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

The principal activity of the company is the execution of FX and CFD trading offered to retail and professional clients via an on-line trading platform. As an FCA regulated entity, the company generates income through trading volumes from trades executed by clients.

In the year to 30 June 2026, the company made a profit after tax of £78,374 (2025: profit of £638,355) and its net assets increased to £2,424,602 (2025: £2,346,228). The Board believes the level of capitalisation is appropriate for the size of the company at this stage of our development.

Operational Risks

The company maintains a risk register detailing operational risks and mitigating actions/controls. This is reviewed by the Board during the year and updated whenever necessary. The principal operating risk is reliance on third parties for provision of IT services including the on-line trading platform. This risk is mitigated by a detailed service level agreement which will be reviewed and monitored by the Board to ensure the IT infrastructure remains sound and fit for purpose.

Credit Risk

Credit risk is the risk of loss to the company due to failure of a client or counterparty. Currently the only credit risk is cash at bank which is held at a Tier 1 bank and all banks are reviewed and approved prior to any funds being lodged there.

Market Risk

The company operates as a Matched Principal broker and does not hold market risk as all trades executed by clients are automatically hedged on a back-to-back basis with our liquidity provider. This trading infrastructure is managed by in-house experienced market professionals.

Regulatory risk

The company maintains resources in excess of regulatory capital in its regulated businesses as required by the FCA as well as closely managing strict compliance with all regulations set out by the FCA.

Financial key performance indicators

Financial performance is reported to the board on a regular basis and the Board benchmarks actual performance with projected KPIs.

Other key performance indicators

In addition to the financial key performance indicators, the directors also monitor a range of non-financial measures. These include headcount, client satisfaction, and employee training completion.

Directors' statement of compliance with duty to promote the success of the company

The directors believe they have acted in accordance with requirements in section 172 of the UK Companies Act 2006 with regard to promoting the success of the company, specifically:

• The board have recruited experienced and capable staff to implement the company's business plan going forward.

• The board continues to oversee the company's FCA-regulated activities, monitoring compliance, risk management and governance arrangements to support the business's ongoing operations.

• The board have built relationships with partners and providers to give the company a solid base to progress and become fully operational.

The directors of the company are aware of the requirement to act in the way they consider, in good faith, would be the most likely to promote the success of the company for the benefit of its members as a whole. In considering this duty the directors consider the following stakeholders:

Head Office

The directors have regular meetings with the head office to align business objectives, operation, compliance and collaboration.

Clients

The company's client base ranges from large institutional clients to professional clients. The directors prioritise compliance to ensure the funds of relevant clients are protected, whilst ensuring each client's best interests are served in accordance with their risk appetite.

Suppliers

The company has various key supplier relationships which work more as a partnership to ensure the smooth running of the business.

The Environment

The company recognises climate change is one of the greatest challenges of our time and is committed to taking action to reduce, and eventually eliminate, emissions from our operations. We are committed to minimising our environmental footprint through sustainable technology practices, cloud-native infrastructure, and energy-efficient operations.

• By embracing energy efficient products, data centres and server usage, as well as reducing physical resource use, and continuously optimising our systems, we aim to lower emissions and support a more sustainable digital economy.

• Going virtual where possible and creating a more sustainable travel programme.

• Developing an Environmental Policy to reduce, reuse, recycle and recover across all global offices.

As a fintech business, our waste footprint is naturally low since we do not produce physical goods. While our waste's negative impact is minor, we proactively participate in our office's annual waste audit to achieve the best possible scores.

We work with vendors to recover and recycle our e-waste such as desktops, laptops, servers, headsets, keyboards, mice, docking stations and monitors. Equipment is tested and inspected to assess the equipment’s working condition for either recycling or donating.

Regulators

The company maintains an open and constructive relationship with the FCA and is committed to complying with all applicable regulatory requirements. The directors regularly review compliance, risk management and client money arrangements to ensure the firm continues to meet its obligations under the FCA Handbook and protect client assets.

On behalf of the board

The directors present their annual report and financial statements for the year ended 30 June 2026.

The results for the year are set out on page 9.

No ordinary dividends were paid. 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:

Focus remains on growth and expansion, innovation, and unlocking long-term shareholder value.

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

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 directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the 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;

• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

• 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.

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

We have audited the financial statements of Eightcap Group Ltd (the 'company') for the year ended 30 June 2026 which comprise the statement of comprehensive income, the statement of financial position, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

• give a true and fair view of the state of the company's affairs as at 30 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 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 report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

• 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, 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.

