 Oatlands Drive

Weybridge

Surrey

KT13 9LZ

REGISTERED NUMBER:

04460635 (England and Wales)

AUDITORS:

TC Group

Statutory Auditor

3rd Floor, Suffolk House

George Street

Croydon

CR0 0YN

The directors present their strategic report for the year ended 30th June 2026.

FAIR REVIEW OF THE BUSINESS

With over 24 years of specialisation in finance for CleanTech companies, Turquoise International Limited benefits from a strong track record and an experienced and stable team.

On the investment and fund management side of the business, we continue to make good progress with our portfolio of CleanTech companies, currently 34 strong. During the year we made a number of follow-on investments to support our portfolio, and completed several exits that have contributed significantly to this year's results. We also started investing from our latest fund, the Low Carbon Innovation Fund 3.

On the corporate finance advisory side of the business, we have continued to benefit from a harsh investment environment that favours specialist advisers like us. During the year we completed several advisory transactions and took on new mandates.

The CleanTech sector continues to mature, with investors increasingly requiring technologies that have the potential to be better both commercially and environmentally. Turquoise is well placed to identify and nurture such technologies.

DEVELOPMENT AND PERFORMANCE

This disclosure is based on the company's financial position as at 30 June 2026.

The company is wholly owned by the directors and company secretary. The company is unconsolidated for FCA reporting purposes. Copies of the Pillar 3 are available on written request. The company does not have any subsidiary undertakings subject to the Capital Requirements Directive.

The risk management process of the company can be categorised in terms of the constituent elements namely; identification, assessment, decision, mitigation, monitoring and reporting.

The directors of the company are responsible for establishing the risk management strategy of the company and overseeing the overall risk infrastructure. The company has an external financial audit every year.

Decisions on risks identified within the company will be made in the context of the company's risk appetite (ie the level of risk tolerance which the directors are prepared to accommodate) and with reference to an inherent risk score.

Once a decision has been made, a mitigation plan of one or more activities will be constructed and implemented. This will have the effect of reducing either the likelihood of the risk occurring or the severity of the consequence to a lower level of "residual risk". For a mitigation plan to be deemed effective, the residual risk must be acceptable to the senior management of the company in light of the stated risk appetite.

The directors have concluded that if all the inherent risks within the company are satisfactorily mitigated and no further action can be taken to reduce risk further, the directors are happy to tolerate the level of "residual risk" which remains. Having identified and assessed risk factors, the majority of the residual risks are considered to be "low" or "medium" in terms of likelihood and consequence.

KEY PERFORMANCE INDICATORS

The following risks have been identified as material for the purposes of this disclosure:

Strategic risk is the failure of the company to execute its strategy. This may be a result of changes in the business environment and the lack of responsiveness to those changes, or due to inappropriate or improper implementation of business decisions. The directors meet frequently to review company's strategy and progress.

Liquidity risk is the potential that the company will be unable to meet obligations as they become due and payable. The company's current cashflow resources are sufficient to meet the fixed overhead obligations for a period of not less than one year without any income.

Retention and concentration risk relates to any single exposure or group of exposures with the potential to produce losses large enough to threaten the company's health or ability to maintain core operations. Central thereto is therefore the retention of existing clients and acquisition of additional clients in order to maintain a well diversified portfolio of income streams, retention and replacement of existing clients and investees. Over the years the company has been able to establish a good level of income diversification.

Sector risk arises from a downturn in the sectors in which the company operates. The company's long track record has in the past helped shield it from temporary downturns. The sectors in which the company operates are currently buoyant and are anticipated to grow further in the years ahead.

Operational risk is the risk of loss resulting from inadequacies or failings in terms of internal processes, people, or systems, or external events. The company mitigates these risks through ongoing communication by the directors to the company of the importance of maintaining strong internal controls and processes including:

i) Apportionment of responsibility amongst management to ensure the provision of appropriate oversight;

ii) Robust policies and procedures in respect of regulatory compliance, anti-money laundering and finance;

iii) Regular maintenance of IT systems and upgrades when necessary; and

iv) Considering risk management during the objective setting and evaluation process of people.

Market risk is the risk to earnings and capital arising from adverse movements in financial instruments in the trading book. This risk can arise from market-making, dealing and position-taking. The company does not have a trading book and the directors invest the company's assets in cash or entities where the directors have detailed knowledge.

The risk is mitigated by ensuring all bank deposits are held with approved counterparties on agreed terms and investments are of funds over and above those considered required for the day to day operation of the core business.

