Molten Ventures PLC

Molten Ventures plc

Annual Report

for the financial year ended 31 March 2025

REGISTRATION NUMBER: 09799594

We are a leading Venture Capital firm

investing in and developing disruptive,

high-growth technology companies.

We inject visionary companies with energy to help them transform and grow.

This energy comes in many forms — including capital, knowledge, experience and

relationships. We believe it is our role to support the entrepreneurs who will invent

the future, and that future is being built, today, in Europe.

Overview

01 Financial highlights

02 Portfolio and operational highlights

Strategic Report

06 Our business at a glance

08 Our investment case

10 Chair's introduction

11 CEO's statement

14 Market overview

16 Business model

18 Our investment process

20 Portfolio review

40 Meet our investment team

42 How we add value

44 Our strategy in action – realisations

46 Our strategy

47 Our KPIs

48 Financial review

52 Stakeholder engagement and

Section 172 statement

56 Sustainability at Molten

64 Risk management

67 Our principal risks

76 Viability statement

Governance Report

78 Governance at a glance

79 Corporate governance statement

80 Board of Directors

82 Board leadership and corporate

governance

84 Division of responsibilities

85 Role composition and evaluation

88 Nomination Committee Report

91 Sustainability Committee Report

93 Audit, Risk and Valuations

Committee Report

96 Directors’ Remuneration Report

115 Directors’ Report

118 Statement of Directors’ responsibilities

in respect of the financial statements

Financials

120 Independent Auditors’ report

127 Consolidated statement

of comprehensive income

128 Consolidated statement of financial

position

129 Consolidated statement of cash flows

130 Consolidated statement of changes

in equity

131 Notes to the consolidated financial

statements

169 Company statement of financial

position

170 Company statement of changes

in equity

171 Notes to the Company financial

statements

178 Board, management and

administration

179 Glossary

ANNUAL REPORT FY25

Contents

£1,367m

Gross Portfolio Value*

(31 March 2024: £1,379m)

Gross Portfolio net fair value

movement*

(31 March 2024: 0%)

0.6%

Admin expenses (net of fee

income and exceptional items)

(31 March 2024: 0.1%) vs the

targeted 1% of year-end NAV*

£1,236m

Net Assets

(31 March 2024: £1,251m)

£73m

Invested, in addition a further

£34m from the managed

EIS/VCT funds (31 March 2024:

£65m invested and a further

£37m from the managed

EIS/VCT funds)**

£135m

Cash proceeds from

realisations

(31 March 2024: £39m)

*The above figures contain alternative performance measures (“APMs”) – see Note 35 for reconciliation of APMs to IFRS measures.

**EIS and VCT funds are managed by Molten Ventures plc Group but are not consolidated. See accounting policies on page 132 to 142 and Glossary on page 179 to 180 for

defined terms.

671p

NAV per share*

(31 March 2024: 662p)

£89m

Consolidated Group Cash

(31 March 2024: £57m)

Molten Ventures at London Stock Exchange

£17m

Share buybacks completed

during the year, with a

further £7m post period-end

(31 March 2024: £Nil).

MOLTENVENTURES.COM 01

OVERVIEW

Financial highlights

Fair value increase

in the year

£72m Net Fair Value increase, exclusive of the

impact of FX.

Strong Core

average revenue

Average forecast revenue for 2025 of over $400m

in the Core Portfolio, including those that are

currently earning over $1bn a year in revenue.

Increased maturity

in the Core

44% of the Core Portfolio forecasting

profitability for 2025, excluding ISAR Aerospace

as a pre-revenue company.

Well funded

Core Portfolio

88% of Core Portfolio companies forecast to be

funded for at least 12 months. 71% funded for at

least 18 months or operating profitably.

Strong Core gross

margin position

Core Portfolio companies forecasting average

gross margin of 70% for 2025, excluding ISAR

Aerospace as a pre-revenue company.

Strong Emerging

growth

Top 15 revenue-generating direct emerging

companies forecasting revenue growth of 100%

for calendar year 2025.

02 ANNUAL REPORT FY25

Portfolio and operational highlights

£19m

Secondary

Total investments by type in FY25

Breakdown of £73m balance sheet investments.

£20m

Follow-on

£15m

New

£19m

Fund

investments

Molten Ventures hosts Corporate Innovation event in London.

Post period-end

• Following the year-end, we announced Molten’s delisting from Euronext Dublin. Retaining our listing on the London Stock Exchange

will streamline compliance, reduce central costs, and sharpen our operational focus. We remain deeply committed to the Irish market,

having launched the Irish Fund in 2023 in partnership with ISIF to invest in leading Irish technology companies.

• Realisations of c.£30 million received from exits in Lyst and Freetrade.

Our Sustainability Report will be published on 24 June 2025 and will be available on our website: investors.moltenventures.com/sustainability

£19m

Perkbox

Total realisations in FY25

Breakdown of £135m balance sheet realisations

£43m

M-Files

£33m

Endomag

£20m

Graphcore

£7m

Revolut

£13m

Other

£135m

Grand Total

£73m

Grand Total

MOLTENVENTURES.COM 03

OVERVIEW

04 ANNUAL REPORT FY25

Strategic

Report

Contents

Strategic Report

06 Our business at a glance

08 Our investment case

10 Chair's introduction

11 CEO's statement

14 Market overview

16 Business model

18 Our investment process

20 Portfolio review

40 Meet our investment team

42 How we add value

44 Our strategy in action – realisations

46 Our strategy

47 Our KPIs

48 Financial review

52 Stakeholder engagement and

Section 172 statement

56 Sustainability at Molten

66 Risk management

67 Our principal risks

76 Viability statement

Panel at Molten Ventures Investor Day with the Investment team.

MOLTENVENTURES.COM 05

STRATEGIC REPORT

We seek exciting opportunities...

No. of companies by sector

For further information on some of our sub-sectors, including how AI is enabled

and integrated within our portfolio, see pages 20 – 21.

No. of portfolio companies*

100

120

31-Mar-2531-Mar-2431-Mar-2331-Mar-2231-Mar-21

Core Core (indirectly managed)

Emerging Emerging (indirectly managed)

118

113

48%

14%

18%

20%

Consumer tech

Enterprise tech

Digital health

Hardware & deeptech

We invest in tech companies that see new ways for the world to work.

They’re inventors, they’re visionaries, they’re driven to push us further.

£1,367m

Gross Portfolio Value*

at 31 March 2025

£73m

Balance sheet investments

during the year

£135m

Cash proceeds from

realisations during the year

£51m

Gross Portfolio fair value

increase (net of FX impact)*

*The above figures contain alternative performance measures (“APMs”) – see Note 35 for reconciliation of APMs to IFRS measures. See the Glossary on pages 179 - 180 for

defined terms.

Across four core sectors... For more info see pages 20 to 21.

Consumer technology

New consumer-facing products, innovative business models,

and proven execution capabilities which bring exceptional

opportunities that are enabled by technology.

Hardware & Deeptech

R&D-heavy technologies that emerge to become

commercially dominant, upending industries and enabling

entirely new ways of living and doing business.

Enterprise technology

The software infrastructure, applications and services that

make enterprises more productive, cost-efficient, and

smoother to run.

Digital health

Using data, software and hardware to create new products

and services for the health and wellness market.

* As of 31-Mar-25, exposure to indirectly managed companies in the emerging portfolio no longer form part of the portfolio company count and will not be disclosed

going forward.

06 ANNUAL REPORT FY25

Our business at a glance

12%

28%

46%

throughout Europe...

Where we deploy capital

Germany

Ireland

France

USA

Rest of Europe

Graphic includes direct and indirect investments incl. via EarlyBird since the

2016 IPO.

Indicative only, not all locations are visually represented in the graphic

Providing investors with access to an actively managed

portfolio of high-potential companies

As our companies grow, we have the ability to provide follow-on capital to build our stake. As at 31 March 2025, 61% of Gross Portfolio Value

and 63% of our Net Asset Value is distributed across 17 companies, representing our Core Portfolio. By doubling down on the winners in our

portfolio, we manage the risk exposure of the portfolio and generate improved upside potential. Equally, our more flexible approach to capital

enables the companies themselves to grow over a longer period and create value for the benefit of our shareholders. When we exit companies,

cash is returned to the balance sheet and deployed in line with our balanced capital allocation policy.

What’s in a share

NAV breakdown

40%

Net other

assets/

liabilities

Cash

Core Portfolio

Emerging portfolio

Total 100%

-10*%63%

Core and emerging percentage of NAV is calculated with reference to their proportions of the Gross Portfolio Value.

Emerging portfolio

The Group continually invests in

exceptional entrepreneurial and

fast-growing tech businesses.

Core Portfolio

The companies in the portfolio

representing 61% of the Gross

Portfolio Value, which is 63% of the

NAV. Molten provides follow-

on capital, developing a more

significant stake in the business once

it has proven its business model.

Cash

When we exit from companies, the

cash generated is returned to the

balance sheet and deployed in line

with our balanced capital allocation

policy.

Net other assets and liabilities*

Other assets and liabilities of the

Group.

* To see more details on other

assets and liabilities, please see the

consolidated statement of financial

position on page 128.

MOLTENVENTURES.COM 07

STRATEGIC REPORT

Our investment case

Hardware and cabling in ICEYE satellite.

Exposure to a private

asset class via a FTSE

250 company

We provide access to the VC asset

class in a growing European market.

We have a diversified portfolio of

100+ companies actively managed

by an established portfolio team.

The top 17 comprise 61% of Gross

Portfolio Value across sectors and

stages, spanning the UK and Europe.

Capturing full

growth potential

Our evergreen balance sheet allows

Molten to take a long-term approach

to investing in and developing high-

growth technology companies across

the UK and Europe. We capture their

full growth potential by building

meaningful ownership stakes

over time.

Multiple and

growing sources of

capital to deploy

We combine multiple pools of

capital to invest in the best UK and

European technology companies.

We can deploy capital from across

investment strategies - Plc, EIS, VCT,

co-invest vehicles, FoF and strategic

partnerships.

Established track record of exits

Molten Ventures has deployed over £1.1 billion in capital,

and realised £660 million from successful exits since IPO,

thus demonstrating a strong track record of value creation for

investors.

Disciplined Capital Allocation

To deliver long-term value for our shareholders, we follow

our capital allocation policy, which outlines how the Company

intends to deploy capital resources across NAV per share

accretive opportunities.

08 ANNUAL REPORT FY25

Key

No return

/at 0x

Returns

Multiple*

% of

Invested

Capital

Return

Proceeds**

15%

†

31%

£40m

< 1x

30%£461m

3x+

Fully realised

Partially realised

Accessed via strategic relationships

with Earlybird or Seedcamp

24%£114m

1x < 3x

world

stores

This was a strong year for exits, realising £135 million which further adds to our track record of realising assets and redeploying capital into further

exciting value creation opportunities.

Returns track record 2016 IPO to 31 March 2025

A proven track record

Note: Past performance is not a reliable indicator of future performance. This graph includes larger realisations only and does not reflect certain realisations through underlying

funds and relating to the syndication of our Fund of Funds programme. No return/ 0x outcomes are recorded where there is a definitive corporate action (for example insolvency)

with sufficient certainty over the outcome for the equity holders.

* Return Multiple defined as Multiple of Invested Capital for fully realised assets or Valuation Multiple on Exit for partially realised assets.

** Return Proceeds are stated as a percentage of returns achieved to date relative to the aggregate total return of capital since IPO and relate to direct investments only

(excluding syndication).

^ Pertains to “Returns” deals only as appear in this graph and includes exits and interest payments on debt.

† Loss ratio as a percentage of invested capital is -9%, which is calculated as the realised loss over the total cash invested since IPO.

MOLTENVENTURES.COM 09 MOLTENVENTURES.COM 09

STRATEGIC REPORT

Molten is well placed to navigate

current conditions and deliver long-

term value to shareholders.

Laurence Hollingworth

Chairman

FY25 was my first full financial year as Chairman and I am pleased that we remained focused on our long-

term goals and the value creation potential of our portfolio.

Even against a backdrop of continued volatility in the macroeconomic

and Venture Capital landscape, Molten Ventures maintained its

disciplined approach to capital deployment, portfolio management

and strategic positioning.

