The directors present the strategic report for the year ended 31 January 2026.

The Company was created as an intermediate holding company to facilitate the purchase of Nash Squared Holdings Limited and its subsidiaries with funds controlled by Dbay Advisors and continues to act as a holding company. It currently holds a 100% shareholding in The Power of Talent Kartanesi Ltd (the immediate parent undertaking of Nash Squared Holdings Limited) and is itself a 100% owned subsidiary of The Power of Talent Midco Ltd.

The Company's principal activities and main source of income is currently derived from dividends, interest and where applicable any management fees from its investments.

The Company's strategies are aligned to those of the Nash Squared Holdings Limited Group ("the Nash Squared Group") which are set out in its Annual Report, a copy of which can be obtained from Nash Squared Holdings Limited located at 10 Throgmorton Avenue, 2nd Floor, London, EC2N 2DL.

The Company reported a profit after tax of £123m (2025: £9m loss). The profit during the year was due to receipt of the dividend from The Power of Talent Kartanesi Ltd. The loss during the prior period was due to the Company incurring interest and fees on its Payment-in-Kind ("PIK") facility that was settled in December 2024. This was in line with Directors’ expectations.

Key performance indicators (KPIs)

The directors consider the key performance indicators are those that communicate the financial performance and strength of the business. The Company's main asset is its investment in The Power of Talent Kartanesi Ltd and so its main source of income is derived from dividends.

Future developments

The future development, performance and position of the Company are aligned with those of the Nash Squared Group and are discussed in the Nash Squared Group's Annual Report which does not form part of this report.

There are certain risks and uncertainties inherent in the company that may affect future performance, these are described below:

Legal and regulatory

The company's subsidiary, Nash Squared works in a number of geographic jurisdictions on a daily basis under a variety of laws and regulations. Nash Squared mitigates this risk through comprehensive compliance policies and procedures including engaging with local advisers and regulators where necessary. The risk is consistent with the prior year.

Financial

All potential areas of financial risk are regularly monitored and reviewed by the directors. Where necessary preventative and/or corrective measures are taken to reduce such risk. Nash Squared operates in a number of foreign markets, the existence of which exposes the company to a number of financial risks. The risk is consistent with the prior year.

Operational

The company's subsidiary, Nash Squared is reliant on its ability to fulfil client demand while recruiting, training and developing high quality talent to maintain and expand its growth strategy. The directors actively engage in providing a structure of sustainable career development for employees.

Nash Squared utilises its positioning in key sectors across a broad geographic footprint to protect against lower candidate availability in more mature markets. The risk is consistent with the prior year.

Political

The increased political uncertainty from global conflicts continues to be monitored and reviewed by directors. Nash Squared does not have operations in affected regions so there is no direct impact on our trading at this time. In addition to the impact of inflation, tariff barriers and tax rises are also being monitored. The risk is consistent with the prior year.

Section 172 (1) of the Companies Act 2006 sets out a series of matters which the directors must consider in performing their duties to promote the success of the Company for the benefit of its shareholders, which includes having regard to other stakeholders. We report here on how the directors have performed their duties under s172 of the Companies Act 2006.

The Board considers it crucial that the Company maintains a reputation for high standard of business conduct. The Board is responsible for setting, monitoring and upholding the culture, values, standards, ethics, brand and reputation of the Company to ensure that our obligations to our shareholders, customers and others are met.

Our culture

The Power of Talent Plano Limited is an indirect subsidiary of the Power of Talent Topco Limited and is covered by the wider Nash Squared Group activities. The Nash Squared Group looks to build relationships with all our stakeholders based on openness and a continuing dialogue. Our culture of open feedback and action guides our behaviour and helps to ensure that we do the right thing at all times. Throughout our business we are proud that our people live by our core values for our clients, for each other and for the communities we serve. We value diversity and inclusivity in our workforce and beyond.

Business relationships and supply chain

The board is aware of the necessity of maintaining a clean supply chain, free of exploited labour. Business relationships and supply chain are managed through the Nash Squared Group, which adheres to a supplier code of conduct that integrate with its key policies, including its Modern Slavery, Human Trafficking (MSHT) and carbon reduction strategy.

