Annual financial statement
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RNS Number : 1841TBrooks Macdonald Group PLC03 September 2026 3 September 2026 BROOKS MACDONALD GROUP PLC 2026 Full-year results "Record FUMA, positive net flows and Brooks Financial demonstrating sustained momentum" Brooks Macdonald Group plc ('Brooks Macdonald' or the 'Group') today announces results for the twelve monthsto 30 June 2026 ('FY26' or 'the year'). Andrea Montague, CEO of Brooks Macdonald, commented: "FY26 was a year of strong progress as we completed a two-year period of transformation, investment andorganisational restructuring to Reignite Growth. We returned to positive annual net flows, with growingmomentum across the business. Platform MPS delivered strong growth of 35%, BPS FUM increased by 9%, andwe successfully integrated Brooks Financial, contributing like-for-like revenue growth of 10%. We enter FY27 witha stronger and more efficient business and the momentum required to capture the significant marketopportunities ahead." Financial highlights · Total funds under management and advice ('FUMA') increased by 14% to £21.7 billion (30 June 2025: £19.1 billion), including funds under management ('FUM') of £19.3 billion and advised only assets of £2.4 billion. · Net inflows of £226 million, representing an improvement of more than £600 million compared with FY25, following three consecutive quarters of positive net flows. · Revenue increased by 6% to £118.1 million, supported by higher average FUM and growth in Financial Planning revenue, partly offset by lower transactional, FX and interest income. · Underlying costs reduced by 3% to £90.3 million on a like for like basis, excluding acquisitions and net finance income. On a reported basis, underlying costs increased by 6%, reflecting a full year of costs from theacquired businesses. · Underlying profit before tax ('PBT') was £29.0 million, with an underlying operating profit margin of 24.6%. · Underlying diluted earnings per share ('EPS') increased by 6% to 137.9 pence including the benefit of our completed share buy-back programme. · Statutory PBT was £3.2 million, after strategic transformation, organisational restructure, acquisition and integration related items and the amortisation of acquired client relationships, equivalent to statutorydiluted EPS of 15.1 pence. · The Board has recommended a final dividend of 52.0 pence per share, resulting in a full-year dividend of 83.0 pence per share, an increase of 2.5%, the 21st consecutive year of dividend growth. Strategic and operational highlights · Executed the Group's "Reignite Growth" strategy, with significant progress across client service, client reachand efficiency. · Completed a period of major investment across the group which has delivered positive net flows and ascalable platform for future growth, with almost 40% of the business now delivering double-digit increases inrevenue. · Successful inorganic investment in Brooks Financial as financial planning now contributes c25% of grouprevenue, having grown 10% on a like for like basis, exceeded its cost synergy target and achieved 98% clientretention. · Expanded our product range while enhancing our client service through smart deployment of technology. · Combined Investment Managers with Distribution and strengthened our regional presence to address themarket opportunity more systematically to grow both existing relationships and attract new clients. · Investment in AI and digital have improved productivity, across both client-facing and support functions. · Bespoke Portfolio Service ('BPS') FUM increased by 9%, with the number of clients with portfolios >£1mincreasing by 15% and net outflows improving by c.50% compared with FY25. · Platform Managed Portfolio Service ('MPS') FUM increased by 35% to £8.0 billion, with annualised net flows of15% in a market which is projected to more than double to £450 billion in 2030. · Strong investment performance across BPS and MPS. · Focus on efficiency actions delivered organisational restructuring savings of c£5million on an annualised basis. · Defaqto Gold award for Discretionary Fund Management Service for the fifth consecutive year and Defaqto 5diamond for MPS direct and platform. Key financials
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£ millions unless stated otherwise FY 2026 FY 2025 Change Revenue 118.1 111.6 6% Underlying operating expenses 2 (90.3) (85.2) 6% Underlying PBT 29.0 28.9 - Underlying operating profit margin 24.6% 25.9% (1.3)ppts Statutory PBT 3.2 17.5 (82)% Underlying diluted earnings per share 137.9p 130.4p 6% Statutory diluted earnings per share 15.1p 71.4p (79)% Total dividend per share 83.0p 81.0p 2.5% The table above includes alternative performance measures used by the Group. Further detail, includingreconciliations to statutory measures, is presented in the Financial Review section of this announcement. Outlook We remain focused on delivering our 'Reignite Growth' strategy and expect FY26 revenue trends tocontinue into FY27, with moderate growth in underlying costs. With the period of major investmentnow completed, organic investment is expected to decline materially from FY26 levels to high singledigit millions in FY27 as we continue to invest organically in initiatives aligned to our strategic priorities.We will continue to assess potential Financial Planning M&A opportunities. The Board currently anticipates that FY27 financial performance will be marginally ahead of currentmarket expectations. We remain confident in delivering our medium-term targets of annualised netflows of +5% and BAU cost growth of <5%. 2026 full-year results presentation The presentation and live Q&A hosted by Andrea Montague (CEO) and Katherine Jones (CFO) will start at 9amBST. The results presentation slides will be available on our website from 7am BST on 3 September 2026.Registration for the Q&A is required and can be accessedvia a link: https://stream.brrmedia.co.uk/broadcast/6a4cf978cba7980013e5f5ab Notice of first quarter 2027 FUMA update The Group will publish its first quarter 2027 FUMA update on 14 October 2026. Notes: Numbers are subject to rounding. 1. On 8 December 2025, two TM Brunsdon funds, managed by Brooks Macdonald Asset Management Limited ('BMAM') on behalf of Brunsdon Financial, were merged with two IFSL Magnus funds, and BMAM ceased to act as their investment manager. The earlier periods have been amended accordingly to reflect the funds' liquidation. 2. Excludes net finance income of £1.2 million (FY 2025: £2.5 million). Investor enquiries Brooks MacdonaldAndrea Montague, CEOKatherine Jones, CFOEmail: investorrelations@brooksmacdonald.com Media enquiries Misha Bayliss +44 (0) 20 74275465Oscar Burnett +44 (0) 20 74275435Email: brooksmacdonald@teneo.com About Brooks Macdonald Brooks Macdonald is a leading UK wealth management firm. Founded in 1991, the firm has grown to become one of the UK's foremost wealth managers, entrusted with £22 billion in client assets. With 35 years of experience, Brooks Macdonald and Brooks Financial, its financial planning group, support financial advisers and individuals through a comprehensive range of innovative, specialist investment solutions, tailored financial advice and strong investment performance. Forward-looking statements
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This announcement may include statements, beliefs or opinions that are, or may be deemed to be, "forward-looking statements". These forward-looking statements may be identified by the use of forward-lookingterminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "targets", "aims","continues", "expects", "intends", "hopes", "may", "will", "would", "could" or "should" or, in each case, theirnegative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals,future events or intentions. No representation or warranty is made that any of these statements or forecasts willcome to pass or that any forecast results will be achieved. Forward-looking statements may and often do differmaterially from actual results. Any forward-looking statements contained in the announcement speak only as oftheir respective dates, reflect Brooks Macdonald's current view with respect to future events and are subject torisks relating to future events and other risks, uncertainties and assumptions relating to Brooks Macdonald'sbusiness, results of operations, financial position, liquidity, prospects, growth and strategies. Except as requiredby any applicable law or regulation, Brooks Macdonald expressly disclaims any obligation or undertaking torelease publicly any updates or revisions to any forward-looking statements contained in this announcement orany other forward-looking statements it may make whether as a result of new information, future developmentsor otherwise. CEO's statement Our Year in ReviewI am pleased to present these results reporting on the year that Brooks Macdonald returned to growth and netinflows through the disciplined execution of our Reignite Growth strategy. Excellent client service has been atour core since the company was founded in 1991. This year our focus on clients and adviser engagement wasvisible through our new offerings of products and services, the full integration of Brooks Financial and leveragingour unique ability to bring together our investment management, distribution, and financial planning teams tosupport clients throughout their financial journeys. Our ClientsBrooks Macdonald and Brooks Financial, our financial planning business, offer a broad range of products,services, and investment propositions. We can support clients across the range of their needs such as investmentsor retirement planning. This year we upgraded our BPS offerings to reflect the financial needs of clients at different levels of wealth. BPSis principally aimed at clients with larger investment pots and more complex needs and the success of ourstrategy was seen with the 15% growth in the number of BPS clients with portfolios of more than £1 millioncompared to FY25. As part of the modernisation of our investment architecture, we introduced a new MPS structure consisting ofthree 'Building Block' funds, to broaden investment capability and support better client outcomes throughincreased flexibility and scalability. We launched Brooks Macdonald Strategic Partnerships, a partnership model focused on helping adviser firmsgrow, improve efficiency, and strengthen client service. This will create greater long-term value for both advisersand clients. We continue to deliver strong investment performance through our Centralised Investment Proposition (CIP),which remains a differentiator for Brooks Macdonald. Market and investment performance contributed £2.5billion to FUMA growth over the year, reflecting the strength of the Group's investment strategy in generallypositive global markets. In addition to the investments in new products and capabilities, we have invested in our business to create theconditions for long-term success. We view AI and technology developments as enablers to the delivery of our strategy, helping our team to deliverbetter client service. We are using AI to help us complete annual reviews faster; provide consistent, compliantdocumentation reducing manual drafting, standardise automated meeting notes to prompt next actions,onboard clients faster and help anticipate client needs. Brooks Macdonald is digitally enabled but human led. Our PerformanceWe reported that FY26 net flows improved by more than £600 million vs FY25. Total FUMA increased to £21.7billion (30 June 2025: £19.1 billion). Of this, total funds under management ("FUM") were £19.3 billion (30 June2025: £16.5 billion). We saw a significant turnaround with net inflows of £226 million for FY26 compared to net outflows of £396million in FY25. Q4 represented our strongest quarter in the year and was our third consecutive quarter ofincreasingly positive net flows. Platform MPS ("PMPS") FUM increased by 35% to £8.0 billion at FY26 compared to FY25, equivalent to annualisedgrowth rate of 15%. BPS FUM increased by 9% to £9.3 billion at FY26. Assets under Advice within Brooks Financial increased to £5.7 billion (30 June 2025: £5.3 billion). Assets both advised and managed grew by 20% to £3.3 billion, representing 58% of AuA (51% at 30 June 2025).This reflects strong organic growth in the first full year following the acquisitions in our now fully integratedfinancial planning business. Advised only assets were £2.4 billion (30 June 2025: £2.6 billion). Our PeopleThe results this year reflect the passion and commitment of all our colleagues across the company to serve clientswell. Our strengthened distribution team, regional structure with regional leadership, and our Senior LeadershipTeam now have common accountability for client service, outcomes, and growth. Our town halls and smaller meetings throughout the year promote understanding of our strategy, buildengagement and culture. New colleagues joined us this year from across the UK to all our regions and our teams.We enhanced our employee recognition programs where peers nominate their colleagues for going above andbeyond on a weekly, quarterly, and annual basis reinforcing our culture that values performance, individualachievement as well as teamwork. Our Brooks Financial Academy continues to attract and develop high quality financial planners with 18 currentlyenrolled. Over the last year three graduates have joined Brooks Financial.
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We are expanding our Academy to increase early talent development by increasing an understanding of careersin Brooks Macdonald helping young people seeking employment. We appointed Will Hobbs as Chief Investment Officer in March 2026 and as a member of our ExecutiveCommittee. Will brings more than 20 years of extensive experience in investment strategies and investmentmanagement. He is a valuable addition to our team as we continue to deliver strong investment performance. Looking AheadWe are confident in the substantial opportunities ahead for our clients, advisers, and shareholders. We operate in a large and structurally attractive market with an ageing population, where people are not savingenough for retirement and with the largest intergenerational transfer of wealth in decades still to come. We're asimple business, serving an attractive growth market. We offer a broad, well-structured product range, anchored by our CIP that delivers benchmark performance andmarket-leading consistency. Looking to the future, our focus is on client satisfaction, to expand distribution, broaden our propositions andenhance our technology. We have established an integrated, holistic offering across investment managementand financial planning that positions us well, underpinned by trusted advice and strong long-term investmentperformance. Future growth will continue to be fuelled by client demand, our broad range of propositions and stronginvestment performance. Our ambition is to be the best wealth manager in the UK, known and chosen for our client service. We havemomentum for future sustainable growth. I am excited about the future for Brooks Macdonald, our clients,advisers, and shareholders. Andrea MontagueCEO Financial review "I am pleased to present the Group's financial results for the year ended 30 June 2026. The year demonstratedstrong strategic and financial progress, with record FUMA, a return to positive net flows and growth in BrooksFinancial while maintaining cost discipline and delivering efficiency benefits across the organisation. Performancewas underpinned by strong growth in Platform MPS, positive market and investment performance and the full-yearcontribution from the financial planning acquisitions completed in the prior year. We also continued to build thefoundations for long-term value creation through transformation activity and the integration of recently acquiredbusinesses." Basis of presentationThe financial review should be read alongside the consolidated financial statements and the Non-IFRS financialinformation section, which explains the Group's alternative performance measures and reconciles them to theclosest IFRS measures. Year-on-year comparability is affected by transactions completed during the prior year, which included part-yearcontributions from CST Wealth, Lucas Fettes and LIFT. The current year includes a full-year contribution fromeach of these acquisitions, affecting comparisons particularly in financial planning revenue, staff costs and non-staff costs. Financial results summaryThe table below shows our financial performance for the years ended 30 June 2026 and 2025. £ million (unless stated otherwise) 2026 2025 Total FUMA (£ billion)1 21.7 19.1 Total FUM (£ billion)1 19.3 16.5Net flows (£ billion) 0.2 (0.4) Fee income 74.4 72.9Financial planning income 28.6 17.1Transactional and FX income 9.1 14.0Interest income 6.0 7.6 Total revenue 118.1 111.6Fixed staff costs (44.8) (41.7)Variable staff costs (13.0) (10.3) Total underlying staff costs (57.8) (52.0)Underlying non-staff costs (32.5) (33.2)Total underlying costs (90.3) (85.2)Net finance income 1.2 2.5 Underlying profit before tax 29.0 28.9Underlying adjustments (25.8) (11.4) Statutory profit before tax 3.2 17.5Taxation (0.8) (5.9)Statutory profit after tax 2.4 11.6Other comprehensive income (0.1) -Result from discontinued operations - 9.4 Total comprehensive income for the year 2.3 21.0 Movements in FUMA, by service £ million Opening assets 1 Jul 20251 Gross inflows Gross outflows Net flows Market performance and other Closing assets 30 June 2026 Net flows growth FUM growth BPS 8,528 941 (1,304) (363) 1,100 9,265 (4.3)% 8.6%