The broader venture ecosystem continued to adjust to higher interest rates,

valuation pressure and subdued exit activity. These conditions undeniably

presented challenges, but they also reinforced the need for our selective

investment strategy and active support of portfolio companies.

While exit activity at an industry level might have been subdued,

Molten had a strong year of realisations delivering four high-value

exits through the sales of M-Files, Graphcore, Endomag and Perkbox

for an aggregate total deal value of over £1 billion, establishing Molten

as a leader in European Venture Capital exits. This, in addition to the

partial realisation of Revolut at a headline valuation of $45 billion, has

significantly enhanced our liquidity position.

The portfolio demonstrated resilience, with several companies making

material operational progress. Notably ICEYE, part of Molten’s Core

Portfolio, made significant inroads during the period - securing

satellite data agreements with NATO and Greece, earning recognition

from TIME as a top greentech company, and being selected by

NASA for Earth science research support. Meanwhile, PocDoc - for

whom Molten led a £10 million Seed round in November 2024 – is

revolutionising access to treatment for cardio, metabolic, and renal

diseases by enabling patients to use smartphone-based technology to

undertake screenings - with almost instant results.

This has been a year of thoughtful and carefully executed Board

succession planning. As previously announced, Ben Wilkinson succeeded

Martin Davis as CEO, with Andrew Zimmermann stepping into Ben’s

former role as CFO. On behalf of the Board, I want to thank Martin for his

dedicated service and valuable contributions over the years.

I would also like to extend a sincere thank you to Grahame Cook, who

has served as our Senior Independent Director and Chair of the Audit,

Risk & Valuation Committee (“ARV”) since 2016. He also stepped in as

interim Chair during Karen Slatford’s period of ill health, exemplifying

his deep commitment to the Board. We are pleased that Grahame has

agreed to stand for reappointment at the 2025 AGM for one additional

year. Following the AGM, Lara Naqushbandi will succeed him as Chair of

ARV, and Sarah Gentleman will take on the role of Senior Independent

Director. Grahame and Lara have already been working closely

this financial year to ensure a smooth and effective handover, and

Grahame’s continued guidance will be invaluable as we move into FY26.

We note the updated Financial Reporting Council (FRC) Code,

effective from 1 January 2025, and for our Company from 1 April 2025.

I am pleased to report that we anticipate full compliance with the

provisions and will report on this next year.

Over the course of the last 18 months, I have met all major active

shareholders and remain available and very open to meetings. Please

feel free to get in touch on chair@molten.vc.

Looking ahead, 2025 will be an important year for policy approvals,

with active engagement planned for FY26 on the Remuneration

Policy. While we signposted an intention to begin this engagement

during the current financial year, the Remuneration Committee

decided to postpone this exercise while Ben Wilkinson and Andrew

Zimmermann settled into new roles. We remain committed to ensuring

that stakeholder consultation is meaningful and will take place ahead

of key decisions next year. Further detail on our approach and related

governance matters can be found in the Remuneration Report.

Our corporate purpose is to advance society through technological

innovation – by identifying and empowering the best innovators and

providing them with the tools they need to transform the way the

world works. We want that future to be sustainable, fair and accessible

to all. As a reminder, our sustainability commitments and progress

are outlined in full in our separate Sustainability Report, which will be

published on our website on 24 June 2025.

The market environment remains uncertain, but we are cautiously optimistic.

The long-term case for Venture Capital – particularly in deep tech, AI

and climate-focused innovation – is compelling. Molten is well placed to

navigate current conditions and deliver long-term value to shareholders.

I would like to thank our shareholders for their continued support and

our entire team at Molten for their tenacity and hard work during a

demanding year and through continued evolution in the business. We

enter FY26 with focus, resilience and confidence in our strategic direction.

Laurence Hollingworth

Chairman

10 ANNUAL REPORT FY25

Chair’s introduction

After becoming CEO in October

2024, I led a comprehensive review

to ensure that Molten’s capital,

team, and operations are fully

aligned with the most compelling

value creation opportunities.

Ben Wilkinson

Chief Executive Officer

At Molten Ventures, our strategy is deep rooted in long-term conviction about the power and value of

European technology innovation.

Our model of investment and active management is proven over

market cycles and, while our business is influenced by macroeconomic

and geopolitical events, we are driven by consistent execution with a

focus on the areas we can control.

During the year, we leveraged our long-standing expertise to deliver

a series of successful exits, all completed at or above holding values;

continued to invest in world-class companies; and maintained strong

capital allocation discipline focused on generating shareholder value.

We have demonstrated our capacity for strategic innovation in our

approach to structure and capital pools. This is the spirit which moved

us to undertake our IPO and to develop our growing track record of

strategic secondary acquisitions, which we further built on this year

with our Connect Ventures Fund I acquisition.

In sharpening our investment focus on Series A and B, we are

reflecting our areas of greatest strength and expertise. In addition, we

look to continue building scale and enhancing shareholder value as

part of our new strategic priorities.

Performance and achievements

The year’s performance was underpinned by discipline, sustained

momentum and continuing innovation.

The overall Gross Portfolio Value is modestly down as we delivered

realisations ahead of the invested capital in the period, and the growth

in the portfolio was reduced by adverse foreign currency movements.

Despite this, the portfolio delivered an increase in fair value of

£72 million in FY25, with notable gains driven by strong performers

such as Revolut, Ledger, and Aircall. We continue to follow a consistent

valuation process that reflects growth in portfolio companies as well

as taking down the values of assets where the performance has not

delivered.

Realisations are crucial to our value delivery and FY25 was an

exceptionally productive year for Molten, with total proceeds of

£135 million, exceeding our original guidance of £100 million.

These exits delivered on average a 1.8x multiple on invested capital

and were all completed at or above holding value, validating not

only the quality of our portfolio but also the diligent approach to our

valuation methodology. They include:

• Graphcore: Acquired by SoftBank, delivering a 0.9x multiple on

invested capital.

• Perkbox: Acquired by Great Hill Partners, delivering a 1.3x

multiple.

• Endomag: Acquired by Hologic, delivering a 3.9x multiple.

• M-Files: Recapitalised through Haveli Investments, delivering a

7.4x multiple.

• Revolut (partial exit): Secondary transaction generated c.£7 million

in proceeds at a $45 billion valuation, 25% above our last

reported NAV.

These achievements significantly increased our liquidity position, a key

feature of our model, to fund the next generation of category leaders.

It also allows us to effectively follow our capital allocation approach,

which remains balanced: focusing on growing assets while delivering

shareholder returns—underpinned by a strong financial position.

Reflecting this, we commenced a share buyback programme in

August 2024, which was enlarged in January and in March 2025 to a

£30 million committed total, going significantly beyond our stated

capital allocation policy.

The year marks further stabilisation since the major market change from

the end of our FY22 onwards. It has been a challenging three years

in which we have made difficult decisions and helped our portfolio

companies to do the same. In doing so, we have demonstrated our

ability to preserve value and have come through with the portfolio in

good condition.

MOLTENVENTURES.COM 11

STRATEGIC REPORT

CEO’s statement

Strategic refocus

After becoming CEO in October 2024, I led a comprehensive review

to ensure that Molten’s capital, team, and operations are fully aligned

with the most compelling value creation opportunities. Our focus and

priorities, as announced at February’s Investor Day, are clear:

• Refocus on our core investing strength of Series A and B

investments: Where we bring differentiated deal flow, a strong

brand, and the opportunity to lead.

• Build scale and ongoing portfolio development: Facilitate

institutional co-investment alongside Molten at Series B+,

increasing our access to capital and high-quality dealflow, and

consistency of deployment. This aligns with the clear gap in

funding for growth stage companies we see across Europe.

• Maintain a disciplined Fund of Funds programme: Concentrate

future commitments on a select group of managers who provide

the best insights and opportunity across the breadth of the

European ecosystem.

• Preserve balance sheet strength: Sustain robust capital allocation,

drive realisations, and continue disciplined investment.

• Focus on narrowing share price discount to NAV: Including

through strategic share buyback programmes.

Market Environment

While the broader venture capital landscape has faced significant

headwinds – geopolitical tensions, market volatility, and pressure on

IPO and funding activity – European technology has been challenged

but also proven to be resilient.

European venture investment reached $66 billion (Source:

PitchBook) in 2024 with investors placing increased emphasis on new

technologies and capital efficiency. Europe’s core advantages – its

deep science and engineering clusters; its growing base of repeat

founders and operators – continue to strengthen.

We are experiencing one of the most significant generational shifts

in technology since the internet, with the rise of artificial intelligence.

AI is no longer a future promise; it is a technology layer that is already

reshaping every sector, from enterprise software and healthcare to

financial services and infrastructure.

For long-term investors like Molten, this transformation presents

extraordinary opportunities to back the next wave of category-

defining companies. Across our portfolio, CoachHub and Material

Exchange are embedding AI into their product offering, while

SalesAPE and Robin AI are AI native. Meanwhile, in Climate & Energy,

in order to forecast, finance, and manage massive investments in green

infrastructure, energy markets are increasingly relying on smarter,

more granular data that businesses like Sightline and Altruistiq provide.

At the same time, structural initiatives such as the Mansion House

Accord are working to unlock £50 billion of UK defined contribution

(DC) pension scheme capital into private markets including VC by

2030—a potentially significant source of growth funding. With the

UK and Europe facing a significant scale-up funding gap, enhancing

domestic institutional participation would fund our own innovation

with deeper pools of capital and enable more UK and European-

founded companies to scale at home, providing knock-on benefits for

European economies and the retirement outcomes for pension savers.

Nonetheless, market caution currently remains, with global factors

such as the US tariffs contributing to stock market volatility and slower

funding concerns. In the face of these challenges, we have remained

disciplined, concentrating capital allocation on companies with well-

identified pathways to cash generation and value creation.

Our Approach

Our platform spans primary and secondary investing and primarily

operates across three vehicles: Molten Ventures plc balance sheet,

and our managed EIS and VCT funds. This hybrid structure allows us to

combine institutional and retail capital pools, investing flexibly in a risk-

adjusted, and tax-efficient manner for the managed EIS/ VCT funds.

Prioritising Series A and B investments is a deliberate choice reflecting

both the market opportunity and where Molten is best positioned

to lead. The Series B stage, in particular, is where the risk-reward of

commercial traction to upside is most compelling—it aligns with a gap

to capital in the market that our experience and scale are uniquely

equipped to address.

While we are a generalist tech investor, this should not mask the depth

of our specialist expertise. Each member of our investment team

contributes deep domain understanding and, by investing across

interlocking technology themes, we build insight into the intersection

of product sales and customer buying behaviours. Our scale as a

generalist meanwhile affords us both deep domain expertise within

each team and a breadth of sub-sector exposure that surpasses many

specialist funds.

Molten finances some of the enabling technologies that powers

advancement across whole industries: SimScale’s AI-driven simulation

is redefining aerospace design, while HiveMQ’s messaging platform

moves IoT data swiftly and reliably. Across fintech, climate, quantum,

space and digital health, our thesis remains constant — to back the

infrastructure of innovation by investing in the software foundations of

entire sectors: Thought Machine is rebuilding core banking; Riverlane

is crafting the operating system for quantum computing; whilst Ledger

safeguards the blockchain economy.

Investments and portfolio development remain central to our ongoing

value creation. We are focused on both core and emerging portfolio

development to ensure a strong, broad, and consistent pipeline of

growth and realisations.

Embedded alongside this, our expertise in Secondary investments is

a core pillar of our strategy, enabling us to acquire later-stage high

quality portfolios with strong value-creation potential. A standout

example this year was our acquisition of a 97% stake in Connect

Ventures’ Fund I, a 2012 Vintage Fund containing a portfolio of eight

minority positions in businesses across Europe.

12 ANNUAL REPORT FY25

CEO’s statement

continued

Our portfolio

Across our portfolio, we continue to see compelling investment

opportunities and have made investments into Renew Risk, Sightline

Climate, Deciphex, PocDoc, Concretene, One Data, and FintechOS.

Our core portfolio represents approximately 61% of our Gross

Portfolio Value. These are increasingly mature businesses which have

achieved significant levels of recognition and success.

The emerging portfolio meanwhile is the engine room of the future

core. £302 million of its value comes from companies in which we have

invested directly, the remainder from fund investments (including

via the seed Fund of Funds programme, Earlybird, and secondaries),

demonstrating our range of access across Europe to opportunities

from many different sources.