Credit risk is the risk of loss due to a debtor's or counterparty's non payment of a loan or line of credit. The company operates a strong credit control and regularly monitors receipts.

At 30 June 2026 the company held £2,702,257 of Tier 1 capital in the form of share capital and audited reserves. The company is not required to and does not hold Tier 2 and 3 capital. Tier 1 capital includes own investments amounting to £503,478.

The company's Pillar 1 capital resource requirement is the higher of the base capital requirement (£75,000) and the variable capital resource requirement, that for the company is the Fixed Overhead Requirement (£183,000).

OTHER PERFORMANCE INDICATORS

Therefore at 30 June 2026 the company's variable capital resource requirement (and hence, its Pillar 1 Capital resources requirement) is £183,000.

As such, the regulatory capital base of the company is in excess of the capital resources requirement.

The company assesses the adequacy of its capital resources on an annual basis through the ICARA.

Through the ICARA the company:

-

Carries out assessments of the capital that it considers adequate to cover the nature and level of the risks to which it is or might be exposed. The reviews are based on a subjective assessment of consequence and likelihood;

-

Identifies the major sources of risk of its ability to meet its liabilities as they fall due;

-

Ensures that the processes, strategies and systems required by Pillar 2, and scale and complexity of the company's activities; and

-

Maintains a documented ICARA.

The Pillar 2 capital requirement is the minimum amount of capital calculated through the ICARA process to address the risks identified. The most significant risks have been identified and prioritised to establish which risks are the most likely to cause the company to require additional capital. The company's Pillar 2 capital requirement has been calculated at £10,000. As this amount is less than the Pillar 1 capital requirement calculated above, the Pillar 1 capital requirement is the minimum regulatory capital required to be held by the company.

In conclusion, the company is sufficiently capitalised to the risks to which it is exposed.

SECTION 172(1) STATEMENT

The primary objective is to promote the success of the company for the benefit of members as a whole, but in seeking these are mindful of all of the following:

-

All actions of the directors are taken with a view to the long term reputational and financial benefit of the company;

-

The company operates remuneration policies to ensure all employees benefit from their commitment and efforts to the company and share in the financial success;

-

The company has a transparent relationship with customers, suppliers and others, conducted to a high business standard to be fair and compliant with contractual obligations;

-

The company's operations are focused on promoting environmentally sustainable companies to develop for the benefit of the whole community; and

-

As all members take an executive role within the company, they inter alia act in a fair manner as between themselves.

ON BEHALF OF THE BOARD:

A Naini - Director

20th October 2026

The directors present their report with the financial statements of the company for the year ended 30th June 2026.

PRINCIPAL ACTIVITY

Turquoise specialises in finance for environmental and sustainable companies.

Following a traditional merchant banking model, Turquoise can act as an investor and/or corporate finance adviser, benefitting from the greater market awareness and network that these two synergistic activities provide. Investment activities are carried out for third parties as fund manager or investment adviser, or by Turquoise acting as principal, mainly in the form of venture capital and private equity. Advisory activities relate primarily to fundraisings, acquisitions, disposals and establishing new funds.

POST BALANCE SHEET EVENTS

Subsequent to the year end, the company paid a dividend of £500,000 on 6 July 2026. The directors are not aware of any other significant events since the reporting date which would materially affect the company's financial position or future operations.

DIRECTORS

The directors shown below have held office during the whole of the period from 1st July 2025 to the date of this report.

A Naini

I R Thomas

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors 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 company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are 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 directors are 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. They are 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 directors are 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 each director 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, TC Group, will be proposed for re-appointment at the forthcoming Annual General Meeting.

This report has been prepared in accordance with the provisions of Part 15 of the Companies Act 2006 relating to small companies.

ON BEHALF OF THE BOARD:

A Naini - Director

20th October 2026

Opinion

We have audited the financial statements of Turquoise International Limited (the 'company') for the year ended 30th June 2026 which comprise the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity, Statement of Cash Flows and Notes to the Statement of Cash Flows, Notes to the Financial Statements, including a summary of 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 30th June 2026 and of its profit for the year 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 Auditors' 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 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 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

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.

In connection with our audit of the financial statements, 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 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 the audit:

-	the information given in the Strategic Report and the Report of the Directors 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 Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

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 Report of the Directors.