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MPS Custody 906 29 (181) (152) 144 898 (16.8)% (0.8)%MPS Platform 5,983 2,537 (1,622) 915 1,149 8,047 15.3% 34.5% Total MPS 6,889 2,566 (1,803) 763 1,293 8,945 11.1% 29.9% Funds1 1,084 137 (311) (174) 133 1,043 (16.1)% (3.8)% Total FUM1 16,501 3,644 (3,418) 226 2,526 19,253 1.4% 16.7% Advised only assets 2,577 2,416 Total FUMA 19,078 21,669 13.6% 1 On 8 December 2025, two TM Brunsdon funds, managed by Brooks Macdonald Asset Management Limited ("BMAM") onbehalf of Brunsdon Financial, were merged with two IFSL Magnus funds, and BMAM ceased to act as their investment manager.The earlier periods have been amended accordingly to reflect the funds' liquidation. Prior to their liquidation, net outflows acrossboth funds in the second quarter added to £0.1 million, which have also been excluded from the reported Funds net flows. Overthe past four quarters, combined FUM across the two funds averaged £128 million, with combined average quarterly netoutflows of £0.1 million. Total FUMA increased by 13.6% or £2.6 billion to £21.7 billion (30 June 2025: £19.1 billion), including FUM growthof 16.7%. Closing FUMA included total FUM of £19.3 billion (30 June 2025: £16.5 billion) and Assets under Adviceof £5.7 billion, of which advised only assets were £2.4 billion (30 June 2025: £5.3 billion and £2.6 billion,respectively). The reduction in advised only assets reflects the continued conversion of assets to also beingmanaged, rather than a reduction in the financial planning client base. FUM increased by £2.8 billion to £19.3 billion, driven by positive market and investment performance of £2.5billion and net inflows of £0.2 billion. This marked a return to positive annual net flows and a £0.6 billionimprovement from the prior year. Flow trends strengthened during the year, reflecting focused activity acrossclient relationships and distribution, with three consecutive quarters of positive net flows and the strongestquarterly performance for three years in the final quarter. BPS FUM increased by 8.6% to £9.3 billion (30 June 2025: £8.5 billion), benefiting from market and investmentperformance of £1.1 billion. Net outflows improved by approximately 50% to £363 million, compared with £723million in the prior year, reflecting the positive impact of sustained client engagement and distribution initiatives,together with investment in new regions. The improvement was particularly evident in the final quarter, whennet outflows reduced to £20 million. BPS remains an important proposition for higher-net-worth clients withmore complex financial needs and we increased the number of clients with portfolios greater than £1 million by15% in the year. MPS Platform delivered net inflows of £915 million and market and investment performance of £1.1 billion.Platform MPS FUM increased by 34.5% to £8.0 billion (30 June 2025: £6.0 billion), reflecting continued demandfor platform-based managed portfolio solutions. MPS Custody FUM was broadly stable at £0.9 billion, with netoutflows of £152 million offset by market and investment performance. Total MPS FUM increased by 29.9% to£8.9 billion. Funds FUM decreased by 3.8% to £1.0 billion (30 June 2025: £1.1 billion), with net outflows of £174 million partlyoffset by market and investment performance of £133 million. Funds remain an important part of the Group'sproposition, providing unitised and directly invested multi-asset approaches that reflect the Group's centralisedinvestment process. Our integrated Financial Planning business, Brooks Financial, made further progress with assets under adviceincreasing to £5.7 billion (30 June 2025: £5.3 billion), and assets both advised and managed increasing to £3.3billion, representing 58% of total assets under advice compared with 51% at 30 June 2025. This demonstratesthe benefits of our investment in the three financial planning businesses acquired in the prior year and theincreasing collaboration between financial planners and investment managers. Market and investment performance contributed £2.5 billion to FUM during the year and outperformed theMorningstar PIMFA Private Investor Balanced Index. Positive performance in the final quarter more than offsetthe impact of market volatility earlier in the period. RevenueTotal revenue increased by 5.9% to £118.1 million (2025: £111.6 million). The principal driver was the increase infinancial planning income to £28.6 million (2025: £17.1 million), reflecting a full-year contribution from thebusinesses acquired in the prior year and growth in the existing Brooks Financial client base. These businesseswere brought together under the Brooks Financial brand during the year and revenue grew by 10% comparedwith FY25 on a like for like basis, now representing c25% of total group revenue. Fee income increased to £74.4 million (2025: £72.9 million). Investment management fee income increased to£68.5 million, which included a 16% increase in MPS revenue. Growth was supported by higher average FUM,positive market performance, partially offset by lower yields and business mix effects. Fund management feesdecreased to £6.0 million (2025: £6.6 million), reflecting lower average fund FUM and fund outflows. Transactional and FX income decreased to £9.1 million (2025: £14.0 million), reflecting lower transaction volumesin less volatile market conditions. Interest income decreased to £6.0 million (2025: £7.6 million), largely reflectinglower prevailing interest rates over the period following a reduction in the Bank of England base rate. From 1 July 2026, the Group no longer charges investment management fees on cash balances held withindiscretionary portfolios, reflecting the evolving regulatory environment and the Group's continuing commitmentto clarity and value for clients. The Group continues to pay interest earned on cash to clients and expects thechange to have no material impact on the Group's future financial performance. Revenue, average FUMA and yields Revenue Average FUMA Yields 2026£m 2025£m Change£m 2026£m 2025£m Change% 2026bps 2025bps Changebps BPS fees 51.3 51.4 (0.1) 8,602 8,373 2.7 59.6 61.4 (1.8)BPS transactional and FXincome 9.1 14.0 (4.9) 10.6 16.7 (6.1) Total BPS 60.4 65.4 (5.0) 8,602 8,373 2.7 70.2 78.1 (7.9)MPS Custody 5.2 5.4 (0.2) 893 929 (3.9) 58.2 58.6 (0.4)
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MPS Platform 11.5 9.0 2.5 6,944 5,058 37.3 16.6 17.7 (1.1)Total MPS 16.7 14.4 2.3 7,837 5,987 30.9 21.3 24.0 (2.7) Funds 6.0 6.5 (0.5) 1,356 1,445 (6.2) 44.2 44.9 (0.7) Total (excluding interestincome) 83.1 86.3 (3.2) 17,795 15,805 12.6 46.7 54.6 (7.9) Interest income 6.0 7.6 (1.6) 7.0 8.2 (1.2) Total FUM-related revenue 89.1 93.9 (4.8) 17,795 15,805 12.6 50.0 59.4 (9.4) Financial planning 28.6 17.1 11.5 5,410 3,767 43.6 52.8 45.4 7.4 Other income 0.4 0.6 (0.2)Total non-FUM-relatedrevenue 29.0 17.7 11.3 Total revenue 118.1 111.6 6.5 The overall revenue yield reduced as the business mix evolved, with the impact of a greater proportion of lower-yielding Platform MPS assets (including our business-to-business proposition, BMSP), reduced transactionalactivity and lower interest income partly offset by an increase in the financial planning margin reflecting thebenefits of the consistent rate card being applied across Brooks Financial post integration. BPS total revenue decreased to £60.4 million (2025: £65.4 million). BPS fee revenue was broadly stable at £51.3million (2025: £51.4 million), with average FUM increasing by 2.7% to £8.6 billion. The BPS fee yield reduced to59.6 bps (2025: 61.4 bps), reflecting product mix and pricing effects. BPS transactional and FX income decreasedto £9.1 million (2025: £14.0 million), reducing the total BPS yield to 70.2 bps (2025: 78.1 bps). MPS revenue increased to £16.7 million (2025: £14.4 million), driven by growth in Platform MPS average FUM.Average MPS FUM increased by 30.9% to £7.8 billion, while the total MPS yield reduced to 21.3 bps (2025: 24.0bps), reflecting the increasing mix of Platform MPS relative to MPS Custody. Funds revenue decreased to £6.0 million (2025: £6.5 million), with average FUM decreasing by 6.2% to £1.4billion. The funds yield was broadly stable at 44.2 bps (2025: 44.9 bps). Financial planning revenue increased to £28.6 million (2025: £17.1 million), with average assets under adviceincreasing to £5.4 billion (2025: £3.8 billion). On a like-for-like basis, financial planning income increased by 10%compared with FY25, now representing c.25% of total group revenue. The yield increased to 52.8 bps (2025: 45.4bps), driven principally by the acquired client mix and the adoption of a consistent rate card across BrooksFinancial post integration. Looking ahead, the same revenue trends that we have seen in FY26 are expected to continue into FY27. Underlying costsUnderlying costs (before net finance income) decreased by 3% compared with FY25 on a like-for-like basis i.e.annualising the prior year costs acquired with the financial planning businesses. This reflects cost savings relatedto efficiency actions totalling £8.3 million, which included Brooks Financial integration synergies of £1.3 millionahead of the £1.0 million target, non-staff costs savings of £1.0 million and restructuring cost savings of £3.3million. These costs savings created capacity for £4.0 million of targeted investment in capability and capacity tosupport future growth and have been partially offset by the impact of salary inflation, variable pay increases andregulatory fee changes of £1.6 million. Overall underlying costs increased by 6% versus the prior year to £90.3million (2025: £85.2 million). The Group remains focused on maintaining underlying BAU cost growth below 5% per annum over the mediumterm and expects a moderate increase in costs in FY27. The Group will continue to invest selectively where thereare opportunities to deliver on its strategy to Reignite Growth, to strengthen future performance, client serviceand operational resilience. Staff costsTotal underlying staff costs were £57.8 million (2025: £52.0 million). Fixed staff costs increased to £44.8 million (2025: £41.7 million), primarily due to the full-year incremental impactof the acquired businesses being incorporated, as well as salary inflation, employer national insurance changesand targeted senior hires to support the Group's strategic priorities, which were partly mitigated byorganisational restructuring and other efficiency actions.
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Variable staff costs increased to £13.0 million (2025: £10.3 million), reflecting the Group's performance, deliveryagainst strategic priorities and the full-year impact of acquired businesses. Non-staff costsNon-staff costs decreased to £32.5 million (2025: £33.2 million), reflecting action taken during the year to deliversavings and simplify the Group's supplier base as part of the wider integration programme. These benefits,together with lower legal, professional, regulatory and compliance costs, more than offset targeted spend ontechnology, marketing, depreciation and amortisation and client engagement. The additional client engagementactivity is intended to deepen relationships, support adviser and investment manager activity and help drivefuture growth. Profit before taxUnderlying profit before tax ("PBT") was £29.0 million (2025: £28.9 million), broadly in line with the prior year. Theunderlying profit margin was 24.6% (2025: 25.9%). Revenue growth from financial planning and higher averageFUM was offset by lower transactional and interest income and the incorporation of the costs of the acquiredbusinesses for the full year. On a statutory basis, profit before tax was £3.2 million (2025: £17.5 million). The reduction reflected a higherlevel of adjusting items, principally transformation and restructuring activity, acquisition-related costs andamortisation of acquired client relationships. These items include expenditure incurred to reshape the business,embed recent acquisitions and improve future efficiency. Reconciliation between underlying and statutory PBT £ million (unless stated otherwise) 2026 20251 Underlying profit before tax 29.0 28.9Acquisition and integration related costs (5.3) (4.4)Amortisation of acquired client relationships (4.4) (4.0)Strategic transformation (12.1) (2.7)Organisational restructure (6.8) (2.1)Other non-operating items 2.8 1.8 Total underlying adjustments (25.8) (11.4) Statutory profit before tax 3.2 17.5 1. Certain line items have been reclassified to align with the current period's presentation Underlying PBT is considered by the Board to be an appropriate reflection of the Group's performance whencompared to the statutory results, as it excludes income and expense categories that are deemed to be non-recurring in nature or non-operating items. The Non-IFRS financial information section includes a glossary of theGroup's APMs and the criteria for how each measure is considered. A reconciliation between underlying and statutory PBT for the year ended 30 June 2026, with comparativefinancial information, is presented in the table above. Acquisition and integration related costs (£5.3 million charge)These represent costs incurred in relation to the Group's recent and potential acquisitions and include legal feesas well as fair value adjustments and finance costs in relation to deferred contingent consideration. The chargealso includes integration costs associated with the financial planning acquisitions completed in the prior year.These costs are excluded from underlying results because they arise as part of acquisition and integration activityand are not considered reflective of underlying trading performance. Amortisation of acquired client relationships (£4.4 million charge)Intangible assets are recognised on the acquisition of new businesses and in the course of acquiring FUM andfinancial advice portfolios. These are amortised over their useful lives, which have been assessed to rangebetween 6 and 20 years. The amortisation charge of £4.4 million (2025: £4.0 million) has been excluded fromunderlying profit as it is a significant non-operating item. Refer to note 15 of the consolidated financialstatements for more detail. Strategic transformation (£12.1 million charge)These costs relate to major change initiatives designed to reshape the Group, enhance client and adviserexperiences and improve future operational efficiency. During the year, this included product and propositionreviews and investment in digital and AI capabilities, automation, management information and reporting andprocesses. These initiatives are intended to improve productivity, strengthen the control environment and createa more scalable platform to support future growth. The costs have been excluded from underlying earningsbecause they relate to material change activity rather than ongoing trading performance. The prior year chargeincludes costs associated with the move to the Main Market of the London Stock Exchange. Organisational restructure (£6.8 million charge)As part of the Group's strategy to improve operational efficiency and deliver the best possible service to clients,further opportunities were identified to streamline core processes and remove duplication. The resultingredundancy costs have been excluded from underlying earnings as they relate to organisational restructuring andare not considered reflective of ongoing performance. Other non-operating items (£2.8 million income)Other non-operating items comprise £4.7 million of insurance proceeds received in relation to historic legacylitigation matters, which are now closed. This was partially offset by £1.8 million of head office relocation costs.The prior period credit included a refund from HMRC. These items are not considered reflective of underlyingtrading performance and have therefore been excluded from underlying profit. TaxationThe underlying tax charge was £7.0 million (2025: £7.7 million), representing an underlying effective tax rate of24.1% (2025: 26.5%). The reduction in the underlying effective tax rate primarily reflects a lower level of non-deductible expenses compared with the prior year and the impact of prior-year tax adjustments. The statutory tax charge was £0.8 million (2025: £5.9 million), resulting in statutory profit after tax of £2.4 million(2025: £11.6 million). The statutory effective tax rate reduced to 24.1% (2025: 33.6%), broadly in line with the UKcorporation tax rate, with the prior year rate being higher due to a greater level of disallowable expenses relatingto the acquisition activity during the year and an under provision in respect of prior years.