Opportunities

We are building structures designed to enable institutional co-

investment, amplifying our impact while maintaining a high-conviction

portfolio. Additional capital through these structures, along with our

managed EIS and VCT funds, help support our ability to access high-

quality deal flow and consistent deployment in later-stage deals.

Our Fund of Funds platform remains strategically important, but

is becoming a smaller component part of our activities, whilst still

providing critical insights into the ecosystem and access to market data

and future deal opportunities in Europe’s seed ecosystem.

Looking ahead

We have started FY26 with good momentum, with a combined

c.£30 million of proceeds from Lyst and Freetrade exits, and are

making good progress in pursuit of all strategic priorities articulated in

February 2025:

• The Molten team has been strengthened with the addition of a

new Investment Manager and further Associate to the Investment

Team and the appointment of a Chief People Officer.

• We are investing selectively into compelling new companies and

to the development of the core and emerging portfolio. This

includes four investments so far in FY26 including Hilo’s (formerly

Aktiia) $42 million Series B.

• We are supporting shareholder returns through our ongoing share

buyback programme, with £24 million returned to date from the

currently committed £30 million total;

• Our focus on cost control and simplification continues, including

with the Euronext Dublin delisting last month and a more

concentrated Fund of Funds programme; and

• We will provide further updates in relation to co-investment

structures as the year progresses, including in respect of our

proposed Molten East strategy.

As detailed above, the share price discount to our NAV has

been heavily influenced by external economic and geopolitical

developments, and remains an area of acute focus. We are

concentrating on execution and influencing what we are able to

control. We are confident in our ability to make meaningful progress

despite external impacts.

highly experienced team with unrivalled reach across Europe’s tech

landscape, Molten Ventures is ideally positioned to invest through

market cycles and deliver value to our shareholders.

Ben Wilkinson

Chief Executive Officer

MOLTENVENTURES.COM 13

STRATEGIC REPORT

About Venture Capital

VC provides the support and resources that

early-stage, high-potential companies need

to grow. These companies often operate in

high-impact sectors, such as fintech, climate tech,

health care and technology including AI and

Internet of Things (“IoT”).

Venture Capital doesn’t just provide funding, it also helps bridge the

gap between breakthrough ideas and the marketplace by delivering

expertise, mentorship and access to critical networks, accelerating

innovation and translating ideas into impactful businesses. The UK alone

has around 9,100 VC-backed companies, employing, approximately,

378,000 individuals demonstrating VC’s substantial contribution to the

real-world economy and technological advancement.

The venture model embraces a high-risk, high-reward dynamic,

seeking outsized returns from a smaller number of standout portfolio

companies that become breakout successes. This approach has

been instrumental in shaping leading innovation hubs worldwide.

VC-backed firms have scaled into global leaders, with Revolut being a

recent example, having achieved a $45 billion valuation and becoming

Europe’s most valuable tech company. Governments increasingly

recognise the importance of the VC sector, with the Mansion House

Accord aiming to unlock £50 billion of Defined Contribution Pension

capital, in investment toward private companies and Venture Capital.

These interventions aim to cultivate dynamic startup ecosystems and

boost national competitiveness, aligning with our investment focus on

companies that have proven traction and are looking to scale.

Venture Capital performance

In terms of investment performance, VC has performed well against

traditional asset classes. A ten-year analysis of UK VC funds revealed an

annualised internal rate of return (IRR) of roughly 11%, outperforming

the FTSE All-Share which posted 5.3% over the same timeframe. While

VC returns can experience volatility and reduced liquidity relative

to other asset classes, they provide high return potential due to

early exposure to transformative companies. VC offers further asset

diversification opportunities for institutional investors, such as pension

funds and university endowments.

Macro-environment

Geopolitical tensions, notably the global tariffs imposed by the US,

impacted global markets and increased the US–China trade war and

technology rivalry. In the near term, these tariffs are somewhat limited

to specific segments. Molten’s portfolio, which includes investments

in sectors such as healthcare, climate, and fintech, is largely focused

in areas that are currently insulated from direct tariff effect on goods.

There is a second-order effect with the geopolitical rift leading to

broader investment barriers and caution, with this expected to impact

on the IPO market.

With inflation now easing across many regions, we have observed

central banks reducing interest rates, and expect to see growth and risk

assets, such as VC, becoming more attractive to investors as the cost of

capital reduces from the highs of 2023 and early 2024.

2024 VC market activity and

sector exposure

The year 2024 marked a tentative recovery for VC markets following

the contraction of the previous two years. Global venture funding

reached $368 billion, a modest 5% increase from 2023. However,

deal count fell 18% to around 35,500, reflecting greater selectivity.

This trend saw investors focusing capital on fewer but higher-quality

companies, with late-stage deals particularly driving the rebound.

European VC mirrored this pattern. Total funding dropped slightly to

$66 billion in 2024 from $68 billion the previous year, still significantly

below the $125 billion peak in 2021. The UK and Ireland remained

Europe’s top market, accounting for $22 billion of EU VC deal values,

followed by France, then the DACH region.

AI dominated venture deal flow in the UK and Europe, with AI

investment in Europe topping $16 billion. This surge includes both

foundational and applied AI, encompassing companies in autonomous

driving, defence and enterprise software.

Sustainability also continued to be a key European investment

theme. We expect this focus to continue to grow, to build solutions

to combat the climate crisis and navigate the shifting regulatory and

investment landscape. According to the State of European Tech 2024

report, around 20% of Venture Capital in Europe went to climate

and sustainability-focused startups, outpacing the US share and

underlining Europe’s deep commitment to green innovation. From

clean energy and agri-tech to electric vehicles and carbon capture,

this focus adds resilience to Europe’s startup ecosystem by distributing

funding across a diverse set of real-world problems.

After a challenging period for the IPO market, there are signs that we

may also see a recovery in tech listings over the next 24-36 months

with several late stage European tech companies having signalled their

intentions to go public when more favourable conditions return and

subject to recent uncertainty by the US trade tariffs.

Forward-looking

Structural shifts in capital allocation decisions of investors continue.

Non-traditional investors, including corporate VCs and sovereign

wealth funds, some of which previously pulled back from the market

over 2023/24 are increasingly re-engaging with venture. The EU is

also working to relax Solvency II rules, along with the Mansion House

Accord in the UK to allow insurers and defined contribution pension

funds to allocate more capital to private equity and venture capital.

There has been an increase in evergreen funds with open-ended

structures that are not constrained by the typical investment horizons

of traditional time-limited closed-ended funds.

AI will remain the defining theme across companies and technology

sub sectors in 2025 and beyond. AI continues to attract substantial

interest across industries, with a significant proportion of global

VC funding already invested. Deeptech fields like chip design,

quantum computing and space tech are likely to attract more

attention, especially those that demonstrate dual-use technologies

which captures defence, amid geopolitical pushes for technological

sovereignty.

14 ANNUAL REPORT FY25

Market overview

Molten positioning

In this context, Molten remains well-positioned to access meaningful

opportunities for innovation and outsized returns. As a publicly listed

VC firm with an evergreen capital model, it invests across cycles,

providing vintage diversification. Its investment mandate enables it

to capitalise on opportunities within primary and secondary markets,

providing exposure to a mix of nearer and longer-term liquidity

events and market pricing dynamics. In FY25, Molten deployed

£73 million, including the secondary acquisition of Connect Ventures

Fund I. Molten achieved £135 million in exits in FY25, making Molten

one of the leading VC firms in Europe by exits.

Molten can follow winners and concentrate capital where

conviction is highest. The evergreen model also means it can

hold onto outperformers longer than a typical VC fund, whilst

the presence on public markets gives investors access to private

high-growth tech startups. Molten continues to drive realisations

to deliver liquidity, reinvest capital and focus on how it can narrow

the discount between its share price and NAV. With strategic focus

in areas such as AI, fintech, healthcare, and sustainability, and

the ability to hold and grow its winners, Molten stands ready to

capitalise on Europe’s next wave of innovation-driven growth.

2,000

4,000

6,000

8,000

10,000

12,000

2024202320222021202020192018201720162015

$0–2M $2–10M $10–20M $20–50M $50–100M $100–250M $250M+

120

150

2024202320222021202020192018201720162015

$0–2M $2–10M $10–20M $20–50M $50–100M $100–250M $250M+

2,000

4,000

6,000

8,000

10,000

12,000

2024202320222021202020192018201720162015

$0–2M $2–10M $10–20M $20–50M $50–100M $100–250M $250M+

120

150

2024202320222021202020192018201720162015

$0–2M $2–10M $10–20M $20–50M $50–100M $100–250M $250M+

Europe Deals by Round Size ($bns)

Europe Deals Count

MOLTENVENTURES.COM 15

STRATEGIC REPORT

We back businesses with the capital, expertise and networks to fuel their growth.

Our brand, people, networks and Fund of Funds programme offer a large pipeline

of promising private technology companies from across Europe.

Business model

Invest in European tech start ups

Deliver returns & recycle capital

Invest

Pools of

Capital

PLC, EIS, VCT

third-party capital

Direct

FoF

Secondaries

We draw on multiple sources of capital

for investment, supporting our access to

the best deals. Alongside the money we

invest from our balance sheet, we manage

capital for private investors looking to

invest in tax-efficient ways including

through our managed EIS and VCT funds.

We invest directly in new companies

and follow-on with some of our existing

portfolio. We also look to access

exceptional secondary investments at

attractive valuations from time-to-time,

by acquiring investments held by other

investors and founders.

We support growth through both

financial and non-financial activities. See

pages 42 to 43 to find out more about

how we support our portfolio through

portfolio development and active

management.

As a part of our portfolio support, we work

to ensure our companies are ready for

the road to exit at the right moment. See

pages 42 and 44 to find out more about

how we support our portfolio.

16 ANNUAL REPORT FY25

Grow and scale through support & active management to exit

Grow Realise

Portfolio development

Active management

Follow-ons

Trade sale

Buy-out

IPO

We draw on multiple sources of capital

for investment, supporting our access to

the best deals. Alongside the money we

invest from our balance sheet, we manage

capital for private investors looking to

invest in tax-efficient ways including

through our managed EIS and VCT funds.

We invest directly in new companies

and follow-on with some of our existing

portfolio. We also look to access

exceptional secondary investments at

attractive valuations from time-to-time,

by acquiring investments held by other

investors and founders.

We support growth through both

financial and non-financial activities. See

pages 42 to 43 to find out more about

how we support our portfolio through

portfolio development and active

management.

As a part of our portfolio support, we work

to ensure our companies are ready for

the road to exit at the right moment. See

pages 42 and 44 to find out more about

how we support our portfolio.

to the balance sheet

MOLTENVENTURES.COM 17

STRATEGIC REPORT

Integration of sustainability in our investment strategy

We are committed to responsible investing through the life cycle of our investments, from pre-screening to exit. We believe that

sustainability integration across our portfolio is paramount and enables us to fulfil our broader corporate purpose: to advance society

through technological innovation. All prospective portfolio companies in which we consider making a direct investment are, initially,

screened against our Exclusion List and, thereafter, assessed as part of our sustainability due diligence process before a final decision is

taken on the investment.

See page 27 of our Sustainability Report to be published on our website on 24 June 2025.

Our investment criteria

Molten and its wider Group aims to seek

out high-growth companies originating

from across Europe, which:

• operate in new markets with the

potential for strong cross-border or

global expansion;

• have the potential to address large

new markets or disrupt major existing

ones, utilising disruptive technology to

achieve this;

• have competitive barriers to entry to

encourage strong margins and capital

efficient business models;

• have the potential to be global sector

leaders;

• are run by impressive entrepreneurs

who have the ability to build world-

class management teams;

• are backed by strong syndicates of

investors to reduce financing risk in

future rounds;

• will be attractive candidates for

acquisition by large corporations,

private equity or public ownership by

institutions by way of an IPO;

• believe in sustainable growth

which has a positive social and/or

environmental impact; and

• have the potential to generate

multiples on invested capital for

investors.

Exit

(Trade sale,

buy-out, IPO)

We support

growth

through

active

management

and portfolio

development.

We invest

in new

companies

and follow-on

with some of

our existing

portfolio.

We meet,

closely track,

and screen

thousands of

opportunities

per year.