We have nothing to report in respect of the following matters where 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 directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit; or

-	the directors were not entitled to take advantage of the small companies' exemption from the requirement to prepare a Strategic Report or in preparing the Report of the Directors.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page five, 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 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 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 company or to cease operations, or have no realistic alternative but to do so.

Auditors' 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 a Report of the Auditors 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:

-

We obtained an understanding of the legal and regulatory framework applicable to the company and the sector in which it operates, through discussions with management and those charged with governance, and also from our detailed understanding of the sector. We identified the United Kingdom Generally Accepted Accounting Practice and the Companies Act 2006, UK tax legislation and the various FCA regulations as being of significance in the context of the company and its ongoing activities.

-

We made enquiries with management and those charged with governance to confirm our understanding that the company continued to comply with the applicable legal and regulatory frameworks, and also to confirm our understanding of the specific policies and procedures enlisted by the company to ensure ongoing compliance.

-

We assessed the susceptibility of the company's financial statements to material misstatement, including how fraud may occur, and gained an understanding of the company's policies and procedures on fraud risks through discussion with the company's management.

-

We considered the risk of material misstatement due to fraud as a result of possible management override of controls, and improper revenue recognition. To address these risks we tested the appropriateness of journal entries posted, reviewed those judgements made in making accounting estimates, and tested the application of revenue recognition and the cut-off of revenue.

-

We communicated those laws and regulations considered relevant to the company, and potential fraud risks to all engagement team members, and consider that the engagement team had the appropriate competence and capabilities to identify or recognise non-compliance with laws and regulations and remained alert to any indications of fraud throughout the audit.

Due to the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

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 a Report of the Auditors 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.

John Millidge (Senior Statutory Auditor)

For and on behalf of TC Group

Statutory Auditor

3rd Floor, Suffolk House

George Street

Croydon

CR0 0YN

20th October 2026

TURNOVER

4

4,503,384

1,261,153

Cost of sales

(64,541

)

(43,164

)

GROSS PROFIT

4,438,843

1,217,989

Administrative expenses

(3,168,712

)

(1,076,261

)

1,270,131

141,728

Other operating income

60,933

-

OPERATING PROFIT

6

1,331,064

141,728

Interest receivable and similar income

18,753

22,352

PROFIT BEFORE TAXATION

1,349,817

164,080

Tax on profit

7

(340,653

)

(36,248

)

PROFIT FOR THE FINANCIAL YEAR

1,009,164

127,832

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

1,009,164

127,832

FIXED ASSETS

Tangible assets

9

1,055

3,280

Investments

10

503,478

447,903

504,533

451,183

CURRENT ASSETS

Debtors

11

1,113,464

1,091,816

Cash at bank

2,287,565

842,337

3,401,029

1,934,153

CREDITORS

Amounts falling due within one year

12

1,071,094

560,896

NET CURRENT ASSETS

2,329,935

1,373,257

TOTAL ASSETS LESS CURRENT LIABILITIES

2,834,468

1,824,440

CREDITORS

Amounts falling due after more than one year

13

(114,785

)

(118,991

)

PROVISIONS FOR LIABILITIES

15

(17,426

)

(12,356

)

NET ASSETS

2,702,257

1,693,093

CAPITAL AND RESERVES

Called up share capital

16

10,000

10,000

Retained earnings

17

2,692,257

1,683,093

SHAREHOLDERS' FUNDS

2,702,257

1,693,093

The financial statements were approved by the Board of Directors and authorised for issue on 20th October 2026 and were signed on its behalf by:

A Naini - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1st July 2024

10,000

1,581,061

1,591,061

Changes in equity

Dividends

-

(25,800

)

(25,800

)

Total comprehensive income

-

127,832

127,832

Balance at 30th June 2025

10,000

1,683,093

1,693,093

Changes in equity

Total comprehensive income

-

1,009,164

1,009,164

Balance at 30th June 2026

10,000

2,692,257

2,702,257

Cash flows from operating activities

Cash generated from operations

1

1,466,986

(180,265

)

Tax paid

(45,869

)

(34,427

)

Net cash from operating activities

1,421,117

(214,692

)

Cash flows from investing activities

Purchase of tangible fixed assets

-

(3,132

)

Purchase of fixed asset investments

(401,766

)

(500

)

Sale of fixed asset investments

346,191

-

Disposal of fixed asset investments

60,933

-

Interest received

18,753

22,352

Net cash from investing activities

24,111

18,720

Cash flows from financing activities

Equity dividends paid

-

(25,800

)