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

• Enquiry of management around actual and potential litigation and claims;

• Enquiry of entity staff in finance and compliance functions to identify any instances of non-compliance with laws and regulations;

• Reviewing minutes of meetings of those charged with governance;

• Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations;

• Reviewing the general ledger in detail for all transactions with related parties;

• Performing walkthrough testing to ensure systems and controls are operating as recorded where appropriate;

• Performing audit work over the risk of management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.

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

Use of our report

This report is made solely to the company's member 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 member those matters we are required to state to the member 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 member, for our audit work, for this report, or for the opinions we have formed.

The income statement has been prepared on the basis that all operations are continuing operations.

The notes on pages 13 to 24 form part of these financial statements.

The notes on pages 13 to 24 form part of these financial statements.

The notes on pages 13 to 24 form part of these financial statements.

The notes on pages 13 to 24 form part of these financial statements.

Eightcap Group Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 40 Gracechurch Street, London, EC3V 0BT.

The comparative period covers the 16 months ended 30 June 2025 following an extension of the company's year end from 28 February 2025 to 30 June 2025 to align with the wider group reporting period. As a result, the comparative figures are not directly comparable with the current year 12 month period.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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

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

The financial statements have been prepared on the going concern basis, which assumes that the company will continue to trade for the foreseeable future, being a period of at least twelve months from the date of approval of these financial statements and will be able to meet its debts as they fall due.true

Based on management's assessment of the company's financial position and resources, the company is dependent on the support of the parent. The parent has confirmed its intention to support the company for a period of at least 12 months from the date of approval of these financial statements. The directors are therefore confident in the company's ability to continue to operate for the foreseeable future, being a period of at least twelve months from the date of approval of these financial statements.

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

The company makes markets for customers trading in Margin FX spot and Contract for Difference markets. Trading revenue represents related brokerage activities for establishing these markets, including spread, commission and funding charges made to clients in respect of the opening, holding and closing of contracts.

Transactions are recorded on the trade date and open client and hedging positions are carried at fair market value, with positions marked to market daily and resulting gains and losses arising recognised in trading revenue together with gains and losses realised on client positions that have closed.

The company has a transfer pricing agreement in place with a group company to achieve an agreed operating margin percentage on external revenues. Where actual operating margin differs from the agreed percentage, an adjustment is recognised through the statement of comprehensive income and a corresponding balance due from or to fellow group undertakings in the period to which they relate.

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

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

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

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

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

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

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

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

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

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

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

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities, including trade and other payables, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

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

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

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

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

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

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

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or non-current assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

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

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

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

Interest income

Interest income is recognised in the statement of comprehensive income using the effective interest method.

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

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

Management has identified the following critical accounting policies for which significant judgements, estimates and assumptions are made:

Deferred tax asset

The company has recognised a deferred tax asset in respect of tax losses carried forward. The recognition of this asset is based on management’s assessment that it is probable future taxable profits will be available against which the losses can be utilised. This assessment involves significant judgement and estimation, particularly in relation to the timing and certainty of future profitability.

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

Their aggregate remuneration comprised:

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2025 - 2).

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

The company has carried forward tax losses of £131,058 (2025: £170,760) that are available to offset against future taxable trading profits.

The amounts due from group companies are unsecured, bear no interest and have no fixed date for repayment.

Included within amounts owed by group undertakings are amounts held by the company under a Title Transfer Collateral Arrangement in accordance with FCA regulations. The corresponding creditor owed back to the company's clients amounted to £1,895,704 (2025: £5,682,825) and is included within other creditors.

The amounts due to group companies are unsecured, bear no interest and have no fixed date for repayment.

Included within other creditors are amounts of £1,895,704 (2025: £5,682,825) owed back to the company's customers, with respect to the assets held by the company under a Title Transfer Collateral Arrangement in accordance with the FCA regulations. The corresponding assets are included within amounts owed by group undertakings in debtors.

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

The deferred tax asset set out above is expected to reverse within 12 months and relates to the utilisation of tax losses against future expected profits of the same period.

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

There are no amounts payable to the fund at the reporting date (2025: £nil).

Retained earnings includes all current and prior year retained profits and losses less dividends paid.

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

The following amounts were outstanding at the reporting end date with related parties:

Amounts owed by entities with share control over the company was in respect of shareholder loan. The outstanding balances were fully repaid during the year.

Where possible, the company has taken advantage of the exemptions available under paragraph 33.1A of FRS 102 not to disclose transactions with other wholly-owned group undertakings.

The immediate and ultimate parent undertaking is Eightcap Group Pty Ltd, a company incorporated in Australia.

There is no ultimate controlling party.