Thousands

of companies

raising in Europe

Secondary market

access

Fund of funds

18 ANNUAL REPORT FY25

Our investment process

Our investment stages

We invest in high-growth private technology companies in the UK and Europe. We back businesses with

the capital, expertise and networks to fuel their growth. Investing in growth-stage companies is our core

business, with access to seed stages via our Fund of Funds programme.

Seed

Stage

Early Stage

Series A

Growth Stage

Series B & C+

Late

stage

Pre-IPO/

Exit Stage

Third-party capital strategy

VCT

EIS

Plc

Fund of Funds

Deal governance

Investment Team meetings

Weekly and monthly meetings and quarterly workshops

to (i) establish and track strategy around high priority deals

and (ii) review, discuss and plan the delivery of Molten’s

investment strategy.

Dealflow

Deals reviewed in the weekly dealflow meeting.

Investment Committee review and approval process takes

place if a company moves onto the next stage (and Board

process if required).

Investment Team

Our Investment Team boasts extensive cross-sector

expertise. Many have been founders themselves, adept

at guiding companies through international expansion,

customer acquisition, hiring, funding rounds, exits

and IPOs.

Venture Operations Team

Our Venture Operations Team handles investments,

evaluations, and post-investment portfolio engagement

supported by other operations teams within the business.

MOLTENVENTURES.COM 19

STRATEGIC REPORT

Consumer technology

Consumer-facing services and products, innovative

business models, and proven execution capabilities that

bring exceptional opportunities enabled by technology.

Enterprise technology

The software infrastructure, applications and services

that make enterprises more productive, cost-efficient,

and smoother to run.

Hardware & Deeptech

R&D-heavy technologies, which emerge to become

commercially dominant, upending industries and

enabling entirely new ways of living and doing business.

Digital health

Using data, software and hardware to create new

products and services for the health and

wellness market.

Molten remains well-diversified across our four key sectors of investments

which capture technology sub-sector themes such as fintech, climate

and cybersecurity & data privacy, with the use of AI being enabled and

integrated within our portfolio.

Fintech

Space

Crypto &

blockchain

Cybersecurity

& data privacy

Molten investment

sub-sectors:

Quantum

Climate

Indicative only, not all portfolio companies are visually represented

in the graphic. For details of our portfolio, please see our website at

investors.moltenventures.com/investor-relations/plc/portfolio.

Health tech

20 ANNUAL REPORT FY25

Portfolio review

AI native

AI enhanced

MOLTENVENTURES.COM 21

STRATEGIC REPORT

£25m

£39.2m

£24.2m

£24.9m

£11.9m

£11.3m

£19.8m

£29.0m

£22.3m

£20.4m

£50m

£25m£50m£75m£100m£125m£150m

£157.1m

£86.9m

£71.8m

£70.1m

£75.6m

£59.4m

£70.7m

£43.2m

Gross Portfolio Value

£1,367m

Gross Portfolio Value at 31 March 2025*

£135m

Cash received from realisations during the year

£73m

Cash invested during the year

£51m

Gross Portfolio fair value movement during the year*

* The above figures contain alternative performance measures (“APMs”) –

see Note 35 for a reconciliation of APMs to IFRS measures.

Core Portfolio breakdown

Both sides of the fan graph have different axis

22 ANNUAL REPORT FY25

Portfolio review continued

£20m

£40m

£30m

£10m

£157.1m

£86.9m

£71.8m

£70.1m

£75.6m

£59.4m

£70.7m

£43.2m

£50m

£25m£50m£75m£100m£125m£150m

£39.2m

£24.9m

£24.2m

£11.9m

£11.3m

£20.4m

£29.0m

£22.3m

£19.8m

FY25 Fair Value

Fair value as at 31 March 2024

Investments

Realisations

Fair Value increase

Fair Value decrease

*Remaining portfolio and co-invest –

not to scale

Both sides of the fan graph have different axis

MOLTENVENTURES.COM 23

STRATEGIC REPORT

Disciplined portfolio management remains a key differentiator at Molten. This is

seen across our investment strategy and the investment process as a whole. During

the year, we deployed a total of £73 million including into new investments, like

Deciphex and One Data, follow-ons in our existing portfolio, underlining our

commitment to the likes of BeZero and SimScale, as well as into our acquisition of

Connect Ventures Fund I.

Portfolio valuations

The Gross Portfolio Value as at 31 March 2025 is £1,367 million, a

decrease of £12 million (1% decrease), net of investments, realisations

and total fair value movement, from the 31 March 2024 value of

£1,379 million.

The £12 million decrease from prior year Gross Portfolio Value is

the net impact of £135 million realisations offset by investments of

£73 million, £72 million in fair value growth and £22 million in adverse

foreign exchange movements.

Our portfolio valuations process continues to follow the IPEV

Guidelines and factors in the market movements in the period; we

have seen movements in some of our key assets to reflect public

market comparatives and increased prices in recent funding rounds.

We continue to see overall revenue growth in our portfolio companies

with forecast average revenue growth in the Core Portfolio of 36%

(2025) and year-on-year growth of 45% (2024), reflecting the ongoing

innovation and digital transition continuing across sectors. The Core

Portfolio is made up of 17 companies representing 61% of the Gross

Portfolio Value. The Core Portfolio constituents have been updated to

reflect the realisations in the period of M-Files, Graphcore, Perkbox

and Endomag. Freetrade is part of the core at 31 March 2025 and was

sold after the year end.

Our activities in the year

Activities in the year includes investments from the Plc balance sheet which are either over £1 million or into Core Portfolio Companies.

Q2 Q3

New investments Follow-on investments

2024

2025

Secondary

24 ANNUAL REPORT FY25

Portfolio review continued

New companies

Key

Consumer technology Enterprise technology Hardware & deeptech Digital health

Stage

Early – Series A Growth – Series B & C+

Company and sector Stage What they do Why we’re excited about them

Growth

Deciphex digitises pathology

workflows using AI to boost

efficiency and turnaround times in

research and clinical diagnostics.

It combines image management,

a global pathologist network, and

decision support tools.

With top pharma clients, strong

clinical growth and expanding

international labs, Deciphex is

scaling rapidly. Their AI platform

and 200-strong pathologist network

unlock efficiency in a supply-

constrained market.

Growth

OneData helps enterprises

create trusted, governed data

products for internal and external

consumption. Its platform

transforms scattered datasets

into reusable, compliant and

high-value data assets.

OneData is positioning itself to be a

key player in the fast-growing data

products category, with multiple

blue-chip and high-ARR customers.

Data products and consistent data

management is a requirement to

properly implement generative and

agentic AI within companies.

Early

SalesAPE builds AI-powered sales

reps for SMEs, automating lead

engagement and qualification

using trained conversational

agents tailored to industry and

client workflows.

The company is scaling rapidly

with strong product-market fit,

a promising SME sales model

and solid metrics. Recent traction

and team upgrades underpin

confidence.

Early

Sightline is a market intelligence

platform for the climate economy,

offering insights, analytics and

data tracking for emerging clean

technologies and transition

markets.

Strong customer momentum,

proven demand from corporates

and investors, and trusted roots

in its CTVC newsletter, Sightline

is positioned to become the

reference point in climate

intelligence.

Early

RenewRisk develops CAT risk

models for renewable energy,

starting with offshore wind,

helping insurers, banks and

developers quantify and price

complex, emerging risks.

RenewRisk is filling a major market

gap. A strong pipeline and high

gross-margin software model give

confidence in rapid growth.

Early

Modo provides data, forecasting

and benchmarking tools for grid-

scale battery storage operators and

investors, enabling more informed

decisions across the energy

value chain.

Modo is demonstrating strong

revenue growth, expanding

internationally and adding new

forecasting tools. The team is

building toward becoming the

system of record for energy

asset data.

MOLTENVENTURES.COM 25

STRATEGIC REPORT

Follow-on

Key

Consumer technology Enterprise technology Hardware & deeptech Digital health

Stage

Early – Series A Growth – Series B & C+

Company Stage What they do Why we’re excited about them

Growth

HiveMQ offers an enterprise-

grade MQTT platform to securely

stream data from IoT devices to

the cloud. Its scalable, reliable

software supports applications in

industrial, automotive and logistics

sectors.

HiveMQ powers mission-critical

systems for clients, such as BMW.

With strong ARR growth, high

margins and expanding US

revenue, it is positioning itself

to be a key player in the IoT data

economy.

Growth

Schüttflix is a construction logistics

marketplace enabling material

sourcing, transport and now

waste recycling for the European

building industry.

The pivot to circular economy

services and the acquisition of

HIK makes the business more

sustainable and scalable for growth.

This comes at an exciting time for

the German infrastructure market

due to recent legislative changes.

Growth

Manna is one of the leading drone

delivery operators globally. The

company’s full stack approach

has allowed them to build a fully

automated last mile delivery that

services towns and suburbs in a

faster, safer, cheaper and more

eco-friendly way.

They have a proven track record

with strong unit economics at their

live hubs in Dublin and Helsinki.

This year the company have signed

major commercial agreements with

Doordash, Just Eat and Deliveroo

and are poised to scale significantly

in the coming year.

Growth

&Open is a SaaS – enabled gifting

platform for the corporate market.

As businesses increasingly look

for ways to build and nurture

relationships, &Open allow

teams to engage customers,

employees, partners and wider

stakeholders with meaningful

and personalised touchpoints in

a scalable, measurable and more

sustainable way.

&Open has continued to build out

its enterprise platform with key

integrations across the enterprise

tech stack, in particular CRM

systems and marketing tools, as

well as introducing a self-service

marketplace supporting more

automated experience and

positioning the company well for

continued scalable growth.

Growth

Makers trains career-switchers

to become software developers

through immersive bootcamps

and apprenticeships. Their alumni

deliver strong performance and

diversity benefits to employers.

Makers has landed major clients

such as Deloitte and the Civil

Service, improved operational

execution and maintained top-tier

training outcomes – supporting

strong revenue growth.

26 ANNUAL REPORT FY25

Portfolio review continued

Follow-on

We have built a strong seed Fund of Funds programme since 2017—now 79 funds, having received a final distribution from one of

the funds during the year. Going forwards, we will likely narrow that list to our strongest relationships for the next phase. Molten’s

commitments to new and existing seed funds at 31 March 2025 are £133 million. £98 million of this has been drawn to year end, £14 million

of which during the year (excluding external LPs within our Fund of Funds programme). It is anticipated that the remaining £35 million will

be drawn over the next three to five years. During this period, funds managed by Earlybird drew down £5 million.

Fund investments

Realisations

Total cash proceeds from realisation and distribution during the year are £135 million, including significant realisations from M-Files,

Endomag, Perkbox, Graphcore. For further details on key realisations from the year, please see page 45. Included within the realisations

figure are the proceeds from a secondary transaction in Revolut at a headline value of $45 billion as part of their company-led secondary.

Post year end, we have received cash from realisations of c.£30 million relating to the realisations of Lyst and Freetrade.

Secondaries

Molten acquired 97% of the Connect Ventures Fund I for £19 million. Connect Ventures Fund I is a 2012 vintage fund containing a portfolio

of eight minority positions in businesses across Europe. Of these eight assets, c.85% of the value is driven by Typeform, a platform for

forms and surveys, and Soldo, a payment and spend automation platform.

Molten has previously acquired secondary positions in Seedcamp Funds I, II & III, Earlybird DWES Funds IV and Earlybird Digital East Fund

I. Molten’s secondary strategy leverages its network in the venture capital market to provide liquidity to later life funds, with a focus on

acquiring portfolios of high-quality assets with nearer-term realisation opportunities.

Company Stage What they do Why we’re excited about them

Growth

BeZero Carbon is a research and

technology company focused

on developing information

infrastructure for ecosystem

markets. It provides independent

assessments of carbon offset

projects, helping market

participants assess quality and risk.

We participated in BeZero’s

$32 million Series C to expand

into compliance markets and

invest in automation and AI. With

100+ clients and broad platform

integration, it’s becoming the

reference standard for carbon

credit quality.

Growth

SettleMint offers a low-code

blockchain development

platform, integrating with major

protocols such as Ethereum,

Hyperledger, and Hedera

to support enterprise-grade

applications.

SettleMint has matured into a

significant player in enterprise

blockchain. A refined client

base, strategic integrations and

increasing enterprise demand

position it for meaningful

commercial expansion.

Growth

SimScale delivers cloud-native

engineering simulation tools,

making high-performance

simulation accessible to engineers

globally.