Net cash from financing activities

-

(25,800

)

Increase/(decrease) in cash and cash equivalents

1,445,228

(221,772

)

Cash and cash equivalents at beginning of year

2

842,337

1,064,109

Cash and cash equivalents at end of year

2

2,287,565

842,337

1.	RECONCILIATION OF PROFIT FOR THE FINANCIAL YEAR TO CASH GENERATED FROM OPERATIONS

30.6.26

30.6.25

£

£

Profit for the financial year

1,009,164

127,832

Depreciation charges

2,225

2,602

Profit on disposal of investments

(60,933

)

-

Finance income

(18,753

)

(22,352

)

Taxation

340,653

36,248

1,272,356

144,330

Increase in trade and other debtors

(21,648

)

(330,712

)

Increase in trade and other creditors

216,278

6,117

Cash generated from operations

1,466,986

(180,265

)

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 30th June 2026

30.6.26

1.7.25

£

£

Cash and cash equivalents

2,287,565

842,337

Year ended 30th June 2025

30.6.25

1.7.24

£

£

Cash and cash equivalents

842,337

1,064,109

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.7.25

Cash flow

At 30.6.26

£

£

£

Net cash

Cash at bank

842,337

1,445,228

2,287,565

842,337

1,445,228

2,287,565

Total

842,337

1,445,228

2,287,565

1.	STATUTORY INFORMATION

Turquoise International 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.

The financial statements are prepared in Sterling, which is the functional currency in the company. Monetary amounts in these financial statements are rounded to the nearest £.

Turnover

Turnover represents amounts receivable for services provided during the financial year net of VAT.

Turnover represents revenue earned under a wide variety of contracts to provide professional services. Revenue is recognised as earned, when, and to the extent that, the company obtains the right to consideration in exchange for its performance under these contracts. It is measured at fair value of the right to consideration, which represents amounts chargeable to clients, including expenses and disbursements but excluding value added tax.

Revenue is generally recognised as contract activity progresses so that for incomplete contracts it reflects the partial performance of the contractual obligations. For such contracts the amounts of revenue reflects the accrual of the right to consideration by reference to the value of work performed. Revenue not billed to clients is included in debtors and payments on account in excess of the relevant amount of revenue are included in creditors.

Fee income that is contingent on events outside the control of the firm is recognised when the contingent event occurs.

Income received on contracts for differences is included in turnover as adjusted for a fair value measurement, as assessed at each balance sheet date, of any liability due under the contract. Contracts where there is an entitlement to carried interest are included within turnover based on the fair value measurement of the carried interest as assessed at each balance sheet date.

Tangible fixed assets

Tangible fixed assets are measured at cost less accumulative depreciation and any accumulative impairment losses. Depreciation is provided on all tangible fixed assets, at rates calculated to write off the cost, less estimated residual value, of each asset evenly over its expected useful life, as follows:

Fixtures and fittings over 3 years

When an asset is sold or disposed, gains and losses are determined by comparing the proceeds with the carrying amounts and are recognised in the Income Statement.

Financial instruments

The company holds only basic financial instruments as defined in FRS 102 Section 11. Financial assets comprise trade debtors, other debtors and prepayments and accrued income. These assets are initially measured at the transaction price, including any transaction costs, and are subsequently measured at amortised cost, less any impairment losses. A provision for impairment is recognised when there is objective evidence that the amounts due are not recoverable.

Financial liabilities comprise trade creditors, corporation tax liability, other taxes and social security costs, other creditors and accruals and deferred income. These are initially recognised at the transaction price and subsequently measured at amortised cost, where settlement is due within one year, financial liabilities are stated at their nominal amount.

Financial assets and liabilities are offset only when there is a legally enforceable right to set off the recognised amounts and the company intends either to settle on a net basis or to realise the asset and settle the liability simultaneously. Financial assets are derecognised when the contractual rights to the cash flows from the asset expire or substantially all the risks and rewards of ownership are transferred. Financial liabilities are derecognised when the obligation is discharged, cancelled, or expires.

Taxation

A current tax liability is recognised for the tax payable on the taxable profit of the current and past periods. A current tax asset is recognised in respect of a tax loss that can be carried back to recover tax paid in a previous period.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position 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.

Foreign currency translation

Transactions in foreign currencies are initially recognised at the rate of exchange ruling at the date of the transaction.

At the end of each reporting period foreign currency monetary items are translated at the closing rate of exchange. Non-monetary items that are measured at historical cost are translated at the rate ruling at the date of the transaction. All differences are charged to profit or loss.