Community and environment

The board is conscious that the business should have a low impact on the environment in which it operates, particularly in terms of energy consumption and business travel. As an organisation, we take climate change seriously. Our environmental strategy aims to reduce our carbon footprint and follows industry best practice on environmental, social and governance (‘ESG’) principles. Nash Squared’s operations, being services, are inherently less damaging to the environment than other business sectors. However, the board recognises that the business must minimise its impact on the environment and utilises recommendations from the Carbon Trust to reduce the organisation’s carbon footprint.

At Nash Squared we are focused on delivering a positive social impact through our actions to support our employees, the work we do with clients every day and through our actions with local communities. As a global employer we believe in supporting communities within the regions we operate and we do this through initiatives which help to deliver sustainable employment, mentoring, volunteering and fundraising. We actively encourage our colleagues to identify opportunities to support local charities and not-for-profits via volunteering or fundraising.

On behalf of the board

The directors present their annual report and audited financial statements for the year ended 31 January 2026.

The results for the year are set out on page 11.

Ordinary dividends were paid amounting to £63,444,037 (2025: nil). The directors do not recommend payment of a final dividend.

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

The Company has maintained throughout the period directors' and officers' liability insurance for the benefit of the Company, the directors and its officers. The Company has entered into qualifying third party indemnity arrangements for the benefit of all its directors in a form and scope which complies with the requirements of the Companies Act 2006. These arrangements were in force throughout the period and remain in force at the date of these financial statements.

The company’s principal financial instrument is an equity instrument (in the form of an investment in a subsidiary company). Where applicable, funds are made available for the financing of the company's subsidiaries through intercompany loans, forming the principle funding of the Company.

The future development, performance and position of the Company are aligned with those of the Nash Squared Group and are discussed in the Nash Squared Group's Annual Report which does not form part of this report.

Going concern

The company acts as an intermediate holding company with a main source of income derived from dividends receivable from its subsidiaries. The directors have considered the performance, and forecast performance of the Nash Squared Group being the trading subsidiaries of The Power of Talent Plano Limited and therefore the entities from which operational profit and cash flows are derived.

The directors have assessed the financial position and the future funding requirements of the Nash Squared Group against the level of available committed borrowing facilities. As at 30 April 2026 the Nash Squared Group had a cash balance of £16.7m. The directors have considered the current and forecast levels of trading, taking into account the cash and invoice discounting facilities expected to be available to Nash Squared, and have concluded that the going concern basis of preparation remains appropriate.

As the Company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.

The following sections required to be included herein are incorporated into this report by cross reference to the Strategic Report: engagement with suppliers and other business relationships and principal risks and uncertainties.

Each of the persons who is a Director at the date of approval of this report confirms that:

• 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 auditor is unaware; and

• the Director has taken all the steps that he/she ought to have taken as a Director in order to make himself/herself aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006.

The auditor will be proposed for appointment at the forthcoming Annual General Meeting.

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 adopted international accounting standards. The financial statements also comply with the United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including FRS 101 “Reduced Disclosure Framework”.

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 the Company financial statements, the directors are required to:

• properly select and apply accounting policies;

• present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;

• state whether FRS 101 Reduced Disclosure Framework has been followed, subject to any material departures disclosed and explained in the financial statements; and

• make an assessment of the company’s ability to continue as a going concern.

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.

We have audited the financial statements of The Power of Talent Plano Limited (the ‘company’) for the year ended 31 January 2026 which comprise the income statement, statement of financial position and statement of changes in equity and the notes to the financial statements, including material accounting policy information. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including FRS 101 “Reduced Disclosure Framework” (United Kingdom Generally Accepted Accounting Practice).

In our opinion, the financial statements:

• give a true and fair view of the state of the company’s affairs as at 31 January 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 Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the 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 other information comprises the information included in the annual financial statements, 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 audittrue:

• the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

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

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the 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:

• 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.

As explained more fully in the directors’ responsibilities statement set out on page 6, 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 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.

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

We obtained an understanding of the Company’s legal and regulatory framework through enquiry of management concerning their understanding of relevant laws and regulations and of the Company’s policies and procedures regarding compliance. We also drew on our existing understanding of the Company’s industry and regulation.

We understand that the Company complies with the framework through updating written policies and procedures as legal and regulatory requirements change.