With >500k users and strong

expansion in strategic accounts,

SimScale is operating in a large,

sticky market with growing ARR

and margins.

MOLTENVENTURES.COM 27

STRATEGIC REPORT

Gross Portfolio Value progression

£’m

TotalDecreaseIncrease

1,000

1,100

1,200

1,300

1,400

1,500

31 March 25Currency

Movement

Decrease

in Fair Value

Increase

in Fair Value

RealisedInvested31 March 24

£1,379m

£73m

£1,367m

(£135m)

£180m

(£22m)

(£108m)

Gross Portfolio Value breakdown

EmergingCore

Fund Investments

£302m

£226m

£838m

£1,367m

Core Portfolio fair value split by sector

Consumer Technology

Enterprise Technology

Hardware and Deeptech

£189m

£161m

£488 m

£838m

Emerging portfolio fair value split by sector

Consumer Technology

Enterprise Technology

Digital Health

Hardware and Deeptech

£56m

£66m

£141m

£39m

£302m

The Gross Portfolio Value progression represents the cash invested and realised during the year, along with the fair value increase and reductions

which net to a gross fair value movement of £72 million, excluding the foreign exchange reduction on the portfolio.

Our Gross Portfolio Value can be broken down by our Core, which makes up 61% of the fair value, our direct emerging portfolio and fund

investments. Our Core and emerging portfolio are diversified across our target sectors.

28 ANNUAL REPORT FY25

Portfolio review continued

Core Portfolio average revenues

Graph showing average revenue growth of our Core Portfolio,

excludes ISAR Aerospace as a pre-revenue company

$0m

$100m

$200m

$300m

$400m

$500m

2025 (F)2024 (A)2023 (A)

$214m

$309m

$422m

36%

45%

Top 15 revenue-generating emerging assets

Graph showing average revenue growth of our top 15

revenue-generating emerging assets.

2025 (F)2024 (A)

$7m

$18m

$16m

$14m

$12m

$10m

$8m

$6m

$4m

$2m

$0m

$15m

100%

70 %

Average forecast gross margin for the Core

Portfolio in 2025, excluding ISAR Aerospace as a

pre-revenue company.

44 %

Percentage of Core companies forecasting

profitability for 2025, , excluding ISAR Aerospace

as a pre-revenue company.

11 years

Average age of Core Portfolio company

5 years

Average age of Core Portfolio investment

The Core Portfolio companies are forecasting average revenue growth

of 36% between 2024 and 2025, having reported revenue growth of

45% between 2023 and 2024.

Our top 15 revenue-generating assets within the emerging portfolio

are forecasting 100% growth for 2025.

Our Core portfolio have been held for an average of 5 years and have been in existence for an average of 11 years. They are increasingly mature

businesses which have achieved significant levels of recognition and success.

(A) = actual and (F) = forecast

MOLTENVENTURES.COM 29

STRATEGIC REPORT

The Molten Ventures Core Portfolio is made up of 17 companies representing

61% of the Gross Portfolio Value.

Note – narrative updates based on publicly available information from the Core Portfolio companies.

Aircall is a cloud-based communications

platform designed for modern businesses

and trusted by over 20,000 businesses

worldwide, Aircall empowers teams

to deliver smarter, more personalised

experiences. It offers a unified solution for

voice, SMS, WhatsApp and social media

channels, integrating seamlessly with over

100 business applications.

Updates from the year

In April 2024, Aircall expanded its AI

features to support French, German and

Spanish languages, enabling small- and

medium-sized businesses (SMBs) to

leverage call summaries, key topics and

talk-to-listen ratios to enhance customer

interactions and team performance.

The company has introduced a number

of new service-lines during the year,

including Aircall Workspace in October

2024, a dynamic and intelligent hub

designed to streamline customer

communication and agent collaboration.

In March 2025 it launched AI Voice Agent,

an intelligent virtual assistant that ensures

businesses never miss a call.

Why are we excited about them?

The telephony market has evolved and

with the introduction of VOIP (Voice Over

Internet Protocol) Aircall drives value to its

customers through actionable analytics,

sentiment analysis and now AI applications.

Its early adoption into the call centre market

positions it as a pioneer in the space having

deep longstanding customer relationships

and expansion potential. Founded in

2014, Aircall moved from six-month

hyper-growth in 2016 to a world leading

all-in-one customer communication and

intelligence platform. Throughout the

years, it has scaled headcount, offices

(NYC, London, Sydney, Madrid, Berlin, San

Francisco), and funding (Series D) while

surpassing $175 million ARR in 2025 and

weaving AI into its core products.

Aircall has been valued using the market

comparables approach.

Location:

Paris,

France

Sector:

Enterprise

Technology

Invested:

£14m

Fair Value:

£71m

UN Sustainable Development Goals Mapping:

Location:

Helsinki,

Finland

Sector:

Enterprise

Technology

Invested:

£5m

Fair Value:

£72m

UN Sustainable Development Goals Mapping:

Aiven is an AI-ready open source

data platform that simplifies the

deployment and management of

cloud data infrastructure. It offers fully

managed services for streaming, storing

and serving data across major cloud

providers.

Updates from the year

September 2024 saw the introduction of

tiered storage for Aiven for ClickHouse®,

enabling cost-effective data retention. In

October 2024, Aiven achieved the AWS

Retail Competency and hosted an AWS

Immersion Day, empowering businesses

with real-time data insights for better

customer experiences. February 2025

brought multi-version connector support

for Apache Kafka®, allowing users to pin

specific connector versions for increased

flexibility and control. March 2025 saw

the launch of Diskless Kafka, a feature

that replicates topics directly in object

storage, reducing total cost of ownership

and enabling instant autoscaling and

efficient geo-replication.

In April 2025, Aiven won the 2025 Google

Cloud Partner of the Year Award in

Databases Category.

Why are we excited about them?

The global public cloud services

market is projected to grow by 21.5% in

2025 (source: Gartner, 2024), reaching

$723 billion. Aiven is positioned well to

capitalise on this growth, as enterprises

increasingly adopt hybrid and multicloud

strategies. What’s more, according to IDC

research, Aiven’s data cloud solutions

offer a 340% three-year return on

investment, driven by enhanced team

efficiency, reduced infrastructure costs

and improved scalability.

Aiven is an investment held via Earlybird

and has been valued on a look-through

basis using the market comparables

approach.

30 ANNUAL REPORT FY25

Portfolio review continued

FintechOS is a global leader in high

productivity fintech infrastructure (HPFI)

and aims to simplify and accelerate the

launch and service of innovative financial

products for major banks and insurance

companies. With a low code/no code

approach, their product facilitates

interaction across technical and non-

technical product teams and enables them

to create, manage and distribute financial

products without replacing existing core

systems.

Updates from the year

In May 2024, FintechOS announced a

$60 million Series B+ investment round,

led by Molten, Cipio Partners and

BlackRock, alongside other investors. This

will enable FintechOS to accelerate global

expansion.

In February 2025, FintechOS launched

FintechOS Evolv, a major platform update

introducing a powerful tool suite that

facilitates interaction between financial

institutions and AI in a secure, scalable

environment.

The company was also recognised as

a Challenger in the Gartner® Magic

Quadrant™ for Retail Core Banking

Systems, Europe. They announced,

in February 2025, that Gartner had

positioned FintechOS as the third highest

in Ability to Execute in the Magic Quadrant

for Retail Core Banking Systems, Europe.

Why are we excited about them?

FintechOS’s product is designed to be all

about speed to market. The repeal and

replace legacy technology method works

for certain types of banks, typically larger

Tier 1 banks, where it takes many years and

at high cost. However, for the vast majority

of banks and insurance companies, their

systems remain an amalgamation and

accumulation of older infrastructure and

require technology that can seamlessly

integrate with their existing stack.

FintechOS has been valued based on the

calibrated price of a recent investment.

Location:

Berlin,

Germany

Sector:

Enterprise

Technology

Invested:

£31m

Fair Value:

£87m

UN Sustainable Development Goals Mapping:

Location:

London,

Sector:

Enterprise

Technology

Invested:

£30m

Fair Value:

£29m

UN Sustainable Development Goals Mapping:

CoachHub is a global digital coaching

and talent development platform

that enables organisations to offer

personalised, measurable and scalable

coaching programmes on a one-to-one

basis for entire workforces and teams. Its

platform integrates with HR systems to

provide tailored coaching experiences,

enhancing leadership development,

employee engagement and

organisational transformation. CoachHub

serves over 1,000 clients worldwide,

including leading companies across

various industries. It connects employees

with certified business coaches in over

90 countries, delivering sessions in more

than 80 languages.

Updates from the year

CoachHub has launched a number of

enhancements to its AI capabilities. In

May 2024, it launched an AI coaching

companion to enhance employee

engagement and wellbeing, and, in

September, launched a new Feedback

Tool to measure behavioural impact from

coaching. In February 2025, CoachHub

introduced AIMY™, an AI coach

developed in partnership with Microsoft

to scale personalised coaching globally.

In December 2024, CoachHub secured a

$40 million growth financing facility from

HSBC Innovation Banking. This financing

will enable it to accelerate its investment

in AI and further expand its product

offerings.

Why are we excited about them?

Previously with coaching, the

predominant focus has been on the

executive level and the second level

of management teams. CoachHub

democratises coaching to the third layer,

which is often blue-collar workers, for

instance. This opens a much larger market

to sell into while giving people a chance

to really drive their career development.

Allied Market Research estimates that

the online coaching market will be a

$11.7 billion market by 2032 at 14% CAGR.

CoachHub has been valued using the

market comparables approach.

MOLTENVENTURES.COM 31

STRATEGIC REPORT

Form3 is a cloud-native payment-as-a-

service platform designed to modernise

financial infrastructure by offering a fully

managed, real-time account-to-account

payment platform. Trusted by major clients

such as Lloyds, Nationwide, Visa and

Klarna, Form3 empowers organisations to

streamline their payment operations and

accelerate digital transformation.

Updates from the year

The company launched a number of new

products and enhancements during 2024

and early 2025, including an industry-

first Authorised Push Payment fraud

prevention solution in the UK in April in

partnership with Feedzai, enhancements

to its Confirmation of Payee service,

also aiming to reduce fraud in the UK,

in collaboration with Currencycloud in

May, and in March 2025, the company

partnered with GoCardless to provide

BACS payment connectivity.

In September 2024, Form3 secured a

$60 million Series C extension, with new

investment from British Patient Capital

and existing shareholders, to support

growth and product development.

In October 2024, the company was

recognised with the Datos Insights

2024 Impact Award for Best Scam/APP

Prevention Innovation, highlighting its

commitment to combating financial crime.

Why are we excited about them?

Payment schemes and systems are

largely regional and defined by

currency, governed by a combination of

governments, central and commercial

banks. When payment scheme rules

change, banks face difficulties in

adapting. Form3’s technology, once

implemented, applies these changes to

all customers in real-time, seamlessly.

All major payments schemes around the

world are shifting into and/or are looking

at building real-time schemes, which, by

design, will require cloud-native software

to support the implementation and

continued maintenance.

Form3 has been valued based on the

calibrated price of a recent investment.

Location:

London,

Sector:

Enterprise

Technology

Invested:

£30m

Fair Value:

£59m

UN Sustainable Development Goals Mapping:

Location:

London,

Sector:

Consumer

Technology

Invested:

£14m

Fair Value:

£20m

UN Sustainable Development Goals Mapping:

Freetrade is a UK-based investment

platform offering commission-free

trading of stocks and Exchange-traded

funds (ETFs). Launched in 2018, the

platform allows users to invest in over

6,200 UK, US and European stocks

and ETFs through a mobile or desktop

application. Freetrade provides various

account types, including General

Investment Accounts (GIAs), Stocks and

Shares ISAs, and Self-Invested Personal

Pensions (SIPPs), with a subscription-

based pricing model. The company

emphasises accessibility and transparency

in investing, aiming to help individuals

build their portfolios without incurring

traditional trading commissions.

Updates from the year

In January 2025, it was announced that

Freetrade was to be acquired by IG

Group for £160 million in a cash deal,

with plans to continue operating as a

standalone entity under its own brand

(the deal completed post year end).

Freetrade has been valued based on

expected proceeds.