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Earnings per share pence 2026 2025 EPS from continuing operations Basic 15.5 72.0Diluted 15.1 71.4Underlying EPS from continuing operations Basic 140.8 131.5Diluted 137.9 130.4 Underlying diluted EPS was 137.9p (2025: 130.4p), and statutory diluted EPS was 15.1p (2025: 71.4p), reflectingthe combined effects of the movements in earnings and a diluted weighted average number of shares in issue of16.0 million (2025: 16.3 million). Details on the basic and diluted EPS are provided in note 13 of the consolidatedfinancial statements. Financial position, capital, cash and dividend £ million (unless stated otherwise) 2026 2025 Net assets 143.4 154.4 Excess capital after internal capital buffer1 5.9 15.6Cash resources and liquid assets 25.0 53.8Final dividend 52.0p 51.0pTotal dividend 83.0p 81.0p 1 Excess capital after internal capital buffer is stated before payment of the final dividend. 1. Group liquid assets are inclusive of UK government gilts and money market funds.2. Other includes insurance recoveries from litigation relating to legacy matters of £4.7 million, offset by purchase of shares by the EmployeeBenefit Trust ("EBT") of £1.2 million, and timing differences of cash payments and other items. Net assets and capitalNet assets were £143.4 million at 30 June 2026 (30 June 2025: £154.4 million). During the year, the Groupcapitalised £12.5 million of expenditure, primarily relating to the office relocation and investment in coresystems, process automation and enhanced management information and reporting capabilities. Regulatorycapital resources were £33.5 million at 30 June 2026, with a regulatory requirement including internal buffer of£27.6 million. At 30 June 2026, excess capital after the internal capital buffer was £5.9 million (30 June 2025: £15.6 million),stated before payment of the final dividend. The movement reflects planned deployment during the year,including transformation and restructuring expenditure, capital investment, M&A-related items and dividends,partly offset by profits generated from the underlying business, consistent with the Group's approach ofmaintaining financial resilience while allocating capital to shareholder returns and selective investment in growth. 1. Other includes insurance recoveries from litigation relating to legacy matters of £4.7 million, amortisation of software of £3.9 million andincrease in share-based payment reserve of £3.6 million, partly offset by purchase of shares by the EBT of £1.2 million, and head office dualrunning costs of £1.3 million, and other items. Liquidity
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Total cash resources and liquid assets at 30 June 2026 were £25.0 million (30 June 2025: £53.8 million). Thereduction primarily reflects planned spend on initiatives to strengthen the business over the long term, includingtransformation and restructuring activity, capital expenditure and integration costs relating to recentacquisitions. The movement also includes deferred contingent consideration payments, completion of the sharebuyback programme and dividends, partly offset by operating cash generation. The Group continues to generatestrong underlying operating cash flows and manages liquidity carefully while investing to drive growth. During the year, the Group used its revolving credit facility as part of normal liquidity management to manageshort-term timing differences, principally between deferred contingent consideration payments falling due anddeferred contingent consideration receipts expected in future periods. The facility was used temporarily to fundnon-recurring items, rather than day-to-day operations and the Group had no debt on the balance sheet at theyear end. Looking ahead, the Group intends to continue to invest selectively in initiatives which continue to develop thepropositions and digital capabilities. Organic investment is expected to decline materially from FY26 levels tohigh single digit millions in FY27. We also expect to receive net deferred consideration in respect of the previoustransactions. DividendThe Board recognises the importance of dividends to shareholders and the benefit of providing sustainableshareholder returns. In determining the level of dividend in any year, the Board considers a number of factorsincluding retained earnings, future cash commitments, statutory profit cover, capital and liquidity requirementsand the level of profit retention required to sustain the growth of the Group. The Board declared and paid an interim dividend of 31.0 pence per share (2025: 30.0 pence). Subject to finalBoard approval, the proposed final dividend is 52.0 pence per share (2025: 51.0 pence), bringing the proposedtotal dividend for the full year to 83.0 pence per share (2025: 81.0 pence). Subject to shareholder approval, thefinal dividend will be paid on 6 November 2026 to shareholders recorded on the register on 18 September 2026. Share buybackThe £10.0 million share buyback programme initiated in January 2025 concluded in October 2025. During theyear, the Group repurchased 179,330 shares for total consideration of £3.0 million, bringing total shares acquiredunder the programme to 643,330 for total consideration of £10.0 million. All acquired shares have beencancelled. In summaryThe progress made during the year provides a stronger platform from which to build. Brooks Financial is now fullyintegrated, our propositions have been strengthened and we have continued to enhance the capabilities neededto serve clients and advisers effectively. Our priorities for the year ahead remain clear, to deliver excellent clientservice, to broaden and deepen our engagement with clients, to improve efficiency and deliver sustainable long-term value for clients, colleagues and shareholders. Katherine JonesCFO Consolidated statement of comprehensive incomeFor the year ended 30 June 2026 Note 2026 £'000 2025 £'000 Revenue 6 118,112 111,560 Administrative costs 7 (119,547) (99,282) Operating (loss)/profit 8 (1,435) 12,278 Other losses 9 (334) (272) Finance income 10 1,935 2,827 Finance costs 10 (1,640) (597) Other non-operating income 11 4,661 3,283 Profit before tax 3,187 17,519 Taxation 12 (769) (5,889)Profit for the year from continuing operations attributable to equity holders of theCompany 2,418 11,630 Profit for the year from discontinued operations - 9,354 Other comprehensive expense Items that may be reclassified to profit or loss: Changes in the fair value of debt instruments at FVOCI 18 (85) - Taxation impact 21 - Other comprehensive expense for the year, net of tax (64) - Total comprehensive income for the year attributable to equity holders of theCompany 2,354 20,984 Earnings per share from continuing operations Basic 13 15.5p 72.0p Diluted 13 15.1p 71.4p Earnings per share from discontinued operations Basic 13 - 57.9p
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Diluted 13 - 57.4p The above consolidated statement of comprehensive income should be read in conjunction with theaccompanying notes. Consolidated statement of financial positionAs at 30 June 2026 Note 2026 £'000 2025 £'000 Assets Non-current assets Intangible assets 15 119,478 119,465 Property, plant and equipment 16 7,101 3,418 Right-of-use assets 17 10,802 12,790 Financial assets at amortised cost 18 - 19,925 Financial assets at fair value through other comprehensive income 18 9,734 - Deferred contingent consideration receivable 19 - 13,899 Total non-current assets 147,115 169,497 Current assets Financial assets at fair value through profit or loss 18 1,346 1,095 Financial assets at fair value through other comprehensive income 18 5,142 - Deferred contingent consideration receivable 19 14,974 289 Trade and other receivables 20 17,204 25,881 Current tax asset 1,293 -Cash and cash equivalents 21 10,086 33,915 Total current assets 50,045 61,180 Total assets 197,160 230,677 Liabilities Non-current liabilities Lease liabilities 23 13,459 14,218 Provisions 24 154 773 Deferred contingent consideration payable 25 - 1,929 Net deferred tax liabilities 26 8,596 9,163 Other non-current liabilities 27 389 1,044 Total non-current liabilities 22,598 27,127 Current liabilities Lease liabilities 23 689 700 Provisions 24 186 1,890 Deferred contingent consideration payable 25 2,023 14,176 Trade and other payables 28 28,234 31,294 Current tax liabilities - 1,041 Total current liabilities 31,132 49,101 Net assets 143,430 154,449 Equity Share capital 29 159 160 Share premium account 29 83,987 83,987 Other reserves 30 134 197Retained earnings 30 59,150 70,105 Total equity 143,430 154,449 The consolidated financial statements were approved on 2 September 2026 by the Board of Directors andauthorised for issue, and signed on their behalf by: Andrea MontagueCEO Katherine JonesCFO Company registration number: 04402058 The above consolidated statement of financial position should be read in conjunction with the accompanyingnotes. Consolidated statement of changes in equityFor the year ended 30 June 2026 Note Share capital £'000 Share premium account £'000 Other reserves £'000 Retained earnings £'000 Total equity £'000 Balance at 1 July 2024 165 83,135 192 68,843 152,335
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Comprehensive income Profit from continuing operations - - - 11,630 11,630 Profit from discontinued operations - - - 9,354 9,354 Total comprehensive income - - - 20,984 20,984 Transactions with owners Issue of ordinary shares 29 - 852 - - 852 Share-based payments - - - 2,856 2,856 Purchase of own shares by Employee Benefit Trust - - - (2,566) (2,566) Shares repurchased in the share buyback programme 29 (5) - 5 (6,971) (6,971) Tax on share options 26 - - - (346) (346) Dividends paid 14 - - - (12,695) (12,695) Total transactions with owners (5) 852 5 (19,722) (18,870) Balance at 30 June 2025 160 83,987 197 70,105 154,449 Comprehensive income Profit from continuing operations - - - 2,418 2,418 Other comprehensive expense - - (64) - (64) Total comprehensive income - - (64) 2,418 2,354 Transactions with owners Share-based payments - - - 3,578 3,578 Proceeds received on exercise of options 44 44 Purchase of own shares by Employee Benefit Trust - - - (1,201) (1,201) Shares repurchased in the share buyback programme 29 (1) - 1 (3,030) (3,030) Tax on share options 26 - - - (67) (67)Dividends paid 14 - - - (12,697) (12,697) Total transactions with owners (1) - 1 (13,373) (13,373) Balance at 30 June 2026 159 83,987 134 59,150 143,430 The above consolidated statement of changes in equity should be read in conjunction with the accompanyingnotes. Consolidated statement of cash flowsFor the year ended 30 June 2026 Note 2026 £'000 2025 £'000 Cash flows from operating activities Cash generated from operations 32 17,477 28,752 Corporation tax paid (3,940) (7,064) Other non-operating income 11 4,661 3,048 Net cash generated from operating activities 18,198 24,736 Cash flows from investing activities Purchase of computer software and system development costs (7,603) (7,491) Purchase of property, plant and equipment (5,935) (1,852) Consideration paid for acquisitions net of cash acquired - (34,150) Disposal of financial assets at amortised cost 18 5,002 9,984 Investment in financial assets at fair value through profit or loss 18 (67) (146) Disposal of financial assets at fair value through other comprehensive income 18 - 500 Deferred contingent consideration paid 25 (15,218) - Proceeds from disposal of International and DCF - 27,670 Interest received 1,149 1,232 Net cash used in investing activities (22,672) (4,253) Cash flows from financing activities Issue of ordinary shares - 146 SAYE proceeds received 44 - Purchase of shares in the share buyback programme (3,030) (6,971) Payment of lease liabilities - Principal (1,686) (2,678) Payment of lease liabilities - Interest (785) (287) Proceeds from borrowings 20,000 - Repayment of borrowings (20,000) - Purchase of own shares by Employee Benefit Trust (1,201) (2,566)Dividends paid to shareholders 14 (12,697) (12,695) Net cash used in financing activities (19,355) (25,051)
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Net decrease in cash and cash equivalents from continuing operations (23,829) (4,568) Net cash flows from discontinued operations - (6,249) Cash and cash equivalents at beginning of year 33,915 44,732 Cash and cash equivalents at end of year 10,086 33,915 The above consolidated statement of cash flows should be read in conjunction with the accompanying notes. Notes to the consolidated financial statementsFor the year ended 30 June 2026 1. General informationBrooks Macdonald Group plc ("the Company"), a public limited company incorporated and registered in Englandand Wales and domiciled in the United Kingdom ("UK") under the Companies Act 2006, is the Parent Company ofa group of companies (collectively the "Group") and offers wealth management and financial planning services inthe UK. The Company is listed on the London Stock Exchange ("LSE"). The Company's registration number is 04402058. The address of the registered office is 40 Leadenhall Street,London, EC3A 2BJ, England. 2. Basis of preparationThe Group's consolidated financial statements for the year ended 30 June 2026 have been prepared inaccordance with UK-adopted International Accounting Standards ("IAS") and with the requirements of theCompanies Act 2006 as applicable to companies reporting under those standards. These consolidated financialstatements have been prepared on a historical cost basis, except for the revaluation of certain financialinstruments that are measured at fair value. The principal accounting policies adopted are set out below. Unlessotherwise stated, they have been applied consistently to all periods presented in the financial statements. All amounts in the financial statements have been rounded to the nearest thousand unless otherwise indicated. At the time of approving the financial statements, the Directors have a reasonable expectation that the Companyand the Group have adequate resources to continue in operational existence for the foreseeable future. Inreaching this conclusion the Directors considered the Group's forecast and liquidity position to 30 September2027, including Group specific stress scenarios and available mitigating actions. Accordingly, they continue toadopt the going concern basis in preparing the financial statements. There have been no post balance sheetevents that have materially impacted the Group's liquidity headroom and going concern assessment. Non-statutory accounts The financial information set out within does not constitute the Group's statutory accounts for the year ended 30June 2026 or 2025 but is derived from those accounts. Statutory accounts for 2025 have been delivered to theregistrar of companies, and those for 2026 will be delivered in due course. The auditors have reported on thoseaccounts; their report was (i) unqualified, (ii) did not include a reference to any matters to which the auditorsdrew attention by way of emphasis without qualifying their report and (iii) did not contain a statement undersection 498 of the Companies Act 2006. Basis of consolidationThe consolidated financial statements comprise of the Company and its subsidiaries. The underlying financial statements of the subsidiaries are prepared for the same reporting period as theCompany, using consistent accounting policies. Subsidiaries and structured entities are all entities controlled bythe Company, deemed to exist where the Company is exposed to, or has rights to, variable returns from itsinvolvement with the entity and has the ability to affect those returns through its power over the entity. Thefinancial statements of the subsidiaries are included from the date on which control is transferred to the Groupto the date that control ceases. All intercompany transactions and balances between Group companies are eliminated on consolidation. The Group has interests in structured entities, with one consolidated structured entity being the BrooksMacdonald Group Employee Benefit Trust (note 31). The Group has interests in other structured entities as aresult of contractual arrangements arising from the management of assets on behalf of its clients but these arenot consolidated as the Group does not commit to financially support its funds, nor guarantee repayment of anyborrowings (note 37). 3. New standards, amendments to standards and interpretationsNew and amended standards adopted by the Group in the yearThe amendments to accounting standards in the table below became applicable for the current reporting period,with no material impact on the Group's results, financial position or disclosures. Standard, amendment or interpretation Effective for periods beginning on or after: Amendments to IAS 21 Lack of Exchangeability 1 January 2025 New standards, amendment and interpretation not yet adoptedCertain new accounting standards, amendments to accounting standards and interpretations have beenpublished that are not mandatory for the 30 June 2026 reporting periods and have not been early adopted bythe Group. Standard, amendment or interpretation Effective for periods beginning on or after: Amendments to the Classification and Measurement ofFinancial Instruments - Amendments to IFRS 9 and IFRS 7 1 January 2026 Contracts Referencing Nature-dependent Electricity -Amendments to IFRS 9 and IFRS 7 1 January 2026
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Annual Improvements to IFRS Accounting Standards -Amendments to IFRS 1, IFRS 7, IFRS 9, IFRS 10 and IAS 7 1 January 2026 IFRS 18 Presentation and Disclosures in Financial Statements 1 January 2027IFRS 19 Subsidiaries without Public Accountability: Disclosures 1 January 2027 The Group is currently assessing the impact that the adoption of the above standards and amendments will haveon the Group's results reported within the financial statements. IFRS 18 Presentation and Disclosures in Financial StatementsIFRS 18 includes requirements for all entities applying IFRS on the presentation and disclosure of information inthe financial statements. The standard aims to improve how companies communicate in their financialstatements, with a focus on information about financial performance in the consolidated statement ofcomprehensive income. IFRS 18 replaces IAS 1 Presentation of Financial Statements. The standard will require theGroup's primary Alternative Performance Measure ("APM"), underlying profit, to be formally classified as aManagement-Defined Performance Measure ("MPM") and be subject to audited reconciliation disclosures withinthe notes to the financial statements. IFRS 18 is expected to have a significant impact on the Group's financial statements, although it is only expectedto have an impact on the presentation and disclosure of the financial statements and is not expected to have animpact on recognition and measurement. IFRS 19 Subsidiaries without Public Accountability: DisclosuresIFRS 19 specifies the reduced disclosure requirements an eligible subsidiary is permitted to apply instead of thedisclosure requirements in other IFRS standards. The standard is not expected to impact the Group's financialstatements. 4. Material accounting policiesThe accounting policies applied in the preparation of these financial statements are set out below. These policieshave been applied consistently to all years presented, unless otherwise stated. 4(a) Critical accounting estimates and significant judgementsThe preparation of financial information requires the use of assumptions, estimates and judgements about futureconditions. Use of currently available information and application of judgement are inherent in the formation ofestimates. Actual results in the future may differ from those reported. In this regard, the Directors believe thatthe areas where critical accounting estimations are used, relate to the measurement of intangible assets,assumptions used in the goodwill impairment reviews and the measurement of contingent deferredconsideration receivable. There are no areas of significant judgement that have been identified. The consolidated financial statements include other areas of judgement and accounting estimates. Whilst theseareas do not meet the definition under IAS 1 of significant accounting estimates or critical accountingjudgements, the recognition and measurement of certain material assets and liabilities are based on assumptionsand/or are subject to longer-term uncertainties. The underlying assumptions and estimates are reviewed on an ongoing basis. Revisions to accounting estimatesare recognised in the financial year in which the estimate is revised only if the revision affects both current andfuture periods. Further information about critical accounting estimates and sources of estimation uncertainty are set out below. Intangible assets - client relationship contracts and goodwill impairment reviewsThe Group has acquired client relationships and the associated investment management and financial advicecontracts as part of business combinations, through separate purchase or with newly employed teams of fundmanagers, as described in note 15. In assessing the fair value of these assets, the Group has estimated their finitelife based on information about the typical length of existing client relationships. Acquired client relationshipcontracts are amortised on a straight-line basis over their estimated useful lives, ranging from six to 20 years. The recoverability of the client relationship intangible assets is assessed as part of the value-in-use calculationsperformed for the cash-generating units ("CGUs") to which they are allocated, as described below and in note 15.No separate sensitivity to a reduction in the estimated useful lives has been presented, as the carrying value ofthese assets is supported by the headroom identified in the CGU impairment reviews. Goodwill recognised as part of a business combination is not amortised but instead reviewed annually forimpairment, or when a change in circumstances indicates that it might be impaired. The recoverable amounts ofcash-generating units ("CGUs") are determined by value-in-use calculations, which require the use of estimates toderive the projected future cash flows attributable to each unit. Details of the more significant assumptions andsensitivity analysis are given in note 15. The identification of the Group's CGUs for goodwill impairment testing requires judgement and is based on thelowest level at which management monitors goodwill internally and the level at which largely independent cashinflows are generated. During the year, the Group reassessed the structure of its CGUs following changes to theGroup's operating and management reporting structure, including the integration of the Group's acquiredfinancial planning businesses. Management determined that the revised CGU structure reflects the way in whichthe business is now managed and how future cash flows are expected to be generated. The revised CGUstructure has been applied consistently in the impairment review at 30 June 2026. In assessing both the value of goodwill and client relationships including the associated investment managementand financial advice contracts, the Group prepares forecasts for the cash flows acquired and discounts to a netpresent value. The key assumptions in these forecasts are the pre-tax discount rate and projected revenuegrowth. The pre-tax discount rate is adjusted from a post-tax discount rate derived from the Group's weightedaverage cost of capital ("WACC"), adjusted for any specific risks for the relevant CGU. The Group uses the capitalasset pricing model ("CAPM") to estimate the WACC, which is calculated at the point of acquisition for a businesscombination, or the relevant reporting period date. Key inputs include the risk-free rate, market risk premium,the Group's adjusted beta with reference to beta data from peer-listed companies, small company premium andany risk-adjusted premium for the relevant CGU. Further details on discount rates used for each CGU are providedin note 15. Deferred contingent consideration receivable