In the context of the audit, we considered those laws and regulations which determine the form and content of the financial statements and which are central to the Company’s ability to conduct its business and where failure to comply could result in material penalties. We identified the following laws and regulations as being of significance in the context of the Company:

• The Companies Act 2006 and Financial Reporting Standards, International Accounting Standards and Interpretations as adopted by the UK (collectively IFRSs) in respect of the preparation and presentation of the financial statements;

• Right to work legislation (Immigration, Asylum and Nationality Act 2006 (the 2006 Act), section 24B of the Immigration Act 1971, and Schedule 6 of the Immigration Act 2016);

• The Employment Rights Act -1996; and

• The Employment Agency Act – 1973.

We performed the following specific procedures to gain evidence about compliance with the significant laws and regulations identified above:

• We enquired with the Company’s management as to the existence of litigation and no material items were identified;

• We obtained written management representations regarding disclosure of any non-compliance with laws and regulations;

• We reviewed board minutes of the Company to identify if there were any litigation or claims being discussed that had not been disclosed to us by management;

• We undertook specific testing in relation to right to work legislation, selecting a sample of employees and confirming that checks had taken place; and

• We reviewed legal expenses for evidence of non-compliance with laws and regulations.

The senior statutory auditor led a discussion with members of the engagement team regarding the susceptibility of the Company’s financial statements to material misstatement, including how fraud might occur.

The areas identified in this discussion were:

• Management override of controls leading to manipulation of the financial statements, particularly via journal entries; and

• Valuation of investments in subsidiaries and intercompany balances.

The procedures that we carried out in order to gain evidence in the above area included:

• Testing of journal entries, including selecting a sample of journals on risk-based criteria and reviewing these for evidence of management override;

• Challenging management regarding the assumptions used in material accounting estimates; and

• Reviewing managements impairment assessment, testing allocation of cash generating units, and developing an auditors point estimate for the valuation of goodwill.

The senior statutory auditor was satisfied that the engagement team collectively had the appropriate competence and capabilities to identify or recognise irregularities.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditors responsibilities. 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.

All amounts relate to continuing activities. There are no items of other comprehensive income other than those reflected in the income statement. Accordingly, no separate statement of other comprehensive income is presented.

The notes on pages 14 to 21 form part of these financial statements.

The Power of Talent Plano Limited ('the Company') is a private company limited by shares incorporated in the Great Britain and registered in England and Wales. Its registered address is 10 Throgmorton Avenue, 2nd Floor, London, EC2N 2DL.

The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards. The Company previously applied the United Kingdom adopted international accounting standards. There has been no impact of transition to FRS 101.

The financial statements are presented in Pounds, which is the currency of the primary economic environment in which the Company operates (its functional currency). Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The material accounting policies adopted are set out below.

As permitted by FRS 101, the Company has taken advantage of the disclosure exemptions available under that standard in relation to financial instruments, capital management, presentation of comparative information in respect of certain assets, presentation of a cash flow statement, standards not yet effective, impairment of assets and related party transactions.

The company has taken advantage of the exemption under section 400 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

The results of the Company are included in the consolidated financial statements of The Power of Talent Midco Ltd which are available from 10 Throgmorton Avenue, 2nd Floor, London, EC2N 2DL.

The company acts as an intermediate holding company with a main source of income derived from dividends receivable from its subsidiaries.true

The company acts as an intermediate holding company with a main source of income derived from dividends receivable from its subsidiaries. The directors have considered the performance, and forecast performance of the Nash Squared Group being the trading subsidiaries of The Power of Talent Plano Limited and therefore the entities from which operational profit and cash flows are derived.

The directors have assessed the financial position and the future funding requirements of the Nash Squared Group against the level of available committed borrowing facilities. As at 30 April 2026 the Nash Squared Group had a cash balance of £16.7m. The directors have considered the current and forecast levels of trading, taking into account the cash and invoice discounting facilities expected to be available to Nash Squared, and have concluded that the going concern basis of preparation remains appropriate.

Investment in subsidiaries are stated at the amount of the investment cost less impairments.

Financial assets and liabilities are recognised on the Company’s statement of financial position when the Company becomes a party to the contractual provisions of the instrument. Financial assets are derecognised when the Company’s contractual rights to the cash flows expire or the Company transfers substantially all the risks and rewards of the financial asset. Financial liabilities are derecognised from the Company’s statement of financial position when the obligation specified in the contract is discharged, cancelled or expires.

Loans and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as ‘loans and receivables’. Loans and receivables are measured at amortised cost using the effective interest method, less any impairment. Interest income is recognised by applying the effective interest rate, except for short-term receivables where the recognition of interest would be immaterial.