32 ANNUAL REPORT FY25

Portfolio review continued

ICEYE is a Finnish satellite operator

specialising in Synthetic Aperture Radar

(SAR) technology for Earth observation.

ICEYE operates the world’s largest

constellation of SAR satellites, providing

real-time, all-weather imaging capabilities.

The company’s services support various

sectors, including defence, insurance, and

government, offering insights into natural

disasters, infrastructure monitoring, and

environmental changes. ICEYE’s data is

used by organisations globally, including

NATO and the European Space Agency,

to enhance situational awareness and

decision making.

Updates from the year

In April 2024, the company raised an

oversubscribed growth funding round led

by Solidium Oy to expand its global SAR

leadership. In December, ICEYE closed a

$65 million extension, bringing the total

raised in 2024 to $158 million.

In August 2024, ICEYE launched four new

satellites, with a further four launched in

January 2025, expanding its constellation

and serving additional customer missions.

It also introduced its new Generation

4 satellite in January, enhancing SAR

capabilities.

In September 2024, ICEYE US was

selected by NASA to provide radar

satellite imagery in support of Earth

science and research. In February 2025,

ICEYE was named one of Via Satellite’s 10

Hottest Companies for 2025.

Why are we excited about them?

Satellite imagery is fast becoming a

standardised tool to gain valuable insights

across a variety of industries. With the

global climate and international defence

in focus, governments have leaned heavily

on public-funded space programs, which,

in more recent years, has sparked strong

participation from the private sector.

ICEYE has signed deals with the Centers

for Disease Control and Prevention (CDC)

in the US and the Australian government

to detect natural disasters like floods and

bushfires.

ICEYE has been valued based on the

calibrated price of recent investment.

HiveMQ’s messaging platform (MQTT)

is designed for the fast, efficient and

reliable bi-directional movement of data

between device and the cloud. The

HiveMQ MQTT platform is the proven

enterprise standard designed to connect,

communicate and control IoT data

under real-world stress. From its roots

in the automotive industry in Germany,

HiveMQ has grown into other sectors

and internationally. Leading brands

choose HiveMQ to build smarter IoT

projects, modernise factories, and create

better customer experiences in use cases

in automotive, energy, logistics, smart

manufacturing, transportation and more.

Updates from the year

Between April 2024 and March 2025,

HiveMQ continued to enhance its

MQTT platform to meet the evolving

needs of enterprise IoT deployments.

In April 2024, the company released

HiveMQ 4.28, marking the beginning

of its transition to Java 21, which will

become a requirement for all versions

released after April 2025. This move aims

to leverage the latest Java features for

improved performance and security.

Subsequent releases, including HiveMQ

4.38, introduced improvements such as

enhanced client queue diagnostics and

better error logging in the Enterprise

Security Extension. Additionally, updates

to the HiveMQ Control Center provided

more detailed client session information,

aiding in efficient monitoring and

troubleshooting.

Why are we excited about them?

HiveMQ provides an enterprise MQTT

messaging platform that enables reliable,

scalable and secure connectivity for IoT

devices to the cloud. With an early mover

advantage in MQTT, the de-facto IoT

messaging standard, HiveMQ is well-

positioned to capitalise on the rapidly

growing IoT market.

HiveMQ has been valued based on the

calibrated price of recent investment.

Location:

Munich,

Germany

Sector:

Enterprise

Technology

Invested:

£25m

Fair Value:

£25m

UN Sustainable Development Goals Mapping:

Location:

Espoo,

Finland

Sector:

Hardware

& Deeptech

Invested:

£23m

Fair Value:

£43m

UN Sustainable Development Goals Mapping:

MOLTENVENTURES.COM 33

STRATEGIC REPORT

Isar Aerospace develops and builds

launch vehicles to perform satellite

launch operations. Its mission is to lower

the entry barriers to space, making access

to it affordable and sustainable. As a

launch service provider, Isar Aerospace

transports small and medium-sized

satellites, and satellite constellations, into

Earth’s orbit and beyond.

Updates from the year

Isar Aerospace continued its mission

to provide flexible and cost-efficient

satellite launch services. In May 2024, the

company extended its Series C funding

round to over €220 million, with strong

support from the NATO Innovation

Fund, enabling the establishment of a

production facility near Munich capable

of producing up to 40 Spectrum launch

vehicles annually.

Why are we excited about them?

The global demand for satellite launches

is increasing, driven by the proliferation

of small and medium-sized satellites

for communication, earth observation,

and other applications. Isar Aerospace’s

Spectrum rocket, designed to deliver

payloads of up to 1,000 kg to low Earth

orbit, positions the company to serve this

expanding market effectively.

Isar Aerospace is an investment held via

Earlybird and has been valued based

on look-through basis based on the

calibrated price of recent investment.

Ledger is a growing company

developing a variety of products and

services aimed at securing digital assets,

best known for its hardware wallets. Its

aim is to secure the new disruptive class

of crypto assets thanks to its devices and

Ledger Live app, a companion app that

enables users to buy, sell, stake, and track

digital assets from one interface.

With over 8 million devices sold in 180

countries, Ledger secures approximately

20% of the world’s crypto assets.

Updates from the year

In 2024, Ledger advanced its hardware

product line and rolled out targeted

promotions to boost adoption and user

engagement. In April, the company

launched the Ledger Flex™ Magnet

Folio, a protective magnetic case for

the upcoming Ledger Flex™ device

– an accessory designed to enhance

the physical security and usability of its

hardware wallets. To coincide with the

Bitcoin halving event, Ledger introduced

the BTC Halving Promotion, offering

customers Bitcoin rewards with the

purchase of select Ledger bundles.

Further promoting user activity within its

ecosystem, Ledger rolled out a “Happy

BuyDay” initiative in February 2025,

waiving crypto purchase fees via Ledger

Live during promotional windows. These

developments reflect Ledger’s continued

focus on product innovation, customer

incentives, and growing its user base in a

competitive crypto security landscape.

Why are we excited about them?

Ledger has established itself as a

frontrunner in the hardware wallet sector,

securing approximately 20% of the

global crypto market share. The hardware

wallet market is experiencing significant

growth, with projections from Mordor

Intelligence estimating it will reach

$0.56 billion in 2025 and expand at a

CAGR of 29.95% to $2.06 billion by 2030

Ledger has been valued using the

market comparables approach.

Location:

Munich,

Germany

Sector:

Hardware

& Deeptech

Invested:

£4m

Fair Value:

£22m

Location:

Paris, France

Sector:

Hardware

& Deeptech

Invested:

£29m

Fair Value:

£76m

UN Sustainable Development Goals Mapping:

34 ANNUAL REPORT FY25

Portfolio review continued

N26 is a Berlin-based digital bank

offering mobile-first financial services

across Europe.

The bank launched its first mobile

bank accounts in 2015 and secured a

full German banking licence in 2016.

N26 provides a range of personal and

business accounts, including Standard,

Smart, You, and Metal plans, each

offering various features and benefits.

N26’s platform enables users to manage

their finances through a mobile app,

offering services such as real-time

spending alerts, budgeting tools and

international money transfers.

Updates from the year

Between April 2024 and March 2025,

N26 achieved significant milestones

in regulatory compliance, financial

performance and product innovation. In

May 2024, the German Federal Financial

Supervisory Authority (BaFin) allowed

the bank to expand its customer base

freely from 1 June 2024. In November

2024, N26 reported its first-ever

quarterly profit, highlighting accelerated

customer growth and improved financial

performance. In January 2025, the

company completed its transformation

into a European Company (Societas

Europaea), reflecting its pan-European

ambitions. Product-wise, N26 expanded

its investment offerings by launching

Ready-Made Funds in December 2024

and made stock and ETF trading free for

all customers starting 27 January 2025.

Additionally, in February 2025, the

bank enhanced its savings products by

offering ECB-linked interest rates to new

Metal customers.

Why are we excited about them?

N26 continues to innovate, even beyond

the fintech sector. By partnering with

Vodafone this year, it is launching digital

mobile plans using eSIM technology,

opening up entirely new revenue

streams based on customer demand.

N26 has been valued using the market

comparables approach.

Location:

Berlin,

Germany

Sector:

Consumer

Technology

Invested:

£11m

Fair Value:

£12m

UN Sustainable Development Goals Mapping:

Location:

Marbella,

Spain

Sector:

Enterprise

Technology

Invested:

£8m

Fair Value:

£39m

UN Sustainable Development Goals Mapping:

RavenPack is a leading provider of

insights and technology for data-driven

companies. The company’s AI tools

and products allow financial institutions

(including the most successful hedge

funds, banks and asset managers in

the world) to extract value and insights

from large amounts of information,

including news, regulatory filings and

other textual data, to enhance returns,

reduce risk and increase efficiency by

systematically incorporating the effects of

public information on their models and

workflows.

Updates from the year

RavenPack was named Best

Alternative Data Provider at the 2024

WatersTechnology Asia Awards,

recognising its innovative Factor Library,

which delivers actionable sentiment

and macroeconomic indicators to

investors without requiring extensive

infrastructure.

RavenPack launched Bigdata.com, a

platform aggregating diverse data

sources – such as news, earnings call

transcripts, and filings – accessible

through a hybrid retrieval system

graph. This platform supports AI-driven

workflows, including thematic screeners

and risk models.

Why are we excited about them?

We have been invested in RavenPack

since 2017, when we were the first

institutional backers of the business. The

team offers a truly differentiated data

product focused on the financial services

and buy side sector. Their high-quality

client base of well-known investment

banks and hedge funds have been

using RavenPack data for many years to

help optimise returns and understand

market sentiment on companies around

the world. With the rich nature of

RavenPack’s underlying data, they are

leading the AI charge with respect to

financial services and will, undoubtedly,

be bringing more interesting products

to market.

RavenPack has been valued based on the

calibrated price of recent investment.

STRATEGIC REPORT

MOLTENVENTURES.COM 35

Revolut is a global financial services

company that specialises in mobile

banking, card payments, money

remittance and foreign exchange.

Revolut has over 50 million retail users

(up 38% from 2023) and its active

business customer base in 2024 was up

56% on 2023.

Updates from the year

In 2024, Revolut completed a secondary

share sale at an implied $45 billion

valuation.

In July, the company secured a UK

banking licence with restrictions, entering

the “mobilisation” phase to build out its

UK banking operations. This development

positions Revolut to offer a broader range

of financial products, including holding

customer deposits and providing lending

services such as credit cards, personal

loans and mortgages. In addition to their

UK banking licence, Revolut Mexico

secured a full banking licence, allowing an

expansion of its Latin American footprint

and meeting the financial needs of a

rapidly growing market.

Why are we excited about them?

For the year ending 31 December 2024,

Revolut recognised revenue of over

£3 billion, a 72% increase year-on-year,

driven by their customer adoption

growth and product offering

diversification. Their technology-driven

operating model allowed a translation of

that growth into profitability, reporting

a net profit margin of 26%, as net profit

grew to £790 million. Revolut Business

continued to grow in 2024, generating

15% of total revenue, as more businesses

join to use its multi-currency accounts,

global payment services and smarter

spending tools.

Revolut has been valued based on the

calibrated price of recent investment.

Riverlane is a quantum computing

company specialising in quantum error

correction (QEC). Riverlane focuses

on developing Deltaflow, a QEC stack

designed to enhance the reliability

and scalability of quantum computers.

The company collaborates with various

quantum hardware providers and

research institutions to integrate its

technology across different quantum

computing platforms. Riverlane’s mission

is to accelerate the practical application of

quantum computing by addressing one

of its most significant challenges: error

correction.

Updates from the year

In August 2024, the company raised

$75 million in Series C funding to meet

the growing global demand for QEC

solutions. In October 2024, Riverlane, in

collaboration with Rigetti, conducted the

world’s first low-latency QEC experiment

on hardware, demonstrating real-time

error correction capabilities. In January

2025, the company’s flagship QEC

breakthrough was recognised in Nature

Electronics, highlighting its scalable

and efficient quantum decoder as a

significant advance towards fault-tolerant

quantum computing.

In February 2025, Riverlane partnered

with IQM and Zurich Instruments to

launch the world’s first quantum error

correction platform, aiming to accelerate

the development of fault-tolerant

quantum computers.

Why are we excited about them?

Quantum offers truly transformative

effects on economies—from

cybersecurity through to healthcare,

medicine and climate change. As

quantum computing advances, the need

for effective error correction becomes

increasingly critical. Riverlane’s focus on

QEC positions it to play a pivotal role

in the commercialisation of quantum

technologies, offering significant growth

potential for investors interested in the

quantum computing sector.

Riverlane has been valued based on the

calibrated price of recent investment.

Location:

London,

Sector:

Consumer

Technology

Invested:

£11m

Fair Value:

£157m

UN Sustainable Development Goals Mapping:

Location:

Cambridge,

Sector:

Hardware

& Deeptech

Invested:

£5m

Fair Value:

£20m

UN Sustainable Development Goals Mapping:

36 ANNUAL REPORT FY25

Portfolio review continued

SimScale is a cloud-native engineering

simulation platform that provides

computer-aided engineering (CAE)

capabilities through a web-based

interface. The platform offers a software-

as-a-service (SaaS) solution that enables

engineers and designers to perform

simulations such as computational fluid

dynamics (CFD), finite element analysis

(FEA) and thermal analysis directly in their

web browsers. SimScale aims to make

simulation technology more accessible

by eliminating the need for high-

performance computing hardware and

complex software installations. It supports

a range of simulation applications across

various industries, including automotive,

aerospace, electronics, and architecture.

Updates from the year

SimScale achieved notable advancements

in product offerings and strategic

partnerships over the past financial year.

In August 2024, the company released

a product update enhancing simulation

accuracy and expanding capabilities

across various engineering domains. In

January 2025, SimScale partnered with

Hexagon to provide cloud-native access

to Hexagon’s Marc™ nonlinear structural

analysis tool, broadening the platform’s

simulation capabilities. Additionally,

SimScale continued to integrate artificial

intelligence into its platform, aiming

to accelerate innovation and improve

simulation workflows.

Why are we excited about them?

The global simulation software market is

estimated to grow from USD 19.95 billion

by 2024 to USD 36.22 billion in 2030, at

a CAGR of 10.4% during the forecast

period, according to a new report by

MarketsandMarkets™. As businesses

simultaneously continue to move to

cloud, SimScale’s unique cloud-native

approach can win from standing at this

intersection of growth. Alongside this,

its unique expertise and technology

puts Simscale at the forefront of the

burgeoning Engineering AI space.

Simscale has been valued based on the

calibrated price of recent investment.

Schüttflix is Europe’s leading logistics

platform and B2B marketplace for

bulk construction materials and

adjacent products in Europe. Bringing

together partners from the whole

industry – including materials sellers,

waste disposers, transport carriers and

contractors – the app connects suppliers

and carriers directly with customers,

enabling the supply of materials and

products on demand to professionals

in relevant sectors. By providing a

comprehensive overview of project

details, Schüttflix has laid the foundation

for the digital evolution of construction

industry logistics and is on a mission

to be the digital cornerstone of every

construction project.

Updates from the year

Between April 2024 and March 2025,

Schüttflix continued its expansion in the

construction logistics sector through the

acquisition of HIK, a construction waste

recycling hub operator. In April 2024, the

company inaugurated the Schüttflix Tower

in Gütersloh, providing additional space

to support its growth. In January 2025,

German Finance Minister Christian Lindner

visited Schüttflix’s facilities, acknowledging

the company’s efforts in promoting

sustainability and digital transformation

within the construction industry.

Why are we excited about them?

In March 2025, Germany’s parliament

approved an unprecedented increase in

public spending aimed at strengthening

the country’s military and revitalising

its infrastructure. The plan includes

investments worth hundreds of billions of

euros, positioning it as one of the largest

economic initiatives in recent German

history.

As this sector expands, it creates a major

opportunity for Schüttflix — as a platform

that organises and optimises capacity

between infrastructure suppliers.

With increased demand for materials,

logistics and coordination, Schüttflix is

well positioned to play a critical role in

supporting the delivery of these large-

scale national projects.

Schüttflix has been valued using the

market comparables approach.

Location:

Gütersloh,

Germany

Sector:

Enterprise

Technology

Invested:

£24m

Fair Value:

£24m

UN Sustainable Development Goals Mapping:

Location:

Munich,

Germany

Sector:

Enterprise

Technology

Invested:

£11m

Fair Value:

£11m

UN Sustainable Development Goals Mapping:

MOLTENVENTURES.COM 37

STRATEGIC REPORT

MOLTENVENTURES.COM 37

Enabling service of customers in a

real-time ecosystem, Thought Machine

provides cloud-native core banking

infrastructure to both incumbent and

challenger banks. With a large existing

library of products, its cloud-native

offering – including Vault Core (core

banking platform) and Vault Payments

(payments processing platform) – is

designed to give banks total flexibility

in designing scalable products. The

company’s technology provides an

alternative, flexible, cloud-based solution

that can be configured to provide

product, user experience, operating

model, or data analysis capability.

Emerging as a global category leader

in this space, Thought Machine’s ability

to build and deliver core banking

transformations for Tier 1 banks and

fintechs is world class.

Updates from the year

In February 2025, the company was

named a Leader in the 2025 Gartner®

Magic Quadrant™ for Retail Core

Banking, earning the highest position

for Ability to Execute. In November

2024, Thought Machine partnered with

SEB Embedded to drive Banking-as-a-

Service (BaaS) innovation. Additionally, in

October 2024, the company collaborated

with Afin Bank to launch a new digital

bank aimed at serving the African

community in the UK.

Why are we excited about them?

Banks are struggling with siloed

information sources in on-premise

technology stacks with leading neobanks

paving the way towards a real-time

world class customer experience. Banks

have no choice but to adopt a cloud

native core banking systems and build

a single source of truth, which will help

them build highly personalised products

early in the journey of interacting with

customers and be able to do so at

lower costs.

Thought Machine has been valued using

the market comparables approach.

Location:

London,

Sector:

Enterprise

Technology

Invested:

£37m

Fair Value:

£70m

UN Sustainable Development Goals Mapping:

Thought Machine founder, Paul Taylor.

38 ANNUAL REPORT FY25

Portfolio review continued

Founder and Director, Stuart Chapman hosts Corporate Innovation event.

MOLTENVENTURES.COM 39

STRATEGIC REPORT

Nicola McClafferty’s venture capital

career draws from over two decades of

experience across banking, operations, and

investing. She initially developed her deep

understanding of technology businesses in

the early 2000s at Broadview (now Jefferies

Technology Investment Banking), advising

founder-led companies through critical exits.

This experience shaped her foundational

perspective on building successful, high-

growth ventures.

Her curiosity about the entrepreneurial journey led

her to Benchmark Europe (now Balderton Capital) in

2006, where she backed early-stage consumer internet

startups just as digital transformation began reshaping

daily life. Driven to test her insights directly, Nicola

founded her own e-commerce marketplace focused

on the circular economy. She scaled the business with

strategic investors like ASOS, successfully exiting in

2015. This entrepreneurial chapter deeply influenced

her investment philosophy. “It gave me real empathy,”

Nicola notes. “I understand first-hand the challenges

founders face in fundraising, hiring and managing

growth.”

Joining Molten in 2017, Nicola has led investments

in consumer technology and digital commerce. Her

portfolio includes companies such as: Lyst, a global

fashion search engine (exited post year-end); Manna,

innovating last-mile logistics through drone delivery;

and Material Exchange, a B2B platform transforming

fashion supply chains. Nicola prioritises investments

in enabling technologies—platforms that support new

commerce models.

Currently, she is particularly engaged with generative AI,

identifying it as a pivotal platform shift comparable to

the emergence of mobile technology. Her focus remains

on AI-native consumer applications, notably in vertical

search, personalised shopping, and product discovery.

Nicola’s approach blends big-picture ambition with

pragmatic operational insights, informed by her dual

perspective as both founder and investor. Based in

Ireland, her pan-European outlook is rooted in deep

local market expertise.

Vinoth

Jayakumar

Partner

Focus:

Fintech

Vinoth Jayakumar’s career journey from

Malaysia and Singapore to the UK was not

initially geared toward Venture Capital. His

early roles in investment banking, corporate

finance, and management consulting

shaped a rigorous analytical mindset and a

global perspective. A Chartered Accountant

by training, Vinoth quickly advanced to

senior roles but found himself seeking

deeper fulfilment beyond spreadsheets and

presentations.

His curiosity led him to privately invest in startups,

applying structured thinking derived from his consulting

experience. This analytical discipline caught the attention

of Molten, leading to a pivotal transition into Venture

Capital.

Over the past nine years at Molten, Vinoth has

spearheaded investments into leading fintechs like

Revolut, N26, Freetrade, Thought Machine, Form 3 and

FintechOS. His investment thesis concentrates on the

entire financial services stack, encompassing consumer

interactions and infrastructure software. Central to his

approach is the concept of “crossing the trust chasm,”

where new monetisable experiences emerge once trust is

established, and that is where value will accrete.

Vinoth is particularly focused on applied AI, advocating a

practical, vertical-layer approach rather than foundational

AI. He views AI as an augmenting force in financial

services, enhancing rather than replacing human roles.

Known for strategically connecting people and

opportunities, Vinoth emphasises creating luck through

meaningful introductions, often generating substantial

value. His ethos remains rooted in relationships,

clear investment theses, and strategic connectivity –

recognising that while money is a commodity, value

creation is inherently relational and insightful.

Meet five of our senior investment team members whose sector expertise runs from

fintech and healthtech to climate and consumer platforms.

The wider team includes Nic Brisbourne who joined us via the Forward Partners acquisition—as did Luke Smith who leads on our early-stage

investments. Molten East, a three-strong partnership within the investment team, is raising capital to back growth-stage technology companies

built on the exceptional engineering talent of Central and Eastern Europe.

Finally, we recently welcomed one new Investment Manager and a further Associate, each eager to share their experience and sector expertise,

and will continue to develop and strengthen the team throughout the year.

Nicola

McClafferty

Partner

Focus:

Digital consumer

40 ANNUAL REPORT FY25

Meet our investment team

Inga Deakin blends scientific rigor with commercial insight

to back health-tech companies redefining care. Holding a

neuroscience PhD from Oxford on mental health, she left

academia to commercialise science at Imperial Innovations,

supporting spin-outs such as Ieso and Puridify.

Her UK-US career includes Chief of Staff at a diagnostics start-ups and

Entrepreneur in Residence at Duke University. She has sat on ten boards

with three exits. At Molten, she focuses on health and life-science

investments, especially data-driven platforms improving efficiency and

outcomes.

She led Molten’s investment in Deciphex, whose AI digital pathology

accelerates and sharpens pathology workflows for pharma and hospitals,

IMU Biosciences, marrying biology and data science to profile immunity

for precision medicine in oncology and transplantation, and Anima, an

NHS care-enablement platform that automates clinical workflows.

She is passionate about equitable access and scalable, preventative

solutions backed by evidence. Navigating ecosystems of patients,

clinicians, payors, regulators, and pharma, Inga applies international

operating and investing experience to guide scientifically rigorous,

diverse teams toward commercial success.

Inga

Deakin

Principal

Focus:

Digital heatlh

George

Chalmers

Head of Climate

Focus:

Climate and energy

Christoph

Hornung

Partner

Focus:

Enterprise

Christoph Hornung brings a seasoned perspective to

venture investing, shaped by years of scaling global

businesses and launching products from the ground up.

As a Partner at Molten, he focuses on deep tech, enterprise

SaaS, and B2B marketplaces, typically engaging at Series B

and beyond. At this stage, he prioritises execution, market

traction and repeatability over pure vision.

Before joining Molten in 2020, Christoph co-founded Lazada at Rocket

Internet, scaling the platform across Southeast Asia and Australia before

its major acquisition by Alibaba.

He began his VC career at SevenVentures, investing in growth-stage

consumer and commerce companies. He later founded a B2B SaaS

startup for fan data management in international sports, gaining hands-

on experience in scaling ventures. This founder mindset informs his

investment approach, with a focus on market fit and sustainable growth.

At Molten, Christoph has led, or significantly contributed to, investments

in AI, quantum computing, and synthetic data, backing companies such

as CoachHub, CausaLens, SimScale, HiveMQ, Mostly AI and Riverlane.

His investment philosophy blends practicality with ambition, favouring

robust SaaS models with predictable growth, large markets and clear

paths to profitability over passing trends.

George Chalmers’ entry into climate tech

was a return to his deep-rooted convictions.