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Deferred contingent consideration receivable arose in the prior year in connection with the sale of the Group'sInternational business. The receivable represents the element of the transaction consideration that is receivablein future periods, subject to the achievement of specified revenue performance targets. The deferred contingent consideration receivable is measured at fair value at each reporting date, withmovements in fair value recognised within finance income or finance costs in the consolidated statement ofcomprehensive income. The fair value of the deferred contingent consideration receivable at the date of disposalwas determined using a discounted cash flow model. The model incorporates management's assessment of theexpected achievement of the specified performance targets and applies an appropriate discount rate. Thevaluation represents a critical accounting estimate due to the inherent uncertainty in forecasting the futurerevenue performance on which the consideration is dependent. Changes in expected future cash flows, or in thetiming of their receipt, could have a material impact on the fair value recognised. At the reporting date, the Group reassessed the fair value of the deferred contingent consideration receivable. Ifperformance against the specified revenue targets were to exceed management's forecast by 5%, this wouldresult in an additional gain of £3.5 million. If performance were to be 5% below management's forecast, thiswould result in a charge of £5.0 million. The valuation is subject to estimation uncertainty and actual outcomesmay differ from those assumed, which could result in material adjustments to the carrying amount of thedeferred contingent consideration receivable in future reporting periods. 4(b) Discontinued operationsDuring the year ended 30 June 2025, the Group completed the sale of its International operations, whichcomprised Brooks Macdonald Asset Management (International) Limited and its wholly-owned subsidiaries("BMI"), on 21 February 2025. Additionally, Brooks Macdonald Asset Management Limited resigned as investmentmanager to the SVS Brooks Macdonald Defensive Capital Fund ("DCF") (subsequently renamed SVS RM DefensiveCapital Fund) on 31 October 2024. There were no further disposals in the year ended 30 June 2026. Consistent with IFRS 5 requirements, the post-tax results of discontinued operations were presented in the prioryear as a single line item in the consolidated statement of comprehensive income. This line item includes theresults of BMI and DCF for the relevant periods and the gain on disposal recognised in the year. The results of the discontinued operations up to the date of disposal/discontinuation are presented afterelimination of intragroup transactions. The consolidated statement of cash flows is presented for continuingoperations only. 4(c) Business combinationsBusiness combinations are accounted for using the acquisition method. The cost of an acquisition is measured atthe fair value of the aggregate amount of the consideration transferred at the acquisition date, irrespective ofthe extent of any minority interest. Acquisition and integration-related costs are charged to the consolidatedstatement of comprehensive income when incurred. When the Group acquires a business, it assesses the assets and liabilities assumed for appropriate classificationand designation in accordance with the contractual terms, economic circumstances and pertinent conditions atthe acquisition date. If the business combination is achieved in stages, the fair value of the Group's previouslyheld equity interest is remeasured at the acquisition date and the difference is credited or charged to theconsolidated statement of comprehensive income. Identifiable assets and liabilities assumed on acquisition arerecognised in the consolidated statement of financial position at their fair value at the date of acquisition. Any deferred contingent consideration to be paid by the Group to the vendor is recognised at its fair value at theacquisition date, in accordance with IFRS 9. Subsequent changes based on the revised estimated fair value ofdeferred contingent consideration are recognised in accordance with IFRS 9 by revaluing the liability on theconsolidated statement of financial position and the associated amount recognised in the consolidatedstatement of comprehensive income. Goodwill is initially measured at cost, being the excess of the consideration transferred over the acquiredcompany's net identifiable assets and liabilities assumed. ImpairmentGoodwill and other intangible assets with an indefinite life are tested annually or more frequently if events orchanges in circumstances indicate that they might be impaired. For the purposes of impairment testing, goodwillacquired in a business combination is allocated to each of the Group's CGUs that are expected to benefit from thecombination, irrespective of whether other assets or liabilities of the acquisition are assigned to those units. Thecarrying amount of each CGU is compared to its recoverable amount, which relates to the higher of an asset's fairvalue less costs of disposals and value in use. This is determined using a discounted future cash flow model. Where goodwill forms part of a CGU and part of the operation within that unit is disposed of, the goodwillassociated with the operation disposed of is included in the carrying amount of the operation when determiningthe gain or loss on disposal of the operation. Goodwill disposed of in this circumstance is measured based on therelative values of the operation disposed of and the portion of the CGU retained. 4(d) RevenueInvestment management feesRevenue from investment management services is recognised over time as the services are provided. Fees aretypically billed monthly or quarterly in arrears and are calculated based on a percentage of the portfolio value,either daily or at the billing date, depending on the underlying product. The performance obligation is satisfiedcontinuously over the service period, and revenue is recognised accordingly. Revenue from investmentmanagement fees is only recognised as the performance obligation is satisfied. Amounts are presented net ofany rebates or discounts provided to clients. Fund management feesRevenue from fund management services provided to open-ended investment companies ("OEICs") is recognisedover time as the services are provided. Fees are billed monthly in arrears and are calculated daily based on a fixedpercentage of each fund's net asset value. As such, fund management fees include variable consideration butthere is no significant estimation or level of judgement involved. The performance obligation is satisfiedcontinuously throughout the reporting period, and revenue is recognised accordingly. Amounts are presentednet of any rebates or discounts provided to investors. Financial planning
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Financial planning income relates to fees for the provision of financial advice. Fees are charged to clients eitherusing an hourly rate, by a fixed fee arrangement, or by a fund-based arrangement whereby fees are calculatedbased on a percentage of the value of the portfolio at the billing date. All fees are recognised over the period theservice is provided. Transactional income and foreign exchange tradingTransactional income is earned through dealing and administration charges levied on trades at the time a deal isplaced for a client. Fees are calculated based on a percentage of the individual trade value or a flat charge pertrade. Revenue is recognised at the point of the trade being placed. Foreign exchange trading fees are charged on client trades placed in non-base currencies, which thereforerequire a foreign currency exchange to action the trade. Revenue is recognised at the point of the trade beingplaced. Interest incomeInterest income on client money is the revenue earned on uninvested cash deposits held by clients. The amountrecognised correlates with fluctuations in underlying interest rates and is recognised over time, based onbalances held in investment accounts under administration. 4(e) Cash and cash equivalentsCash comprises cash in hand and call deposits held with banks. Cash equivalents comprise short-term, highlyliquid investments that are subject to an insignificant risk of change in value and with a maturity of less thanthree months from the date of acquisition. Cash and cash equivalents are classified at amortised cost, as thebusiness model of these assets is to hold to collect contractual cash flows, which consist solely of payments ofprincipal and interest. They are initially recognised at fair value and subsequently measured at amortised costusing the effective interest rate ("EIR") method. 4(f) Share-based paymentsThe Group operates a number of share incentive plans for its employees. These involve an award of shares oroptions in the Group (share-based payments). The fair value of the services received is determined by reference to the fair value of the shares or share optionsat the grant date. Awards with non-market vesting conditions are valued using the Black-Scholes-Merton model,whilst awards with market-based vesting conditions are valued using a Monte Carlo model. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Group's estimate of shares that will eventually vest. At eachreporting date, the Group revises its estimate of the number of equity instruments expected to vest as a result ofthe effect of non-market-based vesting conditions. The impact of the revision of the original estimates, if any, isrecognised in the consolidated statement of comprehensive income, such that the cumulative expense reflectsthe revised estimate, with a corresponding adjustment to reserves. 4(g) Segmental reportingThe Group determines and presents operating segments based on the information that is provided internally tothe Group Board of Directors, which is the Group's chief operating decision maker. 4(h) Fiduciary activitiesThe Group commonly acts as trustee and in other fiduciary capacities that result in the holding or placing ofassets on behalf of individuals, trusts, retirement benefit plans and other institutions. These assets and incomearising thereon are excluded from these financial statements, as they are not assets of the Group. The Group holds money on behalf of some clients in accordance with the client money rules of the FinancialConduct Authority ("FCA"). Such monies and the corresponding liability to clients are not included within theconsolidated statement of financial position as the Group is not beneficially entitled thereto. 4(i) Property, plant and equipmentAll property, plant and equipment is included in the consolidated statement of financial position at historical costless accumulated depreciation and impairment. Costs include the original purchase cost of the asset and thecosts attributable to bringing the asset into a working condition for its intended use. Provision is made for depreciation to write off the cost less estimated residual value of each asset, and is chargedto administrative expenses in the consolidated statement of comprehensive income using a straight-line method,over its expected useful life as follows: - Leasehold improvements - over the lease term - Fixtures, fittings and office equipment - five years - IT equipment - four or five years The assets' residual values and useful economic lives are reviewed and adjusted, if appropriate, at the end of eachreporting period. Gains and losses arising on disposal are determined by comparing the proceeds with thecarrying amount. These are included in the consolidated statement of comprehensive income. 4(j) Intangible assetsAmortisation of intangible assets is charged to administrative expenses in the consolidated statement ofcomprehensive income on a straight-line basis over the estimated useful lives of the assets. Acquired client relationship contractsIntangible assets are recognised where client relationship contracts are either separately acquired or acquiredwith investment managers who are employed by the Group. These are initially recognised at cost and aresubsequently amortised on a straight-line basis over their estimated useful economic life. Separately acquiredclient relationship contracts are amortised over six to 20 years. The intangible assets are reviewed annually todetermine whether there exists an indicator of impairment or an indicator that the assumed useful economic lifehas changed. Computer softwareCosts incurred on internally developed computer software are initially recognised at cost, and when the softwareis available for use, the costs are amortised on a straight-line basis over an estimated useful life of either fouryears or the contract term, ranging between three and eight years. Initial research and planning costs incurred
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prior to a decision to proceed with the software's development are recognised immediately in the consolidatedstatement of comprehensive income. GoodwillGoodwill arising as part of a business combination is initially measured at cost, being the excess of the fair valueof the consideration transferred over the Group's interest in the net fair value of the separately identifiableassets, liabilities and contingent liabilities of the subsidiary at the date of acquisition. In accordance with IFRS 3'Business Combinations', goodwill is not amortised but is reviewed annually for impairment and is thereforestated at cost less any provision for impairment of value. Any impairment is recognised immediately in theconsolidated statement of comprehensive income and is not subsequently reversed. Gains and losses on thedisposal of an entity include the carrying amount of goodwill relating to the entity sold. On acquisition, anygoodwill acquired is allocated to CGUs for the purposes of impairment testing. If the cost of the acquisition is lessthan the fair value of the net assets of the subsidiary acquired, the difference is recognised directly in theconsolidated statement of comprehensive income as a gain on bargain purchase. 4(k) Financial investmentsThe Group classifies financial assets in the following categories: fair value through profit or loss; fair valuethrough other comprehensive income; and amortised cost. The classification is determined by management oninitial recognition of the financial asset, which depends on the purpose for which it was acquired and the natureof the cash flows. Fair value through profit or lossFinancial investments are classified as fair value through profit or loss if they are either held for trading orspecifically designated in this category on initial recognition. Assets in this category are initially recognised at fairvalue and subsequently remeasured, with gains or losses arising from changes in fair value being recognised inthe consolidated statement of comprehensive income. Financial assets at fair value through profit or loss include investments in regulated OEICs, which are managedand evaluated on a fair value basis in line with the market value. Fair value through other comprehensive incomeFinancial investments are classified as fair value through other comprehensive income if the objective of thebusiness model is achieved by both collecting contractual cash flows and selling financial assets and if the asset'scontractual cash flows represent solely payments of principal and interest. Assets in this category are initiallyrecognised at fair value and subsequently remeasured, with gains or losses arising from changes in fair valuebeing recognised in other comprehensive income. During the year, the Group reassessed the business model for its investment in gilts as part of its treasuryliquidity management activities. As a result, certain gilts previously classified as financial assets at amortised costwere reclassified to financial assets at fair value through other comprehensive income. The reclassification arosebecause these assets are now managed within a business model whose objective is achieved by both collectingcontractual cash flows and selling financial assets in order to manage liquidity requirements, rather than solely tocollect contractual cash flows. The reclassification was applied prospectively from the date of the change inbusiness model, being 1 January 2026. At that date, gilts with an amortised cost carrying amount of £14,963,000were reclassified to financial assets at fair value through other comprehensive income. Their fair value at the dateof reclassification was £15,112,000 and the resulting difference between the amortised cost and fair value(£149,000) was recognised in other comprehensive income and accumulated in the fair value through othercomprehensive income reserve. Following reclassification, interest income continues to be recognised in profit orloss using the effective interest method and subsequent fair value movements are recognised in othercomprehensive income until derecognition, at which point the cumulative gain or loss previously recognised inequity is reclassified to profit or loss. Amortised costFinancial instruments are classified as amortised cost if the asset is held to collect contractual cash flows and theasset's contractual cash flows represent solely payments of principal and interest. Disposals of instruments heldat amortised cost are generally expected to be infrequent. However, where the Group's treasury liquiditymanagement strategy changes such that assets are managed both to collect contractual cash flows and to sell,the related assets are reclassified prospectively in accordance with IFRS 9. In assessing whether the 'held tocollect' model remains appropriate, management considers the frequency and volume of disposals in relation tothe total portfolio and disposals and reclassifications are disclosed in the financial statements, including therationale for the transaction. 4(l) Foreign currency translationThe Group's functional and presentational currency is pound sterling ("£"). Foreign currency transactions aretranslated using the exchange rate prevailing at the transaction date. At the reporting date, monetary assets andliabilities that are denominated in foreign currencies are retranslated at the prevailing rates on that date. Foreignexchange gains and losses resulting from the settlement of such transactions, and from the translation of period-end monetary assets and liabilities, are recognised in the consolidated statement of comprehensive income. 4(m) Retirement benefit costsContributions in respect of the Group's defined contribution pension scheme are charged to the consolidatedstatement of comprehensive income as they fall due. 4(n) TaxationTax on the profit for the financial year comprises current and deferred tax. Current tax is the expected taxpayable on the taxable income for the financial year, using tax rates enacted, or substantively enacted, at thereporting date, and any adjustment to tax payable in respect of previous years. Deferred tax is provided in full, using the liability method, on temporary differences arising between the taxbases of assets and liabilities and their carrying amounts in the Group's Financial statements. Deferred tax assetsand liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised orthe liability settled based on tax rates (and laws) that have been enacted, or substantively enacted, at thereporting date. Deferred tax assets are only recognised to the extent that it is probable that future taxable profit will beavailable against which the temporary differences can be utilised.
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Deferred tax balances are presented on the consolidated statement of financial position as the net deferred taxbalance by each jurisdiction the Group operates within. Deferred tax assets and liabilities are offset only wherethe Group has a legally enforceable right to offset. The gross deferred tax assets and liabilities are disclosedwithin the deferred tax in note 26. 4(o) Trade receivablesTrade receivables represent amounts due for services performed in the ordinary course of business. They arerecognised in trade and other receivables and, if collection is expected within one year, they are recognised as acurrent asset. If collection is expected in greater than one year, they are recognised as a non-current asset. Tradereceivables are measured at amortised cost less any expected credit losses. 4(p) Right-of-use assets and lease liabilitiesRight-of-use assets are initially recognised at cost which is measured at the initial amount of the lease liability,reduced for any lease incentives received and increased for lease payments made at or before commencement ofthe lease, initial direct costs incurred and the amount of any provision recognised where the Group is required todismantle, remove or restore the asset. Additionally, they may be re-measured to reflect reassessment due tolease modifications. The right-of-use asset is subsequently depreciated using the straight-line method from the commencement dateto the end of the lease term. Additionally, the right-of-use asset is periodically reduced by impairment losses, ifany, and adjusted for certain remeasurements of the lease liability. The Group initially records a lease liability reflecting the present value of the future contractual cash flows to bemade over the lease term, discounted using the Group's incremental borrowing rate. Interest is accrued on thelease liability using the effective interest rate method to give a constant rate of return over the life of the leasewhilst the balance is reduced as lease payments are made. If the Group revises its estimate of the term of any lease, it will adjust the carrying amount of the lease liability toreflect the payments to be made over the revised term, discounted at the revised discount rate. An equivalentadjustment is made to the carrying value of the right-of-use asset, with the revised carrying amount beingamortised over the remaining (revised) lease term. 4(q) Trade payablesTrade payables are obligations to pay for goods or services that have been acquired in the ordinary course ofbusiness from suppliers. These are classified as current liabilities if payment is due within one year or less.Otherwise, they are presented as non-current liabilities in the consolidated statement of financial position. Trade payables are initially recognised at fair value and subsequently measured at amortised cost using theeffective interest method. 4(r) Employee Benefit Trust ("EBT")The EBT is considered to be a structured entity, as defined in note 31. In substance, the activities of the trust arebeing conducted on behalf of the Group according to its specific business needs, to obtain benefits from itsoperation. On this basis, the assets held by the trust are consolidated into the Group's financial statements. The Company provides finance to an EBT to purchase the Company's shares on the open market in order to meetits obligation to provide shares when an employee exercises certain options or awards made under the Group'sshare-based payment schemes. The administration and finance costs connected with the EBT are charged to theconsolidated statement of comprehensive income. The cost of the shares held by the EBT is deducted fromequity. A transfer is made between other reserves and retained earnings over the vesting periods of the relatedshare options or awards to reflect the ultimate proceeds receivable from employees on exercise. The trusteeshave waived their rights to receive dividends on the shares held by the EBT. 4(s) Share capitalOrdinary share capital is classified as equity. Incremental costs directly attributable to the issue of new ordinaryshares or options are shown in equity as a deduction, net of tax, from the proceeds. Where the Company purchases its own equity share capital (treasury shares), the consideration paid, includingany directly incremental costs (i.e. net of income taxes) is deducted from equity attributable to the Company'sequity holders until the shares are cancelled or reissued. Where such ordinary shares are subsequently reissued,any consideration received (net of any directly attributable incremental transaction costs and the related incometax effects) is included within equity attributable to the Company's equity holders. The share buyback programme, initiated in the prior financial year, repurchased shares on the open market andupon cancellation, the par value is transferred from the share capital to the capital redemption reserve of theCompany, with the remaining amount reducing retained earnings. No gain or loss is recorded in the incomestatement as a result of this programme. 4(t) Dividend distributionThe dividend distribution to the Company's shareholders is recognised as a liability in the Group's financialstatements in the period in which the dividend is authorised and no longer at the discretion of the Company. Finaldividends are recognised when approved by the Company's shareholders at the Annual General Meeting andinterim dividends are recognised when paid. 4(u) Other non-operating incomeOther non-operating income is that which is material by size and/or irregular in nature and therefore requiresseparate disclosure within the consolidated statement of comprehensive income to assist the users of theconsolidated financial statements in understanding the business performance of the Group. 5. Segmental informationThe Group has one reportable segment, consistent with the information that the Board of Directors, which is theGroup's chief operating decision maker, uses internally for evaluating the Group's performance. The Board ofDirectors reviews the financial results and allocates resources at the level of the Group as a whole, and the Groupis therefore not presenting a segmental analysis in accordance with IFRS 8 Operating Segments. During the yearthe Group reorganised the internal management of its business, the Board reconsidered its assessment of itsoperating segments in light of this change and concluded that it continues to review performance and allocateresources at the Group level and not at a lower level, so the single-segment conclusion is unchanged. The threeCGUs to which Goodwill is allocated for impairment testing (see note 15) are monitored below this segment leveland do not constitute operating segments.
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The required disclosures in accordance with IFRS 8, regarding revenues from major clients and geographicallocation, are disclosed in note 6. 6. Revenue 2026£'000 2025£'000 Investment management fees 68,475 66,237Fund management fees 5,980 6,598Financial planning income 28,567 17,102Transactional income and foreign exchange trading fees 9,090 14,022Interest income 6,000 7,601Total revenue 118,112 111,560 6(a) Geographic analysisThe Group's continuing operations are located in the United Kingdom; therefore all Group revenue is recognisedin this jurisdiction. The Group's discontinued operations in the prior year in relation to BMI were located in Jerseyand Guernsey. 6(b) Major clientsThe Group is not reliant on any one client or group of connected clients for the generation of revenues. 7. Administrative costsThe largest component of the Group's administrative costs are employee costs as shown below. Some of theother costs included in administrative costs are set out in note 8. 7(a) Employee costs 2026£'000 2025£'000 Wages and salaries 48,014 40,420Social security costs 5,145 5,300Pension costs 2,840 2,144Share-based payments 3,125 1,379Redundancy-related costs 5,039 1,792 Total employee costs 64,163 51,035 Pension costs relate entirely to a defined contribution scheme. 7(b) Average number of employeesThe monthly average number of persons employed by the Group during the financial year, including Directors,was as follows: 2026Number ofemployees 2025Number ofemployees Business employees 385 299Functional employees 148 174 Average number of persons employed 532 473 8. Operating (loss)/profitStatutory (loss)/profit is stated after charging for the following administrative costs: Note 2026£'000 2025£'000 Employee costs 7 64,163 51,035Amortisation of client relationships 15 4,354 3,997Amortisation of computer software 15 3,919 2,294 Financial Services Compensation Scheme levy (see below) 409 1,114Depreciation of property, plant and equipment 16 785 520 Auditors' remuneration (see below) 1,040 1,783Depreciation of right-of-use assets 17 2,096 1,661Impairment of right-of-use assets 17 - 411 Financial Services Compensation Scheme leviesAdministrative costs for the year ended 30 June 2026 include a charge of £409,000 (2025: £1,114,000) in respectof the Financial Services Compensation Scheme ("FSCS") levy, all of which is in respect of the estimated levy forthe 2026/27 scheme year. A more detailed analysis of Auditors' remuneration is provided below: 2026£'000 2025£'000 Fees payable to the Company's auditors for the audit of the consolidated Group and ParentCompany financial statements 410 610 Fees payable to the Company's Auditors and its associates for other services:- Audit of the Company's subsidiaries pursuant to legislation 233 184- Audit-related assurance services 395 530- Non-audit-related services 2 458Total Auditors' remuneration 1,040 1,783 9. Other lossesOther losses represent the net changes in the fair value of the Group's financial instruments recognised in theconsolidated statement of comprehensive income.
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Note 2026£'000 2025£'000 Loss in fair value of deferred contingent consideration payable 25 (556) (341) Gain on redemption of assets held at amortised cost 39 25Gain in fair value of financial assets at fair value through profit or loss 18 183 44 Other losses (334) (272) 10. Finance income and finance costs Note 2026£'000 2025£'000 Finance income Dividends on preference shares 9 20Interest on gilts 18 737 1,108Finance income on deferred contingent consideration receivable 19 786 273 Bank interest on deposits 403 1,426 Total finance income 1,935 2,827 Finance costs Finance cost of lease liabilities 785 122Finance cost on deferred contingent consideration payable 25 580 426 Finance charges on borrowings 275 49 Total finance costs 1,640 597 11. Other non-operating incomeOther non-operating income includes insurance proceeds received during the year of £4.7 million relating to thesettlement of legacy legal matters. Other non-operating items in the year ended 30 June 2025 mainly related toan HMRC VAT refund of £3.10 million in respect of the Group's AIM Portfolio Services, following confirmation ofVAT exemption for the period from 1 October 2019 to 30 September 2024. 12. TaxationThe current tax expense for the year ended 30 June 2026 was calculated based on the Corporation Tax rate of25.0% (2025: 25.0%). 2026£'000 2025£'000 UK Corporation Tax 1,910 6,670(Over)/under provision of current tax in prior years (453) 576Total current tax expense 1,457 7,246Deferred tax credits (610) (1,357)Over provision of deferred tax in prior years (78) -Total income tax expense 769 5,889 Year ended 30 June 2026 Underlyingprofit£'000 Underlyingprofitadjustments£'000 Statutoryprofit£'000 Profit before taxation from continuing operations 29,036 (25,849) 3,187 Profit before taxation from continuing operations multiplied by the standardrate of tax in the UK of 25.0% 7,259 (6,462) 797Tax effect of amounts that are not deductible/(taxable) in calculating taxableincome:- Depreciation and amortisation 276 7 283- Disallowable expenses 411 70 481- Non-taxable income (410) - (410)- Share-based payments 149 - 149- (Over)/under provision in prior years (682) 151 (531)Total income tax expense 7,003 (6,234) 769 Effective tax rate 24.1% N/A 24.1% Year ended 30 June 2025 Underlyingprofit£'000 Underlyingprofitadjustments£'000 Statutoryprofit£'000 Profit before taxation from continuing operations 28,905 (11,386) 17,519 Profit multiplied by the standard rate of tax in the UK of 25.0% 7,226 (2,847) 4,379Tax effect of amounts that are not deductible/(taxable) in calculating taxableincome:- Depreciation and amortisation (54) 79 25- Disallowable expenses 381 983 1,364- Share-based payments (470) 15 (455)- Under provision in prior years 576 - 576Total income tax expense 7,659 (1,770) 5,889 Effective tax rate 26.5% N/A 33.6%
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The statutory rate of Corporation Tax applied to the taxable profit for the year ended 30 June 2026 is 25.0%(year ended 30 June 2025: 25.0%). Deferred tax assets and liabilities are calculated at the rate that is expected tobe in force when the temporary differences unwind. See note 13 for the breakdown of underlying profit adjustments. 13. Earnings per shareThe Board of Directors considers that underlying earnings per share provides an appropriate reflection of theGroup's performance in the financial year. Underlying earnings per share are calculated based on 'underlyingearnings', which is defined as earnings after underlying adjustments listed below. The tax effect of theseadjustments has also been considered. Underlying earnings is an alternative performance measure ("APM") usedby the Group. Earnings for the financial year used to calculate earnings per share as reported in these consolidated financialstatements were as follows: 2026£'000 20251 £'000Note Profit after tax from continuing operations 2,418 11,630 Profit after tax from discontinued operations - 9,354 Profit after tax attributable to ordinary shareholders 2,418 20,984 Acquisition and integration related costs 5,289 4,390 Strategic transformation 12,099 2,736 Organisational restructure 6,813 2,084 Amortisation of acquired client relationships 4,354 3,997 Head office relocation 1,757 1,278 Other non-operating items (4,463) (3,099) Total underlying profit adjustments 12 25,849 11,386Tax impact of underlying profit adjustments 12 (6,234) (1,770) Less earnings from discontinued operations - (9,354) Underlying earnings attributable to ordinary shareholders from continuingoperations 22,033 21,246 1. Certain line items have been reclassified to align with the current period's presentation. Strategic transformation costs of £12.10 million (2025: £2.74 million) have been excluded from operating profitas they relate to significant one-off initiatives intended to reshape the business and enhance future operationalefficiency. These relate to reviewing our products and propositions to meet client needs and investing in digitalcapabilities including AI. These items are non- recurring and do not represent the ongoing cost base required tosupport revenue generation in the current reporting period. Organisational restructuring costs of £6.81 million (2025: £2.08 million) primarily comprise redundancy costsincurred to streamline operations and eliminate duplication across core processes. These costs have beenexcluded from underlying earnings as they arise from specific restructuring activities. Other non-operating items for the year comprise insurance proceeds received of £4.65 million offset by £0.20million of other non-operating charges. For comparison, other non-operating items in the year ended 30 June2025 included an HMRC VAT refund of £3.10 million in respect of the Group's AIM Portfolio Services, followingconfirmation of VAT exemption for the period from 1 October 2019 to 30 September 2024. Basic earnings per share is calculated by dividing earnings attributable to ordinary shareholders by the weightedaverage number of shares in issue throughout the year. Included in the weighted average number of shares forbasic earnings per share purposes are employee share options at the point all necessary conditions have beensatisfied and the options have vested, even if they have not yet been exercised. Diluted earnings per share represents the basic earnings per share adjusted for the effect of dilutive potentialshares issuable on exercise of employee share options under the Group's share-based payment schemes,weighted for the relevant period. The diluted weighted average number of shares in issue and diluted earningsper share considers the effect of all dilutive potential shares issuable on exercise of employee share options. Thepotential shares issuable includes the contingently issuable shares related to share awards that have not yetvested and the vested unissued share options that are either nil cost options or have little or no consideration. The weighted average number of shares in issue were as follows: 2026Number ofshares 2025Number ofshares Weighted average number of shares in issue 15,643,389 16,160,786Effect of dilutive potential shares issuable on exercise of employee share options 336,903 135,256Diluted weighted average number of shares in issue 15,980,292 16,296,042 2026p 2025p Based on reported earnings:Basic earnings per share from continuing operations 15.5 72.0Basic earnings per share from discontinued operations - 57.9 Total statutory basic earnings per share 15.5 129.9Diluted earnings per share from continuing operations 15.1 71.4Diluted earnings per share from discontinued operations - 57.4 Total statutory diluted earnings per share 15.1 128.8 Based on underlying earnings from continuing operations:Basic underlying earnings per share 140.8 131.5Diluted underlying earnings per share 137.9 130.4
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14. DividendsAmounts recognised as distributions to equity holders of the Company in the financial year were as follows: 2026£'000 2025£'000 Final dividend paid for the year ended 30 June 2025 of 51.0p (2024: 49.0p) per share 7,904 7,872Interim dividend paid for the year ended 30 June 2026 of 31.0p (2025: 30.0p) per share 4,793 4,823Total dividends 12,697 12,695 The interim dividend of 31.0p (2025: 30.0p) per share was paid on 10 April 2026. A final dividend for the year ended 30 June 2026 of 52.0p (2025: 51.0p) per share was declared by the Board ofDirectors on 2 September 2026 and is subject to approval by the shareholders at the Company's Annual GeneralMeeting. It will be paid on 6 November 2026 to shareholders who are on the register at the close of business on18 September 2026. Based on the current number of shares in issue at the date of signing this report, andexcluding own shares held, the total amount payable for the final dividend would be £8.1 million. 15. Intangible assets Goodwill£'000 Computersoftware andsystemdevelopmentcosts£'000 Clientrelationshipcontracts£'000 Total£'000 Cost At 1 July 2024 64,373 10,564 76,098 151,035Additions 31,667 7,491 22,977 62,135Disposals (249) - - (249)Disposal of subsidiary (21,243) - (29,930) (51,173) At 30 June 2025 74,548 18,055 69,145 161,748Additions - 8,062 - 8,062Measurement period adjustment 224 - - 224 At 30 June 2026 74,772 26,117 69,145 170,034 Accumulated amortisation and impairmentAt 1 July 2024 22,854 1,962 42,995 67,811Amortisation charge - 2,480 5,863 8,343Disposal of subsidiary (11,641) - (22,230) (33,871)At 30 June 2025 11,213 4,442 26,628 42,283Amortisation charge - 3,919 4,354 8,273 At 30 June 2026 11,213 8,361 30,982 50,556 Net book valueAt 30 June 2024 41,519 8,602 33,103 83,224At 30 June 2025 63,335 13,613 42,517 119,465 At 30 June 2026 63,559 17,756 38,163 119,478 The amortisation charge of intangible assets is recognised within administrative costs in the consolidatedstatement of comprehensive income. 15(a) GoodwillGoodwill arising on business combinations is allocated at acquisition to the cash-generating units ("CGU"s)expected to benefit from those combinations. During the year, the Group changed how its operations are managed and reported internally, including theintegration of its acquired financial planning businesses. Following this integration, the former acquisition-basedbusinesses are managed collectively, share operational resources and contribute to cash inflows generated acrossthe wider business, such that their cash inflows are no longer considered largely independent. Accordingly, theGroup reviewed its CGU structure for goodwill impairment testing and reorganised its acquired businesses intothree separate CGUs. Management determined that this revised structure reflects the way the business is nowmanaged and how future cash flows are expected to be generated. Under the revised structure the followingCGUs have been identified: • Financial Planning • Investment Management • Funds These CGUs represent the lowest level within the Group at which goodwill is monitored for internal managementpurposes and are not larger than the Group's single operating segment (see note 5), as defined by IFRS 8, beforeaggregation. The three CGUs do not themselves constitute operating segments: the chief operating decisionmaker (the Board) reviews performance and allocates resources at the level of the Group as a single operatingsegment rather than at the level of these individual units, which are monitored below segment level for goodwillimpairment purposes. Following the change in how the Group manages operations, the carrying amounts of goodwill as at 30 June2025 have been reallocated across the three CGUs. This allocation is made on a basis consistent with the relativevalues of the business operations and the way they are monitored, so as to reflect the expected synergies. Thecarrying amount of goodwill allocated to CGUs for the purpose of impairment testing in the prior year is set outin the table below, together with the revised allocation of goodwill to each CGU under the new CGU structure asat 30 June 2025.
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New CGU / Allocation LIFT£'000 Cornelian£'000 Adroit£'000 Integrity£'000 LucasFettes£'000 Funds£'000 CST£'000 Totalallocated£'000 Financial Planning 22,175 - 8,541 3,945 3,859 - 1,683 40,203Investment Management 3,949 7,173 - - - - - 11,122Funds - 8,690 - - - 3,320 - 12,010 Total as previously disclosed 26,124 15,863 8,541 3,945 3,859 3,320 1,683 63,335 In connection with the change in CGUs, an impairment testing was performed on the restructure date for boththe old and new CGUs, and no impairment loss was identified. The carrying amount of goodwill as at 30 June2026 in respect of these CGUs comprises: Carrying amount of goodwill by CGU CGU 2026£'000 Financial Planning 40,427Investment Management 11,122Funds 12,010 Total goodwill 63,559 Impairment assessment method and key assumptionsThe recoverable amounts of each CGU were determined using value-in-use calculations based on five-year cashflow projections derived from the latest Board-approved budgets and forecasts. Cash flows beyond this periodwere extrapolated using a long-term growth rate of 2%, consistent with historical performance, managementstrategies, and prevailing economic conditions. Key judgements and estimates applied in the impairmentcalculations include pre-tax discount rates and annual revenue growth assumptions, which are presented in thetable below and reflect market conditions and CGU-specific risks. CGU Pre-taxdiscount rate Annualrevenuegrowth Financial Planning 9% 10-15% Investment Management 11% 1-5% Funds 13% 3-5% All CGUs with goodwill showed surplus recoverable amounts over carrying amounts in the impairmentassessments as of 30 June 2026. No significant changes to assumptions of CGU-specific risks necessitate furtherdisclosure. Sensitivity analysis: reasonably possible changes to assumptionsThe below table reflects the sensitivity analysis conducted to determine the potential for impairment underreasonably possible changes in assumptions. CGU Change in pre-tax discountrate Change inrevenuegrowth rate Financial Planning Increase of8% Reductionof 18% Investment Management Increase of59% Reductionof 35% Funds Increase of4% Reductionof 15% 15(b) Computer software and system development costsSoftware and system development costs are amortised on a systematic basis over their estimated useful lives,which are reviewed at least annually and reflect the period over which the assets are expected to generateeconomic benefits. These useful lives range from four to 15 years. 15(c) Acquired client relationship contractsAcquired client relationship contracts represent fair value and are amortised over estimated useful lives rangingfrom six to 20 years. The additions in the prior year relate to client relationships recognised on acquisition, including the acquisition ofa portfolio of financial advice clients, totalling £22,977,000. 16. Property, plant and equipment Leaseholdimprovements£'000 Fixtures,fittings andofficeequipment£'000 IT equipment£'000 Total£'000 Cost At 1 July 2024 3,148 686 986 4,820Additions 2,617 183 477 3,277Disposals - (7) - (7)Disposal of subsidiary (730) (151) (146) (1,027) At 30 June 2025 5,035 711 1,317 7,063Additions 3,973 437 58 4,468Disposals - (97) (74) (171) At 30 June 2026 9,008 1,051 1,301 11,360 Accumulated depreciationAt 1 July 2024 2,207 534 729 3,470Additions 51 144 138 333
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Depreciation charge 384 84 178 646Disposal of subsidiary (566) (105) (133) (804)At 30 June 2025 2,076 657 912 3,645Depreciation charge 575 71 139 785Disposals - (97) (74) (171)At 30 June 2026 2,651 631 977 4,259 Net book valueAt 30 June 2024 941 152 257 1,350At 30 June 2025 2,959 54 405 3,418At 30 June 2026 6,357 420 324 7,101 17. Right-of-use assets Cars£'000 Property£'000 Total£'000 Cost At 1 July 2024 881 10,948 11,829Additions 52 12,423 12,475Adjustment on change of lease terms - (2) (2)Disposals - (1,970) (1,970) At 30 June 2025 933 21,399 22,332Additions 27 - 27Disposals (398) (8,412) (8,810)At 30 June 2026 562 12,987 13,549 Accumulated depreciation and impairmentAt 1 July 2024 455 8,149 8,604Depreciation charge 192 2,093 2,285Adjustment on change of lease terms 51 - 51Disposal of subsidiary - (1,809) (1,809)Impairment - 411 411 At 30 June 2025 698 8,844 9,542Depreciation charge 141 1,955 2,096Adjustment on change of lease terms (59) (35) (94)Disposal (385) (8,412) (8,797)At 30 June 2026 395 2,352 2,747 Net book valueAt 30 June 2024 426 2,799 3,225At 30 June 2025 235 12,555 12,790At 30 June 2026 167 10,635 10,802 The Group offers a car leasing arrangement to provide a salary sacrifice car leasing scheme for employees. Eachvehicle leased to individual employees creates a separate right-of-use asset and lease liability measured atpresent value of the remaining lease payments, discounted using the Group's estimated incremental borrowingrate (see note 23). During the year ended 30 June 2025, the Company recognised right-of-use assets totalling £11,509,000 inrespect of a lease agreement for the Group's head office relocation, with a 10-year term and no break options, arent review scheduled five years from lease commencement, a 25-month rent-free period at the start of the leaseand no rent deposit required. The Company assessed the ROU asset of the existing London office for impairmentand recognised an impairment charge of £411,000 in the consolidated statement of comprehensive income. 18. Financial instrumentsFinancial assets and financial liabilities comprise the following: Financial assets 2026£'000 2025£'000 Financial assets at fair value through other comprehensive income 14,876 - Financial assets measured at amortised cost 12,556 56,243Financial assets held at amortised cost (note 18(a)) - 19,925Cash and cash equivalents (note 21) 10,086 33,915Trade and other receivables (note 20) 2,470 2,403 Financial assets at fair value through profit or loss 16,320 15,283Financial assets held at fair value through profit or loss (note 18(c)) 1,346 1,095Deferred contingent consideration receivable (note 19) 14,974 14,188 Total financial assets 43,752 71,526 Financial liabilities 2026£'000 2025£'000 Financial liabilities measured at amortised cost 5,036 7,959Trade payables (note 28) 5,036 7,959 Financial liabilities measured at fair value through profit or loss 2,023 16,105Deferred contingent consideration payable (note 25) 2,023 16,105 Total financial liabilities 7,059 24,064
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18(a) Financial assets held at amortised cost 2026£'000 2025£'000 At 1 July 19,925 29,963Disposals (4,964) (9,959)Interest income under EIR method 421 1,108Contractual coupons received (419) (1,187)Reclassification to FVOCI (14,963) - At 30 June - 19,925 The Group holds UK government Investment Loan and Treasury Stock ("gilts"). During the year, the Groupreassessed its business model for managing its gilt holdings. Whilst the previous objective was to hold theseinvestments to maturity, a partial disposal was made during the year following a review of the Group's strategyfor managing liquidity. Following this reassessment, the Group concluded that the business model no longermeets the criteria for classification at amortised cost under IFRS 9. Accordingly, with effect from 1 January 2026,gilt holdings were reclassified from 'financial assets at amortised cost' to 'financial assets at fair value throughother comprehensive income' ("FVOCI") to reflect the revised business model. 18(b) Financial assets at fair value through other comprehensive income 2026£'000 2025£'000 At 1 July - 500 Reclassification from financial assets held at amortised cost 14,963 - Change in fair value (85) - Interest income under EIR method 316 - Contractual coupons received (318) -Disposal - (500) At 30 June 14,876 - Analysed as: Amounts falling due within one year 5,142 - Amounts falling due after more than one year 9,734 - Total financial assets at fair value through other comprehensive income 14,876 - As discussed in note 18(a) the Group's gilt holdings were reclassified as FVTOCI during the year. The Gilts carrycoupon rates ranging from 1.5%-4.5% per annum and have maturity dates ranging from 2027-2028. During the year ended 30 June 2025, the Group disposed of its investment of redeemable £500,000 preferenceshares in an unlisted company incorporated in the UK. 18(c) Financial assets at fair value through profit or loss 2026£'000 2025£'000 At 1 July 15,283 905Additions 68 14,453Finance income on deferred contingent consideration receivable 786 273Changes in fair value 183 (348) At 30 June 16,320 15,283 Included in financial assets at fair value through profit or loss are amounts related to deferred contingentconsideration receivable of £14.97 million (see note 19 for further details) and investments in funds. The Group holds 500,000 shares in five of the SVS Cornelian Risk Managed Passive Funds and 11,000 shares in sixof the SVS Cornelian J Class fund range. During the year ended 30 June 2026, the Group recognised a gain onthese investments of £113,000. The Group's holding in the SVS Cornelian Risk Managed Passive Funds and SVSCornelian J Class fund at 30 June 2026 was £784,000 and £17,000 respectively. The Group previously invested £350,000 in the Blueprint Multi Asset Fund range across the various models withinthe fund range. During the year ended 30 June 2026, the Group recognised a gain on these investments of£70,000. Within the year, the Group invested an additional £60,000 in the MPS Fund. These investmentsgenerated a combined gain of £12,000. The Group's holding in the Blueprint Multi Asset Fund range at 30 June2026 was £546,000. 18(d) Levelling analysisThe following table provides an analysis of the financial assets and liabilities that, subsequent to initialrecognition, are measured at fair value. These are grouped into the following levels within the fair valuehierarchy, based on the degree to which the inputs used to determine the fair value are observable: • Level 1 - derived from quoted prices in active markets for identical assets or liabilities at the measurementdate; • Level 2 - derived from inputs other than quoted prices included within Level 1 that are observable, eitherdirectly or indirectly; and • Level 3 - derived from inputs that are not based on observable market data. Level 1£'000 Level 2£'000 Level 3£'000 Total£'000 Financial assetsAt 1 July 2025 1,095 - 14,188 15,283Additions 15,031 - - 15,031Net changes in fair value 98 - - 98Finance income 316 - 786 1,102Coupon received (318) - - (318)Disposals - - - -
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At 30 June 2026 16,222 - 14,974 31,196 Level 1 financial assets comprise investments in OEICs and gilts. The increase in the year reflects the classificationof gilts as financial assets at fair value through other comprehensive income. Level 3 financial assets include deferred contingent consideration receivable, which due to materiality isseparately disclosed on the consolidated statement of financial position. Level 1£'000 Level 2£'000 Level 3£'000 Total£'000 Financial liabilities At 1 July 2025 - - 16,105 16,105 Net changes in fair value - - 556 556 Finance cost of deferred contingent consideration payable - - 580 580 Disposals - - (15,218) (15,218) At 30 June 2026 - - 2,023 2,023 Level 3 financial liabilities relate to deferred contingent consideration payable, valued using the net present valueof the estimated future amounts payable. The key inputs are management-approved forecasts and expectationsagainst the criteria of the deferred contingent consideration to set expectations of future amounts payable. Thedeferred contingent consideration is reviewed and revalued at regular intervals over the deferred contingentconsideration period (refer to note 25). The fair value is sensitive to the change in management-approvedforecasts, which relate to revenue and AUM projections for future periods, however, at each reporting date, therelevant management approved forecasts are deemed to be the most accurate and relevant input to the fairvalue measurement. 19. Deferred contingent consideration receivableDeferred contingent consideration receivable reflects the Directors' best estimate of amounts receivable in thefuture in respect of the sale of certain subsidiary undertakings and businesses. Deferred contingentconsideration receivable is measured at its fair value based on discounted expected future cash flows. Themovements in the total deferred contingent consideration receivable balance during the financial year were asfollows: 2026£'000 2025£'000 At 1 July 14,188 -Additions - 14,307Finance income on deferred contingent consideration receivable 786 273Fair value adjustments - (392) At 30 June 14,974 14,188 Analysed as:Amounts falling due within one year 14,974 289Amounts falling due after more than one year - 13,899 Total deferred contingent consideration receivable 14,974 14,188 During the year ended 30 June 2025, the Group sold BMI, which comprised the Group's previously reportedInternational segment. Part of the consideration is deferred based on the disposed Group's revenue over a one-year period commencing 12 months after disposal and is payable two years after completion. The estimated fairvalue of this receivable was £14.68 million as at 30 June 2026. During the prior financial year, the Group also resigned as investment manager to the SVS Brooks MacdonaldDefensive Capital Fund ("DCF"), subsequently renamed SVS RM Defensive Capital Fund. Under the related saleand purchase agreement, the Group is entitled to deferred contingent consideration based on funds undermanagement meeting specified targets over the three years following disposal. The estimated fair value of thisreceivable was £0.29 million at 30 June 2025. 20. Trade and other receivables 2026£'000 2025£'000 Trade receivables 1,883 832Other receivables 587 1,571Prepayments and accrued income 14,734 23,478 Total trade and other receivables 17,204 25,881 Expected credit losses are immaterial in relation to trade receivables; refer to note 33 for details on the creditrisk assessment. Accrued income includes portfolio management fee income for the final month, outstanding atthe consolidated statement of financial position date. 21. Cash and cash equivalentsCash and cash equivalents are distributed across a range of financial institutions with high credit ratings inaccordance with the Group's treasury policy. Cash at bank comprises current accounts which can be accessedimmediately. 22. BorrowingsDuring the year, the Group had access to a revolving credit facility ("RCF") of £15 million to support its short-termliquidity requirements. Drawings under the facility are repayable at the end of the relevant interest period, withinterest payable in arrears. The facility is subject to financial covenants, all of which were complied with duringthe year. The facility was drawn and repaid at various points during the year. As at 30 June 2026, there were nooutstanding borrowings under the RCF (2025: £nil). Interest on amounts drawn was charged at variable ratesbased on SONIA plus a margin and was recognised within finance costs in the consolidated statement ofcomprehensive income.
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As no amounts were outstanding at the reporting date, no balances have been presented as current or non-current borrowings in the consolidated statement of financial position. 23. Lease liabilitiesFinance costs and financing cash flows associated with leases are reconciled below to show the movement in thefinancial year. Cars£'000 Property£'000 Total£'000 At 1 July 2024 439 3,375 3,814Additions 52 14,204 14,256Adjustment on change of lease terms (57) 3 (54)Payments made (203) (3,016) (3,219)Finance cost of lease liabilities 15 280 295Disposal of subsidiary - (174) (174)At 30 June 2025 246 14,672 14,918Additions 27 - 27Adjustment on change of lease terms 56 48 104Payments made (152) (1,534) (1,686)Finance cost of lease liabilities 9 776 785 At 30 June 2026 186 13,962 14,148 2026£'000 2025£'000 Analysed as: Amounts falling due within one year 689 700 Amounts falling due after more than one year 13,459 14,218 Total lease liabilities 14,148 14,918 Reconciliation of lease liability to changes in cash flowsThe payments made included in the table above include lease payments of £nil (2025: £254,000) relating toleases attributable to discontinued operations up until the date of disposal. 2026£'000 2025£'000 Maturity analysis - undiscounted: Within one year 730 1,561 One to five years 9,271 10,454 More than five years 8,108 7,568 Total lease liabilities - undiscounted 18,109 19,583 The Group offers a car leasing arrangement to provide a salary sacrifice car leasing scheme for employees. Eachvehicle leased to individual employees creates a separate right-of-use asset (note 17) and lease liability measuredat present value of the remaining lease payments, discounted using the lessee's estimated incrementalborrowing rate. The Group is party to leases as lessee in relation to property agreements for the use of office space. All leases areaccounted for by recognising a right-of-use asset and a lease liability at the lease commencement date. Leaseliabilities are initially measured at the present value of the contractual payments due to the lessor over the leaseterm discounted using the Group's incremental borrowing rate. 24. Provisions Clientcompensation£'000 FSCS levy£'000 Leaseholddilapidations£'000 Otherprovisions£'000 Total£'000 At 1 July 2024 595 691 440 280 2,006Charge to the consolidated statement of comprehensiveincome 15 817 466 236 1,534Utilised during the year (275) (691) - (280) (1,246)Additions - - - 375 375Disposals - - (6) - (6) At 30 June 2025 335 817 900 611 2,663Charge/(credit) to the consolidated statement ofcomprehensive income - 409 (264) (609) (464)Utilised during the year (335) (1,084) (440) - (1,859)30 June 2026 - 142 196 2 340 2026£'000 2025 £'000 Analysed as:Amounts falling due within one year 186 1,890Amounts falling due after more than one year 154 773 Total provisions 340 2,663 24(a) Client compensationClient compensation provisions related to potential liabilities arising from client complaints against the Group.Complaints were assessed on a case-by-case basis and provisions were recognised where the relevant recognitioncriteria were met. The provision was fully utilised or released during the year and no client compensationprovision was recognised at 30 June 2026. 24(b) FSCS levy
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Following confirmation by the FSCS in July 2026 of its final industry levy for the 2026/27 scheme year, the Grouphas made a provision of £142,000 (2025: £817,000) for its estimated share that remains payable. 24(c) Leasehold dilapidationsLeasehold dilapidations relate to dilapidation provisions expected to arise on leasehold premises held by theGroup, and monies due under the contract with the assignee of leases on the Group's leased properties. Theprovision relating to the Group's previous London office was fully settled during the year. 24(d) Other provisionsOther provisions include provisions made for tax matters and on-going advice reviews, most of which werereleased during the year. 25. Deferred contingent consideration payableDeferred contingent consideration payable reflects the Directors' best estimate of amounts payable in the futurein respect of certain client relationships and subsidiary undertakings that were acquired by the Group. Deferredcontingent consideration payable is measured at its fair value based on discounted expected future cash flowsand is split between current and non-current liabilities to the extent that it is due for payment within one year ofthe reporting date. The movements in the total deferred contingent consideration payable balance during thefinancial year were as follows: 2026£'000 2025£'000 At 1 July 16,105 -Additions - 15,338Finance cost of deferred contingent consideration 580 426Fair value adjustments 556 341Payments made during the year (15,218) -At 30 June 2,023 16,105 2026£'000 2025£'000 Analysed as:Amounts falling due within one year 2,023 14,176Amounts falling due after more than one year - 1,929Total deferred contingent consideration payable 2,023 16,105 During the prior financial year, the Group completed three acquisitions of CST, Lucas Fettes and LIFT. Part of theconsideration amounts payable were deferred over one- and two-year periods with a total fair value of£15,338,000. The deferred amount is based on client attrition levels and business profitability over the deferralperiod. During the year ended 30 June 2026, £15,218,000 of payments were made (2025: nil) with fair valuelosses of £556,000 (2025: £341,000). During the year, the Group recognised a finance cost of £580,000 in respectof these liabilities (2025: £426,000). Deferred contingent consideration is classified as Level 3 within the fair value hierarchy, as defined in note 18. 26. Net deferred tax liabilitiesAn analysis of the Group's deferred assets and deferred tax liabilities is shown below: The gross movement on the deferred income tax account during the financial year was as follows: Note 2026£'000 2025£'000 At 1 July (9,163) (5,394) Credit to the consolidated statement of comprehensive income 688 1,357 Charge recognised in equity (46) (346) Reclassification 149 - Disposal of subsidiary - 964Liability on acquisition of client relationship intangible assets 15 (224) (5,744) At 30 June (8,596) (9,163) The change in deferred income tax assets during the financial year was as follows: Share-basedpayments£'000 Trading lossescarriedforward£'000 Dilapidations£'000 Acceleratedcapitalallowances£'000 Fair valuelosses£'000 Total£'000 Deferred tax assets At 1 July 2024 1,901 147 112 93 - 2,253 Disposal of subsidiary - (147) (4) 3 - (148)Credit to the consolidated statement ofcomprehensive income 2 - 117 106 - 225Charge to equity (346) - - - - (346) At 30 June 2025 1,557 - 225 202 - 1,984(Charge)/credit to the consolidatedstatement of comprehensive income (43) 41 (177) (202) - (381) Charge to equity (67) - - - - (67) Charge to other comprehensive income - - - - 21 21 Reclassification - 149 - - - 149 At 30 June 2026 1,447 190 48 - 21 1,706 The carrying amount of the deferred tax asset is reviewed at each reporting date and is only recognised to theextent that it is probable that future taxable profits of the Group will allow the asset to be recovered. There is an
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amount of unrecognised deferred tax in relation to capital losses carried forward at 30 June 2026 of £859,000(2025: £859,000). The change in deferred income tax liabilities during the financial year is as follows: Acceleratedcapitalallowances onresearch anddevelopment£'000 Intangibleassetamortisation£'000 UnrealisedFair Valuegains£'000 Capitalallowances£'000 Total£'000 Deferred tax liabilities At 1 July 2024 918 6,729 - - 7,647 Disposal of subsidiary (5) (1,106) - - (1,111) Acquisition of subsidiaries - 5,744 - - 5,744Charge/(credit) to the consolidated statement ofcomprehensive income 75 (1,208) - - (1,133) At 30 June 2025 988 10,159 - - 11,147(Credit)/charge to the consolidated statement ofcomprehensive income (322) (867) 97 23 (1,069)Measurement period adjustment - 224 - - 224 30 June 2026 666 9,516 97 23 10,302 27. Other non-current liabilities 2026£'000 2025£'000 At 1 July 1,044 587National insurance liability in respect of share option awards 266 392Liability in respect of retention payments to ex-BMI employees - 456Transfer to current liabilities (921) (391)At 30 June 389 1,044 Other non-current liabilities comprise employer's National Insurance liabilities arising on share awards grantedunder the Long-Term Incentive Scheme ("LTIS") and Long-Term Incentive Plan ("LTIP"), together with retentionpayments due to former BMI employees. The opening balance at 1 July 2025 included £456,000 relating toretention payments. During the year, an additional liability of £266,000 (2025: £392,000) was recognised inrespect of share awards expected to vest in future periods. A total of £921,000 (2025: £391,000) was reclassifiedto current liabilities relating to share awards expected to vest within the next 12 months and retention paymentsdue for settlement within the next 12 months. At 30 June 2026, the remaining non-current liability in respect ofemployer's National Insurance on LTIS and LTIP awards was £389,000 (2025: £588,000). 28. Trade and other payables 2026£'000 2025£'000 Trade payables 5,036 7,959Other taxes and social security 3,901 1,763Other payables 2,270 2,295Accruals and deferred income 17,027 19,277Total trade and other payables 28,234 31,294 Included within accruals and deferred income is an accrual of £445,000 (2025: £391,000) in respect of employer'sNational Insurance contributions arising from share option awards under the LTIS. Other payables includes thecurrent portion of the liability in respect of retention payments to ex-BMI employees. 29. Share capital and share premium accountThe movements in share capital and share premium during the financial year were as follows: Number ofshares Exercise price£ Share capital£'000 Sharepremiumaccount£'000 Total£'000 At 1 July 2024 16,472,453 165 83,135 83,300 Shares issued:• on exercise of options 699 17.70 - 16 16 • to SAYE Scheme 4,714 14.34 -19.88 - 130 130 • of consideration for business combinations 42,673 16.41 -16.61 - 706 706Shares cancelled on buybacks (464,000) - (5) - (5)At 30 June 2025 16,056,539 - 160 83,987 84,147Shares cancelled on buybacks (179,330) - (1) - (1) At 30 June 2026 15,877,209 - 159 83,987 84,146 The total number of ordinary shares issued and fully paid at 30 June 2026 was 15,877,209 (2025: 16,056,539)with a par value of 1p per share. There were no shares issued during the year (2025: £852,000 of share capital issued). On 28 January 2025, the Group announced the commencement of a share buyback programme in respect of itsshares having an aggregate value of up to £10 million. The shares were purchased in the open market and uponcancellation, the par value was transferred from the share capital to the capital redemption reserve (within otherreserves, refer to note 30).
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During the year, the programme was completed and the Group repurchased 179,330 shares for a totalconsideration of £3,030,000 (2025: 464,000 shares for a total consideration of £6,971,000). The par value of sharecapital of £1,000 (2025: £5,000) for these repurchases has transferred to the capital redemption reserve and theremaining amounts have reduced retained earnings by £3,030,000 (2025: £6,971,000). Employee Benefit TrustThe Group established an Employee Benefit Trust ("EBT") on 3 December 2010 to acquire ordinary shares in theCompany to satisfy awards under the Group's LTIS; see note 31. At 30 June 2026, the EBT held 358,953 (2025:437,374) 1p ordinary shares in the Company, acquired for a total consideration of £22,850,000 (2025:£21,650,000) with a market value of £4,477,939 at 30 June 2026 (2025: £7,457,000). These shares are classifiedas treasury shares in the consolidated statement of financial position, their cost being deducted from retainedearnings within shareholders' equity. 30. Retained earnings and other reservesThe movements in retained earnings during the financial year were as follows: 2026£'000 2025£'000 At 1 July 70,105 68,843Profit after tax 2,418 20,984Share-based payments 3,578 2,856Proceeds received on exercise of options 44 -Tax on share options (67) (346)Purchase of own shares by Employee Benefit Trust (1,201) (2,566)Share buyback (3,030) (6,971)Dividends paid (12,697) (12,695) At 30 June 59,150 70,105 Other reserves comprise the following balances: 2026£'000 2025£'000 Merger reserve 192 192Capital redemption reserve 6 5Financial assets at FVOCI reserve (64) - Total other reserves 134 197 Other reservesThe following table shows a breakdown of the statement of financial position line item 'other reserves' and themovements in these reserves during the year. A description of the nature and purpose of each reserve is providedbelow the table. Mergerreserve£'000 CapitalRedemptionreserve£'000 Financialassets atFVOCI£'000 Total otherreserves£'000 At 1 July 2024 192 - - 192Shares repurchased in the share buyback programme - 5 - 5At 30 June 2025 192 5 0 197Shares repurchased in the share buyback programme - 1 - 1Changes in the fair value of debt instruments at FVOCI - - (85) (85)Deferred tax - - 21 21 At 30 June 2026 192 6 (64) 134 30(a) Merger reserveThe merger reserve arises when the consideration and nominal value of the shares issued during a merger andthe fair value of assets transferred during the business combination differ. 30(b) Capital redemption reserveThe capital redemption reserve arises on the cancellation of shares following share buybacks when the nominalvalue of the shares cancelled is transferred from share capital. 30(c) Financial assets at FVOCI reserveThe financial assets at FVOCI reserve arises on the changes in fair value of these financial assets. The accumulatedchanges in fair value are transferred to profit or loss when the investment is derecognised or impaired. 31. Share-based incentive and benefits plansDuring the year ended 30 June 2026, the Group operated a number of share-based incentive and benefitschemes, which are described below. Company Share Option Plan ("CSOP")This plan was approved by HMRC in November 2013. The CSOP is a discretionary scheme whereby employees orDirectors are granted an option to purchase the Company's shares in the future at a price set on the date of thegrant. Since 2023, the maximum award under the terms of the scheme is a total market value of £60,000 perrecipient. The options expire 10 years from the grant date. The Company ceased making CSOP grants following the awards made in 2016. As at 30 June 2026, all options forthe CSOP schemes have vested and are able to be exercised. 3,718 awards expired during the financial year underthe CSOP schemes (2025: none). Employee Save As You Earn ("SAYE") SchemeSAYE is a voluntary participation benefit offered to all permanent employees. Under the SAYE, employees committo a three-year savings contract of between £5 and £500 a month. At the end of the savings contract, employeeshave the option to use their savings to exercise their option to buy Company shares at a discounted pricedetermined at the beginning of the savings contract or elect to have their cash savings returned. More recentannual schemes also include a savings bonus for completing the savings contract. This can be used to buy sharesor be returned in cash, as it is the equivalent of an interest consideration.
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Long-Term Incentive Plan ("LTIP")This is an equity-settled scheme approved by shareholders at the 2018 Annual General Meeting and encompassesthree components: • Deferred Bonus Plan ("DBP"):Under this plan, a proportion of discretionary annual bonus awards for MaterialRisk Takers and high earning employees is awarded as nil price share options. These awards vest in three equaltranches at 12, 24 and 36 months from date of grant. The employee is then able to exercise the award in theoption period at which point the shares would be transferred to the employee. Leaver provisions apply, wherein cases of resignation, any vested and unvested options are forfeited to the employee on leaving, andemployees leaving with good leaver status remain eligible for the awards. • LTIP awards:These are nil price share options awarded to Executive Directors and ExCo Members. Vesting ofthese awards may be contingent on specified performance measures determined at grant being met. Theseawards are subject to three-year cliff vesting and a further two-year holding period (on any options that areexercised immediately after vesting). Awards are forfeited in instances of resignation and for good leavers,the award value will be pro-rated in alignment with the proportion of the vesting period the employee served. • Exceptional Share Option Awards ("ESOA"):These are discretionary share option awards made to employeesmaking exceptional contributions to the Company. The vesting profile and any performance conditionsassociated with these awards are determined by the Company's Remuneration Committee. ESOA awards arealso used to fulfil buy-out commitments and share option awards made in relation to acquisitions made by theCompany. Valuation of awardsFull details of the awards granted during the year along with their valuation and the inputs used in the valuationare described in the tables below. Awards subject to non-market performance conditions were valued using theBlack-Scholes-Merton model, whilst awards subject to market-based performance conditions were valued using aMonte Carlo model. 2026 2025 Long-TermIncentive Plan Save As YouEarn ("SAYE") Long-TermIncentive Plan Save As YouEarn ("SAYE") Fair value £4.78-£17.09 £3.61 £12.17-£15.31 £4.27Share price at grant £16.35-£17.90 £14.40 £14.20-£18.25 £15.00Exercise price - £11.42 - £11.56Grant date Various 07/05/2026 Various 01/06/2025Vesting period 10-51 months 36 months 27-51 months 36 monthsVolatility 22.13%-35.44% 33.10%34.84%-37.71% 37.22%Annual dividend 4.73%-5.16% 5.85% 4.11%-5.70% 5.40%Risk-free rate 3.47%-3.89% 4.26% 3.99%-4.50% 3.87%Option value £16.35-£17.90 £14.40 £14.20-£18.25 £15.00 Outstanding awardsMovements in the outstanding awards including the weighted average exercise price under each of the plans isset out in the tables below. 2026 2025 Number ofoptions Weightedaverageexercise price(£) Number ofoptions Weightedaverageexercise price(£) Company Share Option PlanOutstanding at start of year 8,401 17.23 8,401 16.92Exercised (2,741) 16.31 - -Expired (3,781) 17.19 - - Outstanding at end of year 1,879 17.25 8,401 17.23Exercisable at end of year 1,879 17.25 8,401 17.23 The CSOP options outstanding at 30 June 2026 had exercise prices of £18.79 (1,879 options) and a weightedaverage remaining contractual life of 0.36 years. 2026 2025 Number ofoptions Weightedaverageexercise price(£) Number ofoptions Weightedaverageexercise price(£) Employee SAYE SchemeOutstanding at start of year 253,875 12.63 198,462 14.87Granted 65,804 11.42 175,672 11.56Forfeited (78,631) 13.37 (111,676) 14.81Exercised (7,226) 13.50 (8,583) 15.14 Outstanding at end of year 233,822 12.01 253,875 12.63Exercisable at end of year 35,951 13.78 7,650 19.88 The SAYE Plan options outstanding at 30 June 2026 totalled 233,822 and had a weighted average exercise priceof £12.01 and a weighted average remaining contractual life of 2.3 years. Exercise prices comprised £11.42(63,574 options), £11.56 (130,568 options), £14.34 (26,873 options) and £14.62 (12,807 options). Of the totaloutstanding options, 35,951 were exercisable at 30 June 2026, with a weighted average exercise price of £13.78. All share options under the LTIP schemes set out below have exercise prices of £nil. 2026Number ofshares 2025Number ofshares Long-Term Incentive Plan Outstanding at start of year 794,697 609,163 Granted 413,950 385,085Forfeited (103,635) (88,809)
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Exercised (152,118) (110,742) Outstanding at end of year 952,894 794,697 Exercisable at end of year 106,384 2,896 Long-Term Incentive Scheme Outstanding at start of year 1,144 1,144 Expired (118) - Exercised (436) - Outstanding at end of year 590 1,144 Exercisable at end of year 590 1,144 With the exception of a limited number of Good Leaver scenarios, employee eligibility for all LTIP awards issubject to continued employment. All LTIP awards are granted at the discretion of the Remuneration Committee.During the year, 413,950 (2025: 385,085) share options were granted under the LTIP. The vesting periods forthese awards range from 12 to 36 months. During the year, 103,635 (2025: 88,809) share options were forfeited.At 30 June 2026, 952,894 (2025: 794,697) LTIP share options remained outstanding, of which 106,384 (2025:2,896) were exercisable. Employee Benefit Trust ("EBT")The Company established an EBT on 3 December 2010 to acquire ordinary shares in the Company to satisfyvarious company award plans. All finance costs and administration expenses connected with the EBT are chargedto the consolidated statement of comprehensive income as they accrue. The EBT has waived its rights todividends. The number of shares held by the EBT have not yet vested unconditionally. 2026Number ofshares 2025Number ofshares Employee Benefit Trust1 July 437,374 421,938Acquired in the year 78,717 141,070Exercised (157,138) (125,634)At 30 June 358,953 437,374 32. Reconciliation of operating profit to net cash inflow from operating activities 2026£'000 2025£'000 Operating (loss)/profit before tax (1,435) 12,278 Adjustments for: Amortisation of intangible assets 8,273 7,850 Depreciation of property, plant and equipment 785 520 Depreciation of right-of-use assets 2,096 2,044 Impairment of right-of-use assets - 411 Decrease in receivables 8,677 537 (Decrease)/Increase in payables (1,106) 3,125 (Decrease)/Increase in provisions (2,323) 151 (Decrease)/increase in other non-current liabilities (665) 457 Share-based payments charge 3,125 1,379 Net cash inflow from operating activities 17,477 28,752 33. Financial risk managementThe Group has identified the financial risks arising from its activities and has established policies and proceduresas part of a formal structure for managing risk, including establishing risk lines, reporting lines, mandates andother control procedures. The structure is reviewed regularly. The Group does not use derivative financialinstruments for risk management purposes. 33(a) Liquidity riskLiquidity risk is the risk that the Group is unable to meet its payment obligations associated with its financialliabilities when they fall due. The primary objective of the Group's treasury policy is to manage short-termliquidity requirements and to ensure that the Group maintains a surplus of immediately realisable assets over itsliabilities, such that all known and potential cash obligations can be met. The table below shows the Group's undiscounted cash inflows and outflows from non-derivative financial assetsand liabilities, together with cash and bank balances available on demand. On demand£'000 Not more than3 months£'000 After 3months butnot morethan 1 year£'000 After 1 yearbut not morethan 6 years£'000 No fixedpayment date£'000 Total£'000 At 30 June 2026 Cash flows from financial assets Financial assets at fair value through OCI - - 5,142 9,734 - 14,876Financial assets at fair value through profitor loss - - - - 1,346 1,346Deferred contingent considerationreceivable - - 14,974 - - 14,974 Cash and balances at bank 10,086 - - - - 10,086 Trade receivables - 1,883 - - - 1,883 Other receivables - 587 - - - 587 10,086 2,470 20,116 9,734 1,346 43,752
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Cash flows from financial liabilities Trade payables - (5,036) - - - (5,036) Deferred contingent consideration payable - - (2,023) - - (2,023) - (5,036) (2,023) - - (7,059) Net liquidity surplus/(gap) 10,086 (2,566) 18,093 9,734 1,346 36,693 At 30 June 2025 Cash flows from financial assets Financial assets at amortised cost - 205 419 19,301 - 19,925Financial assets at fair value through profitor loss - - - - 1,095 1,095Deferred contingent considerationreceivable - - - 14,188 - 14,188 Cash and balances at bank 33,915 - - - - 33,915 Trade receivables - 832 - - - 832 Other receivables - 1,571 - - - 1,571 33,915 2,608 419 33,489 1,095 71,526 Cash flows from financial liabilities Trade payables - (7,959) - - - (7,959) Deferred contingent consideration payable - - (14,176) (1,929) - (16,105) Accruals and deferred income - (19,277) - - - (19,277)Other financial liabilities - (6,070) (544) (1,817) - (8,431) - (33,306) (14,720) (3,746) - (51,772) Net liquidity surplus/(gap) 33,915 (30,698) (14,301) 29,743 1,095 19,754 33(b) Market riskInterest rate riskThe Group is exposed to interest rate risk arising from fluctuations in market interest rates on both its cashbalances and borrowings. Surplus cash is invested in short-term deposits with maturity dates not exceeding threemonths, whilst investments in gilts are held at fixed interest rates. In addition, the Group utilised an RCF duringthe year, on which interest is charged at a variable rate linked to SONIA plus an applicable margin. Accordingly, the Group's profit before tax is affected by changes in interest rates through both interestreceivable on cash and cash equivalents and interest payable on drawings under the RCF. A 100 bps decrease inthe average monthly interest rate on cash would reduce profit before taxation by £101,000 (2025: £339,000),before taking account of any offsetting reduction in interest payable on variable-rate borrowings. A 100 bpsincrease in the average monthly interest rate would have an equal and opposite effect. Changes in the averagemonthly interest rate on the RCF would not have a material impact on profit before taxation. Foreign exchange riskThe Group does not have any material exposure to transactional foreign currency risk, and therefore no analysisof foreign exchange risk is provided. Price riskPrice risk is the risk that the fair value of the future cash flows from financial instruments will fluctuate due tochanges in market prices (other than those arising from interest rate risk or currency risk). The Group is exposedto price risk through its holdings of equity securities and other financial assets, which are measured at fair valuein the consolidated statement of financial position (note 18). A 1% fall in the value of these financial instrumentswould have the impact of reducing total comprehensive income by £13,000 (2025: £11,000). An increase of 1%would have an equal and opposite effect. 33(c) Credit riskTo reduce the risk of a counterparty default, the Group deposits its funds in approved high-quality banks. As partof the Group's strict due diligence assessment, there is a requirement for all banking counterparties to have aminimum credit rating of BBB+. The carrying amount of cash and cash equivalents exposed to credit risk at 30June 2026 was £10,086,000 (2025: £33,915,000). In line with the Group's corporate treasury policy, during the year ended 30 June 2026, the Group invested aproportion of surplus cash resources into UK GILTs, which had a carrying amount of £14,876,000 at 30 June 2026(2025: £19,925,000). These Gilts are measured at FVOCI at 30 June 2026 (2025: amortised cost), following thechange in business model described in note 4 under which the Gilts were reclassified during the year. The creditrisk severity is considered minimal due to the inherent government backing. A minimum credit ratingrequirement for Gilts as part of the Group's strategy has therefore been set at 'AA', which aligns to the currentcredit rating of UK Gilts. Trade receivables with a carrying amount of £1,883,000 (2025: £832,000) are neither past due nor impaired.Trade receivables have no external credit rating as they relate to individual clients, although the value ofinvestments held in each individual client's portfolio is always in excess of the total value of the receivable. Alltrade receivables fall due within one year (2025: one year). The deferred contingent consideration receivable is measured at fair value through profit or loss and credit risk isincorporated within its fair value, so no separate loss allowance is recognised. The maximum exposure to creditrisk is the carrying amount of £14,974,000 (2025: £14,188,000), which relates to a single counterparty. Assets exposed to credit risk recognised on the consolidated statement of financial position at 30 June 2026 and2025 is the carrying amounts as disclosed in note 18. 34. Capital managementCapital is defined as the total of share capital, share premium, retained earnings and other reserves of theCompany. Total capital at 30 June 2026 was £143,430,000 (2025: £154,449,000). Regulatory capital is derivedfrom the Group's Internal Capital Adequacy and Risk Assessment ("ICARA"), which is a requirement of theInvestment Firm Prudential Regime ("IFPR"). The ICARA draws on the Group's risk management process that isembedded within the individual businesses, function heads and Executive committees within the Group.
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The Group's objectives when managing capital are to comply with the capital requirements set by the FCA tosafeguard the Group's ability to continue as a going concern so that it can continue to provide returns forshareholders and benefits for other stakeholders, and to maintain a strong capital base to support thedevelopment of the business. The Group frequently assesses the adequacy of its own funds on a consolidated and legal entity basis. Thisincludes continuous monitoring of 'K-factor' variables, which captures the variable nature of risk involved in theGroup's business activities. A regulatory capital update is additionally provided to senior management on amonthly basis alongside a rolling 12-month regulatory capital forecast. In addition to this, the Group hasimplemented a number of 'Key Risk Indicators', which act as early warning signs with the aim of notifying seniormanagement if own funds misalign with the Group's risk appetite and internal thresholds. Capital adequacy is continuously monitored by the Group's management. The Group's 2026 ICARA will bepresented for approval in December 2026. There have been no capital requirement breaches during the financialyear. Brooks Macdonald Group plc's IFPR public disclosure is presented on our website atwww.brooksmacdonald.com. 35. Contingent liabilities and guaranteesIn the normal course of business, the Group is exposed to legal and regulatory issues, which, in the event of adispute, could develop into litigious proceedings and, in some cases, may result in contingent liabilities. Similarly,a contingent liability may arise in the event of a finding in respect of the Group's tax affairs, including theaccounting for VAT, which could result in a financial outflow from the relevant tax authorities. The Board assessesany such matters on an ongoing basis and there are no contingent liabilities as at 30 June 2026. Brooks Macdonald Asset Management Limited, a subsidiary of the Group, has an agreement with The Royal Bankof Scotland plc under which the bank guarantees settlement of CREST trades executed on behalf of clients. TheGroup holds client assets to facilitate settlement of such trading activity. 36. Related-party transactionsTransactions between the Company and its subsidiaries, which are related parties, are eliminated onconsolidation. The Company's individual financial statements include the amounts attributable to subsidiaries. Transactions with key management personnelKey management personnel are those persons having authority and responsibility for planning, directing andcontrolling the activities of the Group, directly or indirectly, including any Director (whether Executive orotherwise) of the Group. Details of the compensation paid to the Board of Directors as well as their shareholdingin the Company are disclosed in the Remuneration Committee report. Certain of the Group's key management personnel make use of the services provided by companies within theGroup. Charges for such services are made at various staff rates. All transactions were made on normal businessterms. 37. Interest in unconsolidated structured entitiesStructured entities are those entities that have been designed so that voting or similar rights are not thedominant factor in deciding who has control, such as when any voting rights relate to administrative tasks only, orwhen the relevant activities are directed by means of contractual arrangements. The Group's interests inconsolidated and unconsolidated structured entities are described below. The only consolidated structured entity is the Brooks Macdonald Group EBT, details of which are given in note 31. The Group has interests in structured entities as a result of contractual arrangements arising from themanagement of assets on behalf of its clients. These structured entities consist of unitised vehicles such as OEICs,which entitle investors to a percentage of the vehicle's net asset value. The structured entities are financed bythe purchase of units or shares by investors. As fund manager, the Group does not guarantee returns on its fundsor commit to financially support its funds. Where external finance is raised, the Group does not provide aguarantee for the repayment of any borrowings. The business activity of all structured entities in which the Grouphas an interest is the management of assets in order to maximise investment returns for investors from capitalappreciation and/or investment income. The Group earns a management fee from its structured entities based ona percentage of the entity's net asset value. The funds under management of unconsolidated structured entities within the Group's continuing operationstotal £1.043 billion (2025: £1.208 billion). Included in the revenue from continuing operations on the consolidatedstatement of comprehensive income is management fee income of £5,980,000 (2025: £6,598,000) fromunconsolidated structured entities managed by the Group. 38. Events since the end of the yearA final dividend was declared on 2 September 2026, refer to note 14 for further details. Non-IFRS financial information Non-IFRS financial information or alternative performance measures ("APMs") are used as supplementalmeasures in monitoring the performance of the Group. The adjustments applied to IFRS measures to computethe Group's APMs exclude income and expense categories, which are deemed to be outside the normal course of business operations. The Board considers the disclosed APMs to be an appropriate reflection of the Group'sunderlying performance.The Group follows a rigorous process in determining whether an adjustment should be made to present analternative performance measure compared to IFRS measures. For an adjustment to be removed from IFRS statutory profit before tax to derive underlying profit, it must be asignificant item and meet the following criteria:• It is non-recurring and outside the normal course of business operations; or • It has been incurred as a result of an acquisition, disposal or company restructure process.The Group uses the below APMs: APM Equivalent IFRS measure Definition and purpose Underlying profitbefore tax from Statutory profitbefore tax from Calculated as profit before tax from continuing operations, excluding income andexpense categories, which are deemed of a non-recurring nature. It is considered by the Board to be an appropriate reflection of the Group's performance.
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continuingoperations continuingoperations Underlying taxcharge fromcontinuing operations Statutory taxcharge fromcontinuing operations Calculated as the statutory tax charge from continuing operations, excluding thetax impact of the adjustments excluded from underlying profit.See note 12 Taxation. Underlyingearnings/ Underlying profitafter tax fromcontinuing operations Totalcomprehensive income fromcontinuingoperations Calculated as underlying profit before tax from continuing operations less theunderlying tax charge from continuing operations. See note 13 of the consolidated financial statements for a reconciliation ofunderlying profit after tax from continuing operations and total comprehensiveincome. Underlyingdiluted earnings per share fromcontinuingoperations Statutory dilutedearnings per share from continuingoperations Calculated as underlying profit after tax from continuing operations, divided bythe weighted average number of shares in issue during the financial year, including the dilutive impact of future share awards. This is a key managementincentive metric and is a measure used within the Group's remuneration schemes.See note 13 Earnings per share. This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authorityto act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this informationmay apply. For further information, please contact rns@lseg.com or visit www.rns.com. RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the informationcontained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. Forfurther information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy. END