IFRS 9 requires an expected credit loss model, rather than an incurred credit loss model to be applied. This requires the assessment of the expected credit loss on each class of financial asset at each reporting date. This assessment should take into consideration any changes in credit risk since the initial recognition of the financial asset. The main class of financial asset held by the Company are trade receivables, which are short-term in nature.

The directors of the Company have reviewed and assessed existing financial assets using reasonable and supportable information to determine credit risk and concluded that there is no material financial impact on the Company.

Financial liabilities are classified as either FVTPL or ‘other financial liabilities’. A financial liability is classified as FVTPL if it is held for trading or specifically designated as such to eliminate or significantly reduce a measurement or recognition inconsistency that would otherwise arise. Financial liabilities at FVTPL are stated at fair value, with any gains or losses arising on re-measurement recognised in the profit and loss.

Other financial liabilities, including borrowings, are initially measured at fair value, net of transaction costs. Other financial liabilities are subsequently measured at amortised cost using the effective interest method, with interest expense recognised on an effective yield basis. The effective interest method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that discounts estimated future cash payments through the expected life of the financial liability, or, where appropriate, a shorter period, to the net carrying amount on initial recognition.

Ordinary shares are classified as equity. Where any company purchases the Company’s equity share capital (own shares), the consideration paid is deductible from equity attributable to the Company’s equity holders until the shares are cancelled, reissued or disposed of. Where such shares are subsequently sold or reissued, any consideration received is included in equity attributable to the Company’s equity holders.

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

The tax currently payable is based on taxable profit for the period. Taxable profit differs from net profit as reported in the income statement because it excludes items of income and expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The Company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the statement of financial position date.

Dividend income

Dividend income from investments is recognised in profit or loss on the date on which the Company's right to receive payment is established.

Dividend distribution

Dividend distributions to the Company’s shareholders is recognised as a liability in the company’s financial statements in the period in which the dividends are approved by the Company’s shareholders.

In the application of the Company's accounting policies the directors are required to make judgements (other than those involving estimations) that have a significant impact on the amounts recognised and to make estimates and assumptions about the carrying amounts 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.

Critical judgements

Due to the limited nature and volume of transactions during the period, the directors have not made any critical judgement in preparing the financial statements.

Key sources of estimation uncertainty

Due to the limited nature and volume of transactions during the period there is no significant estimation uncertainty that may have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year.

The charge for the year can be reconciled to the profit/(loss) per the income statement as follows:

The UK government enacted the Pillar Two income taxes legislation from 1 January 2024. The Company has reviewed the safe harbour tests and their application and have concluded no top up tax is required on a jurisdictional basis. The Company is continuing to assess the impact of Pillar Two income taxes legislation on its future financial performance.

No employees were employed by the Company and no directors' emoluments or fees were received by the directors for services to the Company during the period.

The Company holds a 100% investment in The Power of Talent Kartanesi Ltd. A full list of subsidiaries is shown in note 18.

Amounts owed to group undertakings are unsecured and may be repaid by the borrower at any time unless otherwise agreed between the group undertakings. Interest is charged at rates between 0% and 2.5%.

The share premium pertaining to ordinary share capital is £4,999,950 (2025: £4,999,950) and relates to the premium arising on the issue of equity shares.

During the prior period the Company redeemed all outstanding preference shares. Each preference share was entitled to dividends in priority to ordinary shares. These preference shares were recognised as a liability in line with the requirements of IAS 32.

Other distributable reserve related to the transfer from share capital and share premium as a result of a previous share reduction in the period ended 31 January 2020. £15,000,000 of this was released against the preference share reserve at redemption on 9 February 2024, with the remaining balance of £51,647,600 released against retained earnings reserve in relation to payment of dividends.

The retained earnings reserve represents cumulative retained earnings and losses of the Company that have not been distributed to shareholders. Movements in the reserve arise from profits or losses for the financial year.

The immediate parent of the Company is The Power of Talent Midco Ltd (company number: 11494338), a company registered at 10 Throgmorton Avenue, 2nd Floor, London, England, EC2N 2DL. The Power of Talent Midco Ltd is parent of the smallest and the largest group for which consolidated accounts are prepared which include the company.

The ultimate controlling party is DBAY Advisors Ltd (company number: 126150C) incorporated and registered in the Isle of Man.

Details of the company's subsidiaries at 31 January 2026 are as follows: