FY25 Annual Report

Ranald McGregor-Smith Richard Parris

Edward Sutcliffe

London WC2H 9JQ

EC2A 2AP

72-74 High Street Watford

WD17 2GZ

Gateway House, Tollgate Chandler's Ford

SO53 3TG

EC3A 6AB

3rd Floor, 80 Cheapside London

EC2V 6EE

3 The Millenium Centre Farnham

GU9 7XX

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We report on the results for Sabien Technology Group Plc ("Sabien", the "Company" or the "Group") for the year ended 30 June 2025.

• Revenue for the year £0.85m (2024: £0.71m);

• Loss after tax £0.65m (2024 £0.52m as restated);

• Overseas revenue £0.01m (2024: £0.03m);

• Contract liabilities (revenue billed in advance) carried into 2025 £0.11m (2024: £0.11m);

• Forward orders carried into 2025 £0.10m (2024: £0.05m);

• Settlement of £0.24m of board remuneration, £0.04m broker fees and £0.03m other liabilities through the issue of new share capital;

• Related party stock funding provided by Parris Group Limited ("PG"): Sabien buys stock as needed off PG and pays cost plus a 20% mark up, £0.1m included in revenue (2024: £nil) in relation to the facility;

• IP development and IT support provided by PG for 5% on cash collected from sales; and

• Confirmation that Sabien's associate company: b.grn Group Limited ("b.grn") had signed a letter of intent to lease land in Phoenix Arizona in relation to a City Oil Field Inc. ("COF") Regenerated Green Oil Project ("RGO").

  Highlights since the year end

• Orders received to 30 September 2025 £0.32m (£0.07m to 30 September 2024).

Revenue for the year was £0.85m (2024: £0.71m). The loss after taxation was £0.65m (2024: £0.52m loss as restated).

At 30 June 2025, cash and cash equivalents amounted to £0.07m (2024: £0.10m).

The directors propose no dividends (2024: nil) in the year.

During the year the Board identified that a prior period restatement was required in relation to the treatment of loss from associated undertakings which affects the balance sheet dates 1 July 2023 and 30 June 2024. In addition, an over- accrual of intellectual property amortisation has also been corrected, affecting the same periods The details are set out in note 32 and resulted in additional retained profits of £24k at 1 July 2023 and £21k for the year ended 30 June 2024.

I am pleased to present Sabien's audited results for the year ended 30 June 2025. This has been a year of disciplined execution and strategic focus as we advance our Green Aggregation Strategy in a rapidly evolving market.

The green technology sector continues to attract global attention; however, development timelines in certain areas-most notably the hydrogen economy-are lengthening. In addition, recent U.S. policy changes under President Trump's administration, particularly the softening of federal CO₂ reduction targets, have altered the pace and nature of investment in some clean technologies. This has reinforced our belief that success in our sector requires focus on commercially viable solutions that deliver measurable benefits-regardless of the prevailing political or policy environment.

We have concentrated our resources on two strategic growth priorities:

• M2G Cloud Solutions - our CO₂ mitigation technology for commercial boilers, where migration to a partner-led channel sales strategy has delivered compound growth of 35% since 2022. FY25 revenue rose to £0.85m (2024: £0.71m), underpinned by recurring revenues and a growing order book, and including £0.1m in relation to sales to Parris Group Ltd ("PGL"). The sales to PGL represent bulk sales of stock that Sabien intends to buy back as needed to deliver on its order book. The channel model is proving scalable and margin-accretive.
• City Oil Field (COF) Partnership - a breakthrough plastic-to-oil technology that converts end-of-life plastics into ultra-pure fuel. Our exclusive rights in the UK and a key US state, extended until 2029, position us to capture significant opportunity as the first commercial module moves into production.

Both businesses address urgent, tangible needs: lowering emissions from existing infrastructure and reducing the environmental impact of waste plastics. Together, they demonstrate our commitment to pursuing solutions that make the world cleaner and better-regardless of shifting environmental priorities at the national or international level.

Our investments in Proton Technologies and Aeristech Limited were both focused on hydrogen technologies-Proton through underground hydrogen extraction, and Aeristech through high-efficiency electric motor systems for hydrogen fuel cells. While both remain innovative in their respective fields, the current slowdown in the development of the hydrogen economy, coupled with extended timelines to commercialisation, has led us to fully impair both investments. This ensures capital is directed toward opportunities with faster paths to market and revenues under our direct influence.

During FY25, Sabien generated revenue of £0.85m, an increase of 20% over the £0.71m achieved in FY24, despite a steep reduction in contributions from our long-standing government customer-from £0.63m in 2023 to

£0.02m in the year under review. Revenue in the second half of FY25 excluding Parris Group related party stock sales was £0.46m compared with £0.29m in the first half, reflecting strong momentum from our channel sales strategy. Gross margin for the year was 65% (FY24: 82%), the reduction reflecting the impact of the related party stock sales to PGL, which also enhanced working capital flexibility. Notably, sales revenues in the first three months of FY26 have already exceeded those generated in the first six months of FY25, providing a robust platform for the year ahead.

Sabien enters the new financial year with operational momentum, a strengthened portfolio, and a clear focus on execution within our chosen markets. The successful repositioning of our M2G business onto a scalable, partner-led model continues to demonstrate the advantages of recurring, channel-driven revenue. With a growing pipeline of commercial opportunities, particularly in the UK and Europe, we see increasing validation of our technology's role in helping customers achieve tangible CO₂ reductions through practical, cost-effective means.

Our strategic collaboration with City Oil Field continues to progress in synchronisation with COF's development schedule in Korea. We remain committed to developing this partnership into a platform for broader commercial deployment. With the first RGO production modules now entering full-scale operations in Korea and full international certification achieved, the technology has matured from concept to commercial reality. Sabien's rights in the UK and a key U.S. state provide a solid foundation from which to develop a high-impact, environmentally responsible business capable of addressing the global plastic waste challenge while supporting sustainable fuel supply chains.

The Board remains alert to market conditions and disciplined in its capital allocation, focusing resources where they can deliver near- and medium-term value. The business is well-positioned to build on the momentum established in FY25, with early FY26 performance reinforcing confidence in Sabien's direction of travel. Our strategy-anchored in the commercialisation of proven, clean technologies-remains consistent: to deliver measurable impact, sustainable growth, and long-term value for shareholders.

Executive Chairman

Date 12 November 2025

1. Review of the Group's Business

   Sabien's business strategy focuses on providing innovative solutions to support the journey toward net zero, guided by economic practicality rather than ideology. In light of current economic conditions-such as easing inflation and modest but steady growth-the global timeline and feasibility of achieving net zero are being reassessed. While net zero initiatives are expected to continue, they will likely be shaped by a stronger emphasis on cost-efficiency compared to previous decades. As the transition becomes more complex, we anticipate that governments, businesses, and consumers will prioritize pragmatic and budget-conscious choices. Innovation that enables a more affordable path to net zero will be increasingly valued.

   Sabien's two business lines: M2G boiler optimisation and plastic to oil recycling are strategically positioned to support the transition to net zero through commercially viable, energy-efficient solutions. The Group recognises that long-term shareholder value must be resilient to economic cycles and financial constraints. Accordingly, Sabien targets businesses whose success is not dependent on the achievement of net zero targets, but which are nonetheless strongly aligned with the global shift toward sustainability.

   Through selective acquisitions and strategic partnerships, Sabien continues to build a portfolio that reflects its commitment to innovation, operational efficiency, and environmental responsibility-while maintaining a clear focus on delivering sustainable returns for shareholders.

   During the year ended 30 June 2025, the Group achieved the following milestones in its strategic development:

   • Transitioned 100% away from the legacy M2G to M2G Cloud Connect sales, delivering instant visualisation of savings, unmatched system analytics visibility, and access to a comprehensive suite of premium services - surpassing the limitations of legacy M2G delivery.; and

   • Signed Letter of Intent with the developer appointed by the City of Phoenix, Arizona in relation to the project for a consortium of green energy and sustainability companies to establish a resource cluster within the city.

     Sabien believes that operational growth cannot be the Group's sole objective. Growth must be closely and clearly aligned to the creation of consistent, long-term shareholder value. In order that this occurs, Sabien employs clear investment value criteria which are deployed at the point of commitment. These criteria focus on three fundamentals: management team strength, defendable technical advantage, and strong financial position.

     Ownership, and its concomitant control, is critical to the continued success of the business. Since incorporation, the Group has owned the rights to M2G. This provides control over patented energy efficiency products and any products that result from their development. The Group's focus is the product installation on commercial boilers and water heaters, both within the UK and overseas. Sabien subcontracts the manufacture of both products to its principal supplier, based in Northern Ireland, and manages installations globally through a team of Sabien engineers and trained installation partners.

     Sabien believes that this control has been a key contributor to the Group's strong reputation in its chosen marketplace. It is regularly recognised as the market leader in Boiler Optimisation Controls. This position reflects both the efficiency of the installed base and the innovation-led development of the products.

     Background to the boiler optimisation business

     Acceptance is critical to the long-term success of the Boiler Optimisation business. Historically, the Group focused on large estates, often owned, and managed by public or quasi-public bodies. In order to achieve penetration of this market, the Group offered paid pilots of its M2G product. This strategy proved successful with the award of a number of multi-year multi-million-pound contracts. However, the consolidated nature of this public market, notably at a time of public funding uncertainty, created timing issues which variability affected profitability.

     In response, the Group is transitioning the sale of its M2G technology with the adoption of procurement models, including subscription services through channel partners who control already significant end-user infrastructure. This significantly increases volumes and reduces sales cycle times from many months to only a few weeks.

     GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 30 JUNE 2025

     Designing M2G Cloud Connect's advanced technical capabilities to include integration will allow clients to incorporate M2G insights as they migrate into their smart buildings and AI-powered portfolio management systems.

     Recognising the need to establish a broader customer base which would improve both the scale and consistency of revenue generation, the Group has a long-term expansion strategy. From the introduction of a rental model option in 2018, facilitating the piloting and financing of the M2G product, through the launch of the Forensic Boiler Audit ("FBA") service, to the launch of the M2G Cloud System, the Group has achieved success in the following key areas:

   • A greater proportion of recurring revenue;

   • Demonstrable real-time savings to customers across their entire estate portfolio;

   • Additional and unique boiler analytics which drive Instant engineering engagement with actionable, data-driven insights pinpointing root causes and measurable efficiency gains; and

   • A time-to-commercial engagement cycle which is materially shorter.

     Market - Energy efficiency retrofit - Commercial Gas

     Sabien believes that the nature and structure of the available market for its products is changing and that these changes are to the Group's advantage.

     The Group's historical customer base shared a number of key attributes:

     • Large individual entities such as service providers, public administrations, and industrial operations, which use:

     • Centralised heating and water provision; resulting in

     • Energy costs being a relatively small proportion of total production costs.

     As a result, adoption of energy efficiency programs was constrained by low gas prices, the availability of capital, and the lack of Automated Maintenance Reporting (AMR) in the UK built environment.

     Sabien believes that these historical factors are becoming less of a constraint on adoption.

     The war in Ukraine, and the resulting attitudes of OPEC+, has created inflationary pressures in the petrochemical market. The Group believes that these pressures are unlikely to abate in the short to medium term. As a result, the cost of gas is now a focus for building managers and mitigation of this cost is now important.

     As the cost of heating and water provision has risen, the previous constraints on capital deployed in efficiency programs are falling away. While capital deployment within private organisations will continue to be driven by pay-back considerations, the rationale for conducting analyses on this basis has improved and the frequency of such exercises is increasing.

     Within public organisations, the mandate to deliver value for money across estates and the systems therein, notably in the aftermath of recent public body financial problems, is more prevalent than in previous years. Sabien believes that this cost-driven approach will not focus solely on improving the efficiency of historical systems, which M2G addresses, but will seek to embrace the evolution of new processes, such as that provided by COF.

     Thus, the combination of rising running costs and the high-profile failure of public bodies' financial management is likely to favour the adoption of energy efficient systems such as those provided by the Group. Capital is now more likely to be deployed for continuous improvement than new large projects.

     Other sales channels

     Establishing multiple routes to market is a central tenet of the Group's strategy to build wide and deep foundations for revenue growth at profitable margins.

     GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 30 JUNE 2025

     At present, the Group operates on a fully integrated basis in the UK; from sales, through installation, to efficiency management. In the short to medium term, the Group will transition from this integrated approach to a partnership strategy which has proved successful historically in overseas markets. Outside the UK, the Group's partnership strategy allows for the deployment of its market-leading technical knowledge through distribution partners. These partners are involved in the supply of energy efficiency solutions to meet their clients NetZero targets, boiler systems and controls to their customers in their own territories.

     By so doing, the Group has developed key commercial relationships with the central players in energy efficient solutions, building portfolio management, and boiler maintenance and management, removing the need to build its own distribution and maintenance networks. In partnering, rather than competing, the Group has built solid foundations within a constituency which is likely to remain as the key determinant of end-customer demand.

     Importantly, this partnership approach has brought, and will continue to bring, important contacts which have, and will continue, to provide further relationships consistent with the development of a wide and deep customer base. Recent contract awards from public bodies and private organisations, notably within real estate management, are a testament to this approach.

     Team

     The Group employs its own project management and technical engineering staff who are responsible for ensuring the smooth roll-out and quality control of each M2G pilot and installation project. Headcount currently stands at 10.

     Other Technology Development

     In addition to the established boiler optimisation business, Sabien's green aggregation strategy is also developing a new technology with the City Oil Field Inc. Plastic to Oil Business

     The Board expects the technology over time to develop into a standalone division of the Group.

     Background to the Plastic to Oil Business

     Sabien has secured exclusive rights in the UK and US to commercialise City Oil Field's (COF) Regenerated Green Oil (RGO) technology - a certified, proven process that converts mixed, contaminated waste plastic into high-quality sustainable oil and naphtha.

     COF's inaugural commercial plant in Jeongeup, South Korea, is now fully certified (ISCC PLUS, PSM, KTL) and was valued at approximately $72m for the foreign investment announced in September 2025. This facility serves as a showcase for replication at national and international levels.

     Sabien's strategic intent is to maximise the commercial benefits of its exclusive rights by transitioning from being solely a licence-holder to becoming a developer and operator of RGO plants through its dedicated vehicle, b.grn Group. Sabien believes this evolution will best capture the significant growth opportunities, enable long-term profitability, and deliver measurable positive environmental impact.

     The group's structure - a listed company vehicle combined with a dedicated SPV (b.grn Group) - ensures that regulatory compliance is maintained while transitioning the business model in line with the best interests of shareholders. By combining a capital-light sales agency model with equity participation in projects, Sabien is positioned to deliver material appreciation in revenue, market value, and shareholder returns over time.

     Strategic Positioning and Technology Leadership

     Sabien plays a pivotal role in the global deployment of modular RGO (Recycled Green Oil) plants, acting as the central platform for international rollout. The UK serves as the hub for licensing, governance, and technical expertise, anchoring the Group's global ambitions. The technology underpinning this initiative has been validated through the Jeongeup facility, which demonstrates the technical, environmental, and economic viability of COF's non-combustion catalytic system. This validation has been further reinforced by COF's recent funding round at a valuation of $72 million, reflecting strong investor confidence and highlighting the growth potential of Sabien's involvement.

     GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 30 JUNE 2025 Plastic to Oil business Strategic Positioning and Technology Leadership (continued)

     The first commercial sites have already been identified, with Phoenix, Arizona leading the way. Discussions are also progressing around potential UK locations, including Northampton, North Yorkshire, and Bristol. These developments are supported by a committed strategic offtake partner, ensuring early-stage project viability and securing long-term market demand.

     Technology Overview

     At the heart of Sabien's plastic-to-oil initiative is a unique low-temperature process that utilises a solid-state catalyst. Unlike pyrolysis, this technology does not involve incineration, meaning there are no combustion by-products released into the atmosphere. This results in near-zero emissions of toxic pollutants and CO₂, offering a significantly cleaner alternative to conventional waste processing methods.

     Each modular unit is capable of processing 24 tonnes of waste plastic per day, yielding up to 24,000 litres of oil and naphtha. With a capital expenditure of approximately £15 million per module (excluding land acquisition), the economic case for deployment is compelling. The technology is also highly versatile, able to process low-grade, contaminated plastics that are unsuitable for traditional recycling and would otherwise be destined for landfill or incineration.

     Growth Roadmap

     Sabien's growth strategy is centred on a replicable, modular rollout model. Initial projects in Northampton and Phoenix have been scoped, with a broader pipeline of municipal and regional sites under evaluation. This approach enables scalable expansion across target geographies, supported by multiple revenue streams including agency fees and long-term income from b.grn-operated plants.

     The full certification of the RGO product unlocks the potential for global export of sustainable naphtha and fuels, which are attracting strong market interest. The modular nature of the technology allows for rapid deployment and scalability, with the potential to establish tens or even hundreds of plants worldwide.

     Value Creation

     Sabien's strategy is designed to deliver significant shareholder value through both capital appreciation and recurring revenues. Ownership of projects via b.grn ensures long-term cashflows, while the production of certified sustainable naphtha offers access to premium pricing in global chemical markets. The environmental benefits of the technology also generate carbon credits and align with evolving circular economy regulations.

     By positioning the UK as a centre of excellence for plastic waste-to-oil innovation, Sabien is creating a global platform with the potential to transform the way plastic waste is managed and monetised.

     Delivering on Sabien's Vision

     Sabien's vision is to create a new international business focused on sustainable naphtha and oil production. This initiative offers a scalable solution to the global plastic waste challenge, while establishing the UK as a leader in renewable plastics and fuels. Investors are presented with a unique opportunity to participate at an early stage in a proven technology with global demand, supported by access to profits, carbon credits, and ESG-linked value streams.

     GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 30 JUNE 2025
2. Principal risks and uncertainties facing the Group

The principal risks faced by the Group are:

1. Technology developments and competitive products;

2. Changes in legislation;

3. Supply chain issues;

4. Brand awareness and maintenance of reputation;

5. Employee retention;

6. Funding;

7. UK Energy Efficiency Barriers; and

8. Customer concentration.

The Group places great importance on internal control and risk management. A risk-aware and control-conscious environment is promoted and encouraged throughout the Group. The Board, either directly or through its committees, sets objectives, performance targets and policies for management of key risks facing the Group.

The risks outlined above are not an exhaustive list of those faced by the Group and are not intended to be presented in any order of priority. The Group holds weekly management meetings at which, inter alia, business risks are reviewed and any areas that are causing concern are discussed. A plan of action to resolve issues is then put in place. Whilst many of the key risks are common across many industries, the Board has set out detail below in relation to the energy efficiency industry specific risks that affect the Group.

1. Principal risks and uncertainties facing the Group (continued)

   7. UK Energy Efficiency Barriers
   Risk	Mitigation
   Information, its provision and lack of trust, misaligned financial incentives, and behaviour barriers mean energy efficiency is undervalued. These barriers are often interrelated and work together to reduce investment in energy efficiency. The UK market is underdeveloped thus has relatively limited/mixed expertise and 'know how' on the Client, vendor side for energy efficiency investment. Energy efficiency projects can be undermined by the absence of standardised monitoring and verification processes which means that the benefits of energy efficiency investments are not trusted. It can be difficult to relate back to individual activities to identify opportunities to make energy efficiency improvements. In the absence of clear, trusted information, many buyers do not prioritise energy efficiency investments.	The Group is working to develop its partner network and through that to develop awareness within the market
   8. Customer concentration
   Risk	Mitigation
   During the year the Company generated 65% of its revenue from one customer which represents a concentration risk.	Sabien is a preferred supplier to the customer but the revenue is split between multiple different profit centres within the customer so it is not dependent on one relationship within the customer. Sabien is working to expand its referrer network to diversify away from the concentration risk.

   GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 30 JUNE 2025
2. Performance of the business in the financial year Business Development - UK

   The Group achieved sales in the year of £0.85m (2024: £0.71m) with growth driven by increased partner sales through a key facilities management customer and related party sales to Parris Group Ltd in relation to M2G stock transactions. Overseas customers contributed £0.01m (2024: £0.03m) of sales representing 1% (2024: 4%) of the total for the year. Notes 6 and 7 set out the movement in key revenue metrics.

   Financial review

   The Group made an operating loss of £0.46m in the year (2024: £0.54m). The reduction in operating loss in the year was primarily due to a reduction in legal and professional expenses in the year due to the Group's focus on minimising operating costs.

   The Group made a net loss after taxation of £0.65m in the year (2024: £0.52m as restated). The additional non-operating costs incurred in the year comprised £0.19m impairment losses on investments and intangible assets in relation to the discontinuation of the Proton Technologies Canada Inc. and Aeristech Ltd projects during the year.

   Group equity reduced to a deficit of £0.11m in the year (2024: £0.22m equity). The movement comprised the net loss after taxation of £0.65m less new equity raised in the year of £0.31m.

   Group cash balances reduced by £0.03m during the year to £0.07m (2024: £0.10m). The reduction in cash comprised £0.09m used in operating activities; £0.02m generated by investing activities and £0.04m generated by financing activities.

   Business Development - Overseas

   Sabien markets, sells, and installs M2G internationally through a network of partners. The Group employs this strategy to both mitigate cost exposure and to benefit from its partners' commercial relationships within the specific territories. This network requires a level of M2G operational support in the transfer of knowledge and the sharing of product training.

   Sabien has developed the following criteria to select appropriate partners:

   • An existing client base, supported by an established distribution network, within the commercial and industrial heating sector;

   • Demonstrable engineering capability and capacity; and

   • Clear competence in commercial boiler maintenance and management, together with a current offering within energy efficient solutions within products and services.

   GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 30 JUNE 2025
3. Key Performance Indicators ("KPIs")

   The Group has identified a number of financial and non-financial key performance indicators which are regularly monitored to ensure that business is on track or to give warning where problems may be arising:

   Financial: The management's focus is on the development of sales, the maintenance of a healthy gross margin and prudent cost control. The two main performance indicators are sales achieved and gross profit margin. During the year the Group achieved revenue of £0.85m, £0.75m excluding related party stock sales, (2024: £0.71m) and the gross profit margin was 64.9%, 70.7% excluding related party stock sales (2024: 81.9%). Analysis in relation to the movement of key financial KPIs is set out in the Chairman's statement and Section 3 of the strategic report.

   Non-financial: The Group's reputation for project management and delivery of its product's benefits on time and within budget is key to its continuing business success. Management is always looking at improving the quality of the Group's performance and will continue to invest in products and solutions to enable it to maintain and enhance its reputation. There are no non-financial KPIs that need to be disclosed.

4. Strategy and future developments

   The Group intends to invest for growth in the following areas:

   • Completion of next generation M2G device integrating remote commercial boiler management within a single Cloud-enabled device;

   • Development of the key US market through Original Equipment Manufacturer (OEM) relationships;

   • Maintaining a network of overseas distribution partners to deliver material revenue for the Group;

   • Maintaining or exceeding an installation capacity in line with Company forecasts and to continue providing our clients and partners with a world class project management service and experience;

   • Maintaining brand awareness and reputation of the Group;

   • Acquisitions of compatible businesses within 'green energy' environmental opportunities; and

   • Licensing of relevant green energy technologies.

This report was approved by the board on 12 November 2025 and signed on its behalf.

Director

As Chairman of the Board of Directors of Sabien, it is my responsibility to ensure that our company maintains sound corporate governance and an effective Board. We are committed to upholding the highest standards of corporate governance, which we believe are essential for the long-term success and sustainability of our business.

The Company adopts the Quoted Companies Alliance Corporate Governance Code (QCA Code). The QCA Code provides UK small and mid-sized companies with a corporate governance framework that is appropriate for a company of our size and nature. The Board considers the principles and recommendations contained in the QCA Code to be appropriate for the Company.

The Company is committed to meeting these principles as far as it reasonably can, and the commentary below reflects the extent to which the Company has complied with the QCA Code during the period under review.

The ten principles set out in the QCA Code are listed below together with a short explanation of how the Company applies each of the principles.

Business Model and Strategy

The Company continues to invest for growth in the areas set out in Part 5 of the Group Strategic Report:

Understanding Shareholder Needs and Expectations

The Board is committed to maintaining good communication and having constructive dialogue with its shareholders. The Company has close ongoing relationships with its private shareholders. Institutional shareholders and analysts have the opportunity to discuss issues and provide feedback at meetings with the Company. In addition, all shareholders are encouraged to attend the Company's Annual General Meeting. Investors also have access to current information on the Company though its website, https://www.sabien.com, and via Richard Parris, Executive Chairman and Edward Sutcliffe, Company Secretary who are available to answer investor relations enquiries.

Considering wider stakeholder and social responsibilities

The Board recognises that the long-term success of the Company is reliant upon the efforts of the employees of the Company and its contractors, suppliers, regulators and other stakeholders. The Board has put in place a range of processes and systems to ensure that there is close oversight and contact with its key resources and relationships. For example, a companywide internal information system shares live information on key suppliers, customers and projects, allowing the Company to efficiently fulfil customer requirements. Furthermore, all employees of the Company participate in an annual assessment process which is designed to ensure that there is an open and confidential dialogue with each person in the Company to promote successful two-way communication with agreement on goals, targets and aspirations of the employee and the Company. These feedback processes help to ensure that the Company can respond to new issues and opportunities that arise to further the success of employees and the Company. The Company has close ongoing relationships with a broad range of its stakeholders and provides them with the opportunity to raise issues and provide feedback to the Company.

Risk Management

The Board, through its committees is responsible for ensuring that procedures are in place and are being implemented effectively to identify, evaluate and manage significant risks faced by the Group. In addition to the principal strategic risks faced by the Company set out in the Strategic Report, the table below outlines the key operational risks faced by the Group, identifies their impact and the controls that are in place to mitigate them.

The Board of Directors has overall responsibility for the Group's system of internal control and for reviewing its effectiveness. The purpose of the system of internal control is to manage rather than eliminate the risk of failure to achieve business objectives and can only provide reasonable, but not absolute, assurance against material misstatement or loss. The Directors have established an organisational structure with clear operating procedures, and lines of responsibility. In particular, any capital investment requires a business case to be presented to and approved by the Board. Financial reporting is carried out within a comprehensive financial planning and accounting framework with oversight by the Audit Committee. The Board has reviewed the need for an internal audit function and concluded that such a function is not currently appropriate given the size of the Group. Also, given the size of the Group, the Board considers that the lack of internal audit function does not materially affect the external audit of the Group.

A Well-Functioning Board of Directors

As at the date hereof the Board comprised the Executive Chairman, Richard Parris, Chief Financial Officer and Executive Director Edward Sutcliffe, and the Non-Executive Directors, Charles Goodfellow, and Ranald McGregor-Smith.

Biographical details of the current Directors are set out within Principle Six.

Executive and Non-Executive Directors retire by rotation in accordance with the Company's Articles of Association which prescribe that at every Annual General Meeting one third of the directors for the time being or, if their number is not a multiple of three, then the number nearest to but not exceeding one third, shall retire from office. Non-executive directors are initially appointed for a three-year term but their appointment is terminable by either party on three months' written notice. The letters of appointment of all Directors are available for inspection at the Company's registered office during normal business hours.

The Board meets at least six times per annum either on a formal or informal basis. It has established an Audit Committee, a Remuneration Committee, a Nominations Committee and a Risk Committee, the particulars of which appear hereafter. The Executive and Non-Executive Directors are considered to be part time but are expected to provide as much time to the Company as is required. The Board considers that this is appropriate given the Company's current stage of operations. It shall continue to monitor the need to match resources to its operational performance and costs and the matter will be kept under review going forward. Charles Goodfellow and Ranald McGregor-Smith are considered to be Independent Directors by the Board. The Board shall review further appointments as scale and complexity grows.

Attendance at Board and Committee Meetings

The Company shall report annually on the number of Board and committee meetings held during the year and the attendance record of individual Directors. In order to be efficient, the Directors meet formally and informally both in person and by telephone. The following table shows attendance of the directors at Board and Audit Committee meetings.

The Nominations Committee, Risk Committee and Remuneration Committee did not meet in the year, any relevant business for those committees was dealt with at Board level.

Appropriate Skills and Experience of the Directors

The Board currently consists of four Directors. The Company believes that the current balance of skills in the Board as a whole, reflects a very broad range of commercial and professional skills across geographies and industries and each of the Directors has experience in public markets. The Board recognises that it currently has a limited diversity, and this will form a part of any future recruitment consideration if the Board concludes that replacement or additional directors are required.

The Board shall review annually the appropriateness and opportunity for continuing professional development whether formal or informal.

Executive Chairman and Chief Executive

Richard was until 2018 the Chairman and Chief Executive of Intercede, an AIM-traded technology company, which he founded in 1992 and which was admitted to trading on AIM in 2001. Richard Parris is an engineer by training and an entrepreneur by experience, he operationally led Intercede through all phases of its growth, including building its UK technology team to invent, develop and commercialise new software products, including the adoption of Cloud services and IoT delivery models as the core of future business transformation, and securing contracts with major US OEMs to expand US sales.

Chief Financial Officer and Executive Director

Edward is an experienced business advisor with a wide range of accounting, management, transactional, turnaround, and board level skills. A Fellow of the Institute of Chartered Accountants in England and Wales, Edward has worked internationally, providing consultancy and expertise in areas including private equity, due diligence, debt raising, financial modelling and analysis, and management and board reporting.

Independent Non-executive Director

Charles is a corporate broker with over 25 years' experience of fundraising for small and mid-caps and private companies across a range of sectors and jurisdictions. In addition, he was previously a Director of Acorn Growth plc (re-named Vodere plc).

Charles chairs the Audit and Remuneration Committees and is a member of the Risk and Nominations Committees.

Independent Non-Executive Director

Ranald has worked as a corporate adviser and broker for most of his career and has significant experience in leadership roles at a number of advisory firms, where he worked with both listed and private companies.

He has worked with and advised a host of companies and their boards through a 33-year banking career which has encompassed a period of significant change in the equity capital markets. In 2010, Ranald co-founded Whitman Howard Ltd, an investment banking business, before its sale to a large competitor in 2020. Prior to this Ranald spent 20 years at Hoare Govett, latterly as a Board Director.

Ranald chairs the Risk and Nominations Committees and is a member of the Audit and Remuneration Committees.

Evaluation of Board Performance

Internal evaluation of the Board, and individual Directors will be undertaken on an annual basis in the form of peer appraisal and discussions to determine the effectiveness and performance as well as the Directors' continued independence.

The results and recommendations that come out of the appraisals for the directors shall identify the key corporate and financial targets that are relevant to each Director and their personal targets in terms of career development and training. Progress against previous targets shall also be assessed where relevant.

Corporate Culture

The Board recognises that their decisions regarding strategy and risk will impact the corporate culture of the Company as a whole and that this will impact the performance of the Company. The Board is very aware that the tone and culture set by the Board will greatly impact all aspects of the Company as a whole and the way that employees behave. The corporate governance arrangements that the Board has adopted are designed to ensure that the Company delivers long term value to its shareholders and that shareholders have the opportunity to express their views and expectations for the Company in a manner that encourages open dialogue with the Board. A large part of the Company's activities is centred upon what needs to be an open and respectful dialogue with employees, clients and other stakeholders. Therefore, the importance of sound ethical values and behaviours is crucial to the ability of the Company to successfully achieve its corporate objectives. The Board places great importance on this aspect of corporate life and seeks to ensure that this flows through all that the Company does. The directors consider that at present the Company has an open culture facilitating comprehensive dialogue and feedback and enabling positive and constructive challenge. The Company has adopted, with effect from the date on which its shares were admitted to AIM, a code for Directors' and employees' dealings in securities which is appropriate for a company whose securities are traded on AIM and is in accordance with the requirements of the Market Abuse Regulation.

Maintenance of Governance Structures and Processes

Ultimate authority for all aspects of the Company's activities rests with the Board, the respective responsibilities of the Executive Chairman arising as a consequence of delegation by the Board. The Board has adopted appropriate delegations of authority which set out matters which are reserved to the Board. The Executive Chairman is responsible for the effectiveness of the Board, primary contact with shareholders, and oversight of management of the Company's business.

Audit Committee

Since January 2021, the Audit Committee has been chaired by Charles Goodfellow who is supported by Ranald McGregor-Smith. This committee meets twice a year. It is responsible for making recommendations to the Board on the appointment of auditors and the audit fee, for reviewing the conduct and control of the annual audit and for reviewing the operation of the internal financial controls. It also has responsibility for the reporting of the financial performance of the Group and for reviewing financial statements prior to publication.

The auditors of the Group are Moore Kingston Smith LLP ("MKS") who have acted for the Company since it was founded. MKS have regularly rotated the audit engagement partner. The Committee view is that MKS have served the Group well. The Committee has concluded that it has not been necessary to re-tender the audit.

The key issues that the Committee reviewed in the year was the going concern assumption; and the carrying value of assets. The Board assessed the company's ability to continue as a going concern, taking into account

the current financial position, cash flow projections, and potential risks. The board conducted comprehensive impairment reviews of the Company's assets, particularly in light of the challenging economic environment. This included assessing the recoverable amounts of intangible assets.

The annual risk assessment exercise for the Group is overseen by the Audit Committee and is carried out as part of each year's financial statement preparation. The results of the most recent exercise carried out for this annual report are included in this Report in the section Risk Management.

Remuneration Committee

Since September 2019 the Remuneration Committee has been chaired by Charles Goodfellow and he has been supported by Ranald McGregor-Smith since January 2021. The Remuneration Committee meets as required during each financial year. It is responsible for reviewing the performance of the executive directors and setting the scale and structure of their remuneration and the basis of their service agreements with due regard to the interest of shareholders. The Remuneration Committee shall also determine the allocation of share options to employees. It is a rule of the Remuneration Committee that a Director shall not participate in discussions or decisions concerning his/her own remuneration.

Nominations Committee

Since January 2021, the Nominations Committee has been chaired by Ranald McGregor-Smith who is supported by Charles Goodfellow. The Nominations Committee meets to review the size, structure and composition of the Board ensuring that the Board and its Committees have appropriate balance of skills, knowledge and experience. The Nominations Committee reviews all Board appointments.

Risk Committee

Since January 2021, the Risk Committee has been chaired by Ranald McGregor-Smith who is supported by Charles Goodfellow. The Risk Committee assists the Board in fulfilling its oversight responsibilities with regard to Group risk management and compliance framework and governance structure that supports it.

Non-Executive Directors

The Board has adopted guidelines for the appointment of Non-Executive Directors which have been in place and which have been observed throughout the year. Non-Executive Directors retire by rotation in accordance with the Company's Articles of Association which prescribe that at every Annual General Meeting one third of the directors for the time being or, if their number is not a multiple of three, then the number nearest to but not exceeding one third, shall retire from office. Non-executive directors are initially appointed for a three year term but their appointment is terminable by either party on three months' written notice.

In accordance with the Companies Act 2006, the Board complies with: a duty to act within their powers; a duty to promote the success of the Company; a duty to exercise independent judgement; a duty to exercise reasonable care, skill and diligence; a duty to avoid conflicts of interest; a duty not to accept benefits from third parties and a duty to declare any interest in a proposed transaction or arrangement.

Shareholder Communication

The Board is committed to maintaining good communication and having constructive dialogue with its shareholders. The Company has close ongoing relationships with its private shareholders. Institutional shareholders and analysts have the opportunity to discuss issues and provide feedback at meetings with the Company. In addition, all shareholders are encouraged to attend the Company's Annual General Meeting.

The Company shall include, when relevant, in its annual report, any matters of note arising from the Audit or Remuneration Committees. This report was approved by the board on 12 November 2025 and signed on its behalf.

Director

The directors present their report and the audited consolidated financial statements for the year ended 30 June 2025. The financial statements have been prepared in accordance with UK adopted International Accounting Standards. In accordance with S414C(11) of the Companies Act 2006, the directors have chosen to include information about future developments and principal risks and uncertainties in the Strategic Report.

The principal activity of the Group during the year was building a portfolio of businesses which are involved directly in the application of emerging and developed technology to the emerging Green Economy. The Group's principal revenue generating activity during the year was the design, manufacture and sale of M1G and M2G, boiler energy efficiency technologies, which are proven to reduce energy consumption on commercial boilers by up to 35%.

A review of the business, its development and performance for the year and its position at the year end, together with the future prospects of the Group, is contained in the Chairman & Chief Executive Officer's Report and the Strategic Report.

The Board's governance system provides balanced support for the executive management team in the development of the Group's strategy and with the need to ensure effective monitoring of its implementation. The Board and its committees have considered the significant events of the year and their impact on the Group's business and reputation.

During the year the Audit and Remuneration Committees were chaired by Charles Goodfellow, and the Risk and Nomination Committees were chaired by Ranald McGregor-Smith, although the latter two committees did not meet. The Board remains confident in the work of those committees and the overall system of governance.

After careful consideration, the Board has determined that the company qualifies for an exemption from the requirements of the Streamlined Energy and Carbon Reporting (SECR) framework for the financial year ended 30 June 2025. This decision is based on the Company meeting the criteria for a small company as defined by sections 465 and 466 of the Companies Act 2006, and is therefore exempt from the mandatory SECR disclosure requirements.

The Board confirms that the company will continue to monitor its energy usage and carbon emissions, and will reassess the applicability of the SECR requirements on an annual basis.

There were no material events after the reporting date requiring disclosure.

The Group loss for the year, after taxation, amounted to £0.65m (2024: £0.52m loss as restated). The Directors do not recommend a final dividend this year (2024 - nil).

The key financial performance indicators for the Group in relation to going concern are revenue from its M2G energy saving devices; net loss after taxation and net cashflow. During the year, revenue increased to £0.85m from £0.71m in 2024, the net loss after taxation was £0.65m (2024: £0.52m as restated), net current liabilities were £0.45m (2024: £0.31m) and cash and cash equivalents decreased to £0.07m (2024: £0.10m).

The directors have prepared cash flow forecasts to 30 June 2027 based on the conversion of sales pipeline to contracted sales revenue and the expectation of repeat orders from existing customers.

Historically the Group's conversion of sales pipeline has been uncertain with long lead times. The directors are confident that the sales pipeline will be converted into sales revenue in accordance with the cash flow forecasts and that the cash flow forecasts for the base case and downside scenarios confirm that the Group will have sufficient working capital to settle its liabilities as they fall due for a period of not less than twelve months from the date of the approval of these consolidated financial statements subject to the implementation of the planned factoring facility with Parris Group Limited (see note 31). In addition Parris Group Limited has confirmed that it will not seek repayment of the loan amount owed by the Group (£209k including interest) unless the Group is able to do so without compromising its ability to continue to trade and to meet its liabilities as they fall due. Consequently, the consolidated financial statements have been prepared on a going concern basis. However the uncertainty of the timing and conversion of the sales pipeline creates a material uncertainty which casts significant doubt on the ability of the Company and Group to continue as a going concern.

The Directors who served during the year and their beneficial interest in the Company's issued share capital at year end were:

At 30 September 2025, the Company had been notified that the following were interested in 3% or more of the issued Ordinary shares of the Company:

At 30 June 2025 and 30 September 2025, there were 26,793,485 Ordinary shares in issue.

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

• so far as the Director is aware, there is no relevant audit information of which the company's auditors are unaware; and

• the 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.

  This confirmation is given and should be interpreted in accordance with the provisions of section 418 of the Companies Act 2006.

  The auditors, Moore Kingston Smith LLP, will be proposed for reappointment in accordance with section 489 of the Companies Act 2006.

  This report was approved and authorised for issue by the Board on 12 November 2025 and signed on its behalf by:

  
  
  Richard Parris

  Executive Chairman

  DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 30 JUNE 2025 Directors' responsibilities statement

  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 consolidated financial statements for each financial year. Under that law they have elected to prepare the consolidated financial statements in accordance with UK adopted International Accounting Standards.

  Under company law the Directors must not approve the consolidated financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and the Company and of the profit or loss of the Group for that period. In preparing the consolidated financial statements, the Directors are required to:

  • select suitable accounting policies and then apply them consistently;

  • make judgments and estimates that are reasonable and prudent;

  • state whether they have been prepared in accordance with UK adopted International Accounting Standards, 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 Group will continue in business.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the parent Company's and Group's transactions and disclose with reasonable accuracy at any time the financial position of the parent Company and Group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Company and Group and to prevent and detect fraud and other irregularities.

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

This statement should be read in conjunction with and as part of the Strategic Report.

Section 172(1) of the Companies Act 2006 requires the Directors of the Company to act in a way that they consider, in good faith, would be most likely to promote the success of the company for the benefit of its members as a whole, and in doing so have regard (amongst other matters) to:

1. The likely consequences of any decision in the long-term;

2. The interests of the Company's employees;

3. The need to foster the Company's business relationships with suppliers, customers and others;

4. The impact of the Company's operations on the community and the environment;

5. The desirability of the Company maintaining a reputation for high standards of business conduct; and

6. The need to act fairly as between members of the Company.

   The table below sets out the key stakeholder groups, their interest and how the Company has engaged with over the reporting period.

   Stakeholder Group Their interests How management and / or Directors engage Investors Comprehensive review of financial performance of the business Business sustainability

   High standard of governance Awareness of long-term strategy and direction

   Annual and interim reports Company website Shareholder circulations Company announcements AGM

   Stock exchange announcements

   Employees Job satisfaction and fulfilment Health and safety on-site Training and development Career progression

   Inclusion

   Performance reviews, objective setting and formal policies and procedures

   Regular dialogue with key management Company culture which promotes inclusion and sharing of ideas

   Employee share option policy

   Additional health and safety support from outsourced specialists

   Customers Fulfil order delivery and installation to requirements

   Health and safety Long term returns Post installation report

   Customer survey

   Clear and consistent communication Post installation support

   Analysis of savings Fully qualified installers

   Suppliers Prompt payment

   Maintain dialogue and visibility on orders Long term relationship

   Growth of purchasing

   Deposit payments on large orders Advanced notice on orders

   Maintained relationship since inception of the Company

   Open dialogue to highlight any possible supply chain issues

   Community and the environment

   Sustainability Energy usage

   Recycling and waste management

   Products promote energy reduction Corporate and social responsibility policy Environmental policy

   Comply with the Waste Electric and Electronic Equipment (WEEE) Regulation

   REMUNERATION REPORT FOR THE YEAR ENDED 30 JUNE 2025

   This report should be read in conjunction with note 29 to the accounts. The Remuneration Committee is responsible for reviewing the level and make-up of the remuneration of executive directors. In doing so, the Committee's aims are:

   • To determine the policy for the remuneration of the executive directors;

   • To review the on-going appropriateness of the remuneration policy;

   • To approve the design of and review share incentive plans and bonus schemes and to determine the awards to be made under such plans or schemes; and

   • To ensure that the remuneration policies adopted by the Company give due regard to any legal requirements, the provisions and recommendations in the QCA Code and the AIM rules and associated guidance.

     The components of remuneration are:

   • Basic salary and benefits determined by the Remuneration Committee which are included in employment agreements and reviewed annually;

   • Bonuses based upon performance of the Company and the individual concerned; and

   • Share options.

   During the year the Directors have agreed to accept payment for remuneration in share capital as set out in the Directors' remuneration section below.

   Service contracts

   The employment contracts of the executive directors with the Company are terminable by either party with no less than three months' notice in writing to the other. The remuneration of the non-executive directors is determined by the Board within the limits set out in the Articles of Association.

   The service contracts of the directors, who are eligible for re-election every three years at the Annual General Meeting, are as follows:

   Notice period

   C Goodfellow 1 month

   R McGregor-Smith 3 months

   R Parris 3 months

   E Sutcliffe 3 months

   REMUNERATION REPORT (CONTINUED) FOR THE YEAR ENDED 30 JUNE 2025 Directors' remuneration during the period (audited)

   	2025	Salaries	Defined contribution	Total	Total
   	Payee	and fees	Pension	2025	2024
   		£000	£000	£000	£000
   Executive directors
   R Parris	Parris LLP	75	-	75	75
   E Sutcliffe	E Sutcliffe	54	2	56	55
   Non-executive directors
   C Goodfellow	Woodlands Lery Ltd	30	-	30	30
   R McGregor-Smith	Bridgend Finance Limited	45	-	45	45
   Total		204	2	206	205

   None of the directors received any taxable benefits in the current or prior years.

   During the year outstanding Director remuneration was repaid by share capital issued to the Directors as follows: Richard Parris £103k (2024: £nil); Edward Sutcliffe £39k (2024: £nil); Charles Goodfellow £40k (2024: £nil); and Ranald McGregor-Smith £60k (2024: £nil).

   Sabien Technology Group Share Option Plan (audited)

   Under the Plan, the Group can make awards of share options to selected directors and eligible employees. No Directors who served during the year held any share options.

   The mid-market price of the Company's shares at the end of the financial year was 7.75p.

   
   
   

   Richard Parris Executive Chairman 12 November 2025

   INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SABIEN TECHNOLOGY GROUP PLC Opinion

   We have audited the financial statements of Sabien Technology Group Plc (the 'parent company') and its subsidiaries (the 'Group') for the year ended 30 June 2025 which comprise the Consolidated Statement of Comprehensive Income, the Consolidated and Company Statements of Financial Position, the Consolidated and Company Cash Flow Statements, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity 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 UK adopted International Accounting Standards, and as regards the parent company financial statements, as applied in accordance with the provisions of the Companies Act 2006.

   In our opinion:

   • the financial statements give a true and fair view of the state of the Group's and of the parent company's affairs as at 30 June 2025 and of the Group's loss for the year then ended;

   • the Group financial statements have been properly prepared in accordance with UK adopted International Accounting Standards;

   • the parent company financial statements have been properly prepared in accordance with UK adopted International Accounting Standards and as applied in accordance with the provisions of the Companies Act 2006; and

   • the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the audit of the financial statements section of our report. We are independent of the Group 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 as applied to listed entities, 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.

Our Group audit was scoped by obtaining an understanding of the Group and its environment, the applicable financial reporting framework and the Group's system of internal control. On the basis of this, we identified and assessed the risks of material misstatement of the Consolidated Financial Statements.

We also addressed the risk of management override of internal controls, including assessing whether there was evidence of bias by the Directors that may have represented a risk of material misstatement.

For the Group audit we determined the individual components on which the scope of our work would be undertaken, and for each of these components we then determined whether they are full scope requiring audit of the financial information, limited scope requiring audit of specific balances or out of scope. This assessment was based on a measure of materiality and likelihood to include risks of material misstatement relevant to the Consolidated Financial Statements.

We determined there to be two full scope components, which were the parent company and its subsidiary Sabien Technology Limited. For these components, we evaluated controls by performing walkthroughs over the financial reporting systems identified as part of our risk assessment, reviewed the accounts production process and addressed critical accounting matters. We then undertook substantive testing on a number of classes of transactions, account balances or disclosures which represent risks of material misstatement at the assertion level for the Consolidated Financial Statements, including a number of significant audit risks, for the Consolidated Financial Statements.

Our work on Sabien Inc was carried out on a limited scope approach focusing on specific account balances and classes of transactions.

We performed analytical procedures on the financial information of Sabien Technology IP Limited. The entire operations of the group were audited by the group audit engagement team.

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

The key audit matters were:

• Carrying value of intangible assets (Company and Group);

• Valuation of other investments and investments in associates (Company and Group);

• Occurrence of revenue transactions; and

• Going concern (Company and Group).

In addition to the matter described in the Material uncertainty related to going concern section, we have determined the matters described below to be the key audit matters to be communicated in our report.