Leases

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Pensions

The company operates a money purchase scheme and the pension charge represents the amounts payable by the company to the fund in respect of the year. The assets of the scheme are held separately from those of the company. Annual contributions payable are charged to the profit and loss account in the period to which they relate.

Investments

Investments in subsidiaries, associates and joint ventures are measured at cost less any accumulated impairment losses. Listed investments are measured at fair value. Unlisted investments are measured at fair value unless the value cannot be measured reliably, in which case they are measured at cost less any accumulated impairment losses. Changes in fair value are included in the profit and loss account.

Debtors

Short terms debtors are measured at transaction price (which is usually the invoice price), less any impairment losses for bad and doubtful debts. Loans and other financial assets are initially recognised at transaction price including any transaction costs and subsequently measured at amortised cost determined using the effective interest method, less any impairment losses for bad and doubtful debts. Entitlement under carried interest is fair valued at each balance sheet date.

Creditors

Short term creditors are measured at transaction price (which is usually the invoice price). Loans and other financial liabilities are initially recognised at transaction price net of any transaction costs and subsequently measured at amortised cost determined using the effective interest method.

Provisions

Provisions (ie liabilities of uncertain timing or amount) are recognised when there is an obligation at the reporting date as a result of a past event, it is probable that economic benefit will be transferred to settle the obligation and the amount of the obligation can be estimated reliably.

3.	CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the company's accounting policies, management is required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily from other sources. The estimates and associates assumptions are based on historical experience and other relevant factors and are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period of revision and in future periods if applicable.

Judgement is also required in determining the point at which revenue from advisory and fund management services is recognised, particularly for transactions that are contingent on specific events or the completion of contractual milestones. Management assesses the likelihood of such events occurring and the proportion of work completed at the reporting date to determine the amount of revenue to recognise.

The key assumptions concerning the future, and the sources of estimation uncertainty that may have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities within the next financial year, are as follows:

Valuation of unlisted investments: Unlisted investments are measured at fair value where this can be reliably determined. In the absence of an active market, valuations are based on recent funding rounds, financial performance, or other relevant metrics.

Recoverability of debtors: The company makes an estimate of the recoverable value of trade and other debtors based on known circumstances, historical payment patterns, and specific customer credit risk.

Accruals and deferred income: Estimates are made regarding the timing and value of services provided or received where invoices have not yet been raised or received at the year end. These estimates are based on management's knowledge of contract terms and stage of completion at the reporting date.

Taxation: The calculation of current and deferred tax involves judgement regarding the interpretation of tax legislation and recoverability of deferred tax assets.

4.

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:

30.6.26

30.6.25

£

£

United Kingdom

3,998,099

961,228

Europe

505,285

196,299

Rest of the World

-

103,626

4,503,384

1,261,153

5.	EMPLOYEES AND DIRECTORS

30.6.26

30.6.25

£

£

Wages and salaries

2,296,835

673,022

Social security costs

323,846

69,257

Other pension costs

2,031

3,562

2,622,712

745,841

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

30.6.26

30.6.25

Directors

2

2

Other staff

13

13

15

15

30.6.26

30.6.25

£

£

Directors' remuneration

867,284

232,407

Information regarding the highest paid director is as follows:

30.6.26

30.6.25

£

£

Emoluments etc

534,561

122,219

6.	OPERATING PROFIT

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

30.06.26

30.06.25

£

£

Other operating leases

100,649

92,700

Depreciation - owned assets

2,225

2,602

Profit on disposal of investments

(60,933

)

-

Auditor remuneration

9,450

9,000

Auditor remuneration for non audit work

2,200

-

7.

TAXATION

Analysis of the tax charge

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

30.6.26

30.6.25

£

£

Current tax:

UK corporation tax

340,653

36,248

Tax on profit

340,653

36,248

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:

30.6.26

30.6.25

£

£

Profit before tax

1,349,817

164,080

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

337,454

41,020

Effects of:

Expenses not deductible for tax purposes

3,588

(4,772

)

Income not taxable for tax purposes

(15,234

)

-

Underprovision of corporation tax in prior year

799

-

Deferred tax charge for the year

5,070

-

Net chargeable gains

8,976

-

Total tax charge

340,653

36,248

8.

DIVIDENDS

30.6.26

30.6.25

£

£

Ordinary shares shares of 10p each

Final

-

25,800