His journey began in 2009 with Cambridge

University and Tata, pioneering off-grid solar

finance in rural India. “That was the first time

I saw how innovation in energy drives real

change,” he reflects.

Now Head of Climate at Molten Ventures, George leads

strategic investments across the climate and energy

spectrum. Over four and a half years, he’s completed

seven major deals from seed rounds to Series C,

primarily focusing on energy data, which constitutes

around 75% of his portfolio.

“Energy markets are exploding in complexity, volatility,

and asset diversity — demanding smarter, more granular

data to forecast, finance, and manage massive new

investments. Now is the moment for innovative data

players to capture these new opportunities,” he says.

George’s belief in the strategic importance of energy

data platforms anticipated major market transformations,

and confirmed by milestone deals such as Blackstone’s

acquisition of Energy Exemplar in 2023.

George’s insights are informed by hands-on experience;

prior to Molten, he founded a residential energy data

startup, successfully exiting to Octopus Energy in

2020. His earlier tenure at Credit Suisse provided deep

expertise in financial markets and capital allocation,

which now guides his investment decisions.

He is interested in intersections of climate and

emerging technologies, particularly AI’s impact on

energy infrastructure. “AI significantly intensifies energy

demand,” he observes, highlighting implications for

infrastructure development and power management.

Looking forward, George closely monitors major

industry developments and champions startups building

essential infrastructure for a decarbonised future.

He firmly believes the greatest opportunities lie with

systems thinkers who can navigate complexity swiftly

and effectively.

MOLTENVENTURES.COM 41

STRATEGIC REPORT

At Molten Ventures, investment is just the beginning. Beyond providing capital, we take an active role

in helping our portfolio companies scale. Our Portfolio Development function exists to ensure that the

businesses we back have access to the right resources, expertise and connections to tackle the challenges

of building and scaling a fast-growing startup.

We believe that thoughtful, hands-on support drives better outcomes

– accelerating the impact of a funding round, extending the effective

runway of a team, and ultimately increasing the likelihood of a strong

exit. At the same time, our approach strengthens our ties to the

ecosystem: by staying close to our founders, we build long-term

relationships that fuel future dealflow.

Through our operating model, investment managers typically sit on

the boards of new deals and engage directly in the development of

the businesses we invest in. The Portfolio Development team builds

on this by identifying patterns across the portfolio, cross-pollinating

best practices, and delivering structured programmes to address

common challenges – whether that’s sourcing talent, forming strategic

partnerships or sharpening go-to-market execution.

The following case studies highlight how this model has played out

in practice – showcasing the impact of our support in helping our

portfolio companies grow, adapt and thrive.

Board & operational effectiveness

We support our portfolio in building the internal discipline needed to scale

responsibly, from aligning on the right metrics to strengthening board

governance and risk management. This helps ensure teams are not only

focused on the right priorities but are also set up to make informed decisions

and deliver against their plans.

Business Metrics Alignment: We help companies

identify, define, and monitor the business KPIs

that matter most at each stage, ensuring they

focus on the right growth drivers to help

maintain investor confidence to support future

fundraising efforts.

Funding Plan Operationalisation: We stress-test

funding assumptions to help founders translate

them into an actionable operational plans. This

ensures that capital is deployed efficiently and

milestones are met on time.

Board Governance: A strong board provides

critical oversight and strategic input. We

help companies strengthen governance by

introducing them to experienced Chairs and

Non-Executive Directors, who bring deep

board management and operational expertise.

Board Effectiveness: Well-run board meetings

improve the quality of strategy and decision

making. We help founders implement best

practices for structuring board meetings,

preparing materials, and delivering insights.

Risk and Board Management: We help

establish frameworks for identifying, assessing

and mitigating risks, ensuring companies

remain resilient and adaptable as they scale.

Case study: Reporting Excellence

Reporting Excellence Auditing Project

• Reviewed a large number of board packs

across the portfolio to identify reporting gaps

and best practices. By lifting the standard of

board-level reporting, we aim to improve

internal decision making and give leadership

teams clearer forward visibility on key

performance drivers.

• Used these insights to develop and distribute

dozens of best practice reporting frameworks

and guides for companies to implement.

• Reporting excellence is now a core part of

our portfolio onboarding process, where we

work with founders to help develop both

their board and management reporting.

How we add value

Exit Preparedness

Planning for a successful exit starts long before a buyer shows interest.

We work with our portfolio companies early to lay the foundations, from

identifying the right acquirers to crafting a narrative that sparks interest.

Buyer Mapping: We support founders in

mapping out the landscape of strategic and

financial acquirers, identifying likely buyers

based on market positioning, synergies and

deal precedent. By analysing past transactions

and emerging trends, we help build

relationships with potential acquirers well in

advance of any process.

Equity Story Definition: A successful exit

depends on a compelling equity story. We

help founders define a narrative that clearly

articulates why the company is valuable,

highlighting growth potential, differentiation,

and what the business could achieve as part of

a larger organisation.

Corporate Communication Plan: We help

refine messaging across materials, press and

internal channels to ensure the company

is positioned as a credible and attractive

acquisition or IPO candidate.

Banker and Corporate Development

Introductions: As a transaction approaches, we

introduce founders to experienced investment

bankers and corporate development leads to

structure a process, shape deal terms and drive

competitive tension.

Transaction Support: We stay hands-on

throughout the transaction via the formation of

a dedicated internal exit team to support our

founders through the process.

Case study: Coaching our

Portfolio Companies to exit

20+

companies coached over the last 18

months through a structured exit-readiness

programme combining workshops and

1:1 clinics. Sessions covered everything

from buyer mapping to equity story

development.

Audience attends talk hosted by

Stuart Chapman, Founder and Director.

42 ANNUAL REPORT FY25

Molten helped us tap into C-Suite execs

at Fortune 100 accounts – significantly

accelerating our sales cycles.

Darko Matovski

Founder and CEO of CausaLens

Case study: Unilever showcase

Hiring the right people is often difficult and

time consuming. Having Molten on hand

to support us during different stages of our

growth is reassuring. Molten continues to

help us find and attract top talent.

Darren Glenister

CEO and Founder of Material Exchange

Activities performed

• Molten was invited to speak at

Unilever’s Quarterly Leadership

Team meeting to present on

the European technology

landscape. The session included

senior Unilever leaders such

as the Global CTO, Global CIO

and CISO.

• Molten shared proprietary data

and introduced its AI investment

thesis, aligned with early-stage

innovation trends.

• Three Molten portfolio

companies were selected

to present, each chosen for

relevance to Unilever’s current

innovation priorities.

• The showcased technologies

demonstrated impact on

transforming enterprise

operations.

• Multiple follow-up conversations

are now in progress, including a

potential commercial partnership

in development.

Go-to-market acceleration

Scaling a fast-growing startup requires more than

product-market fit, it demands effective sales execution,

clear messaging and the right network. We work

closely with our portfolio companies to strengthen their

commercial foundations through targeted support.

Sales operations assessment:

A well-run sales function is built

on strong people, processes and

systems. We help companies

assess their sales operations,

benchmarking their structure,

tools, and workflows against

best-in-class startups to identify

gaps and opportunities for

efficiency gains.

Strategic introductions: One

of the biggest challenges

for B2B startups is breaking

into enterprise accounts. We

developed a proprietary

network of enterprise executives,

including CIOs, CISOs, and

Heads of Innovation from

Fortune 500 companies, to

facilitate warm introductions that

can accelerate pipeline growth

and unlock high-value deals for

our portfolio companies.

GTM (go-to-market) expertise:

We provide guidance on

key GTM levers, from sales

forecasting and compensation

structures to tech stack

optimisation and expansion

strategies. By sharing best

practices from successful scaling

companies, we help founders

avoid common pitfalls and refine

their sales playbook.

ICP (Ideal Customer Profile)

Strategy: We support companies

in refining their ICP, reviewing

sales collateral to improve

conversion rates and shorten

sales cycles.

PR & Brand Support: Strong

positioning and visibility can be

a major sales accelerator. We

facilitate access to journalists and

high-profile industry events to help

companies build credibility and

generate inbound interest from

customers, talent and investors.

Searches we supported Material Exchange on:

Activities performed:

• Scoping roles and org structures

• Search strategy definition

• Talent and Exec Head-hunter

introductions and evaluation

• Candidate introduction and

interviews

• Troubleshoot to help close

candidates

Talent acquisition

Hiring the right people at the right time is one of the

most critical, and difficult, parts of scaling a business. We

work with our portfolio companies to define what “great”

looks like for each stage of growth, from designing org

structures and shaping search strategies to connecting

with top-tier candidates and executive search firms.

Defining talent needs & org

structure: Work with founders

to identify skills needed ahead

of the next phase of growth by

reviewing the current team, the

goals of the business, and the

profile archetypes that are present

in the market. As a result, we

define an organisational structure

that supports scaling and sets the

company up for success.

Input into search strategy &

materials: Support market

mapping and advise on

candidate pool selection. Refine

search materials to optimise the

chances of attracting top talent.

Facilitating access to top-tier

talent: Connect portfolio

companies with experienced

operators who have seen the

next phase of growth and can

bring that skillset with them.

Support identification, evaluation

and closing of these candidates.

Sharing proven hiring practices:

Leverage best-in-class hiring

processes, tools and benchmarks

to avoid common pitfalls.

Navigating executive search

landscape: Support portfolio

companies to select partners

based upon stage, industry

and geography from a pool of

executive and search firms that

we have mapped and vetted.

CTO SVP Product CFO +1 additional exec hire

Case study: Material Exchange leadership build-out

Corporate Innovation event hosted by Molten Ventures

MOLTENVENTURES.COM 43

STRATEGIC REPORT

Molten has embedded a disciplined, data driven approach to exits. FY25 has

proven the value of that structure in a strong year for realisations.

The portfolio team has instituted

month-by-month tracking of each company’s

exit readiness, coupled with a proactive

‘Stage 1’ programme of relationship building

with likely acquirers. This advance work

– building brand awareness, brokering

distribution partners and integrating product

technology into proven category winners

– means that when a formal sale process

(“Stage 2”) opens, buyers already understand

the strategic value on offer. The result is a

materially higher probability of completion

and, frequently, competitive tension that lifts

pricing.

FY25 provides evidence of the model in

action. Cash proceeds of £201 million were

generated during the financial year across the

Group, the majority of which was from four

realisations (£135 million to the PLC balance

sheet and £66 million to the managed EIS/VCT

vehicles).

These realisations stand out not only for their

scale but also for the calibre of the acquirers:

SoftBank (Graphcore) and Nasdaq-listed

Hologic (Endomag). A fifth exit—Freetrade,

acquired by LSE-listed IG Group — was

announced during the year and completed

shortly after the period-end, delivering

strong returns and further validating

Molten’s strategic approach. In FY26 so far,

the realisations of Freetrade and Lyst have

generated proceeds of c.£30 million to the Plc

balance sheet.

The exits validated the Group’s carrying

values and the ultimate cash realisations

registered a modest aggregate uplift.

Multiples on invested capital ranged from

0.9× (Graphcore, reflecting heavy market

investment in AI chips) to 7.4× (M-Files),

demonstrating both the upside potential and

capital preservation discipline inherent in a

balanced portfolio. By demonstrating the

accuracy of net asset values across holdings,

the transactions reinforced confidence in the

Group’s valuation methodology — providing

a clear reference point for shareholders and

prospective investors alike.

We seek strategic buyers for our deals,

which reflects Molten’s thesis that true value

is unlocked when a uniquely positioned

start up is combined with a global platform.

The “opportunity value” of an asset can far

exceed any standalone financial metric.

This perspective guides Molten away from

EBITDA-based exits and towards transactions

where intellectual property and go-to-market

synergies can translate into step change

growth for the acquirer and the potential for

outsized proceeds for Molten’s investors.

Looking forward, more than a dozen portfolio

companies are now progressing through

Stage 1 workstreams that mirror those behind

this year’s successes.

As a VC investor, when we exit, it is about

capturing value through the transaction

and pulling forward tomorrow’s

opportunity value to today.

Richard Marsh

Chief Portfolio Officer

Acquired by

Stage 1:

Exit planning is the work before any

formal M&A process

Stage 2:

An M&A process is about

executing the ‘exit’…

44 ANNUAL REPORT FY25

Our Strategy in action – realisations

A machine intelligence semiconductor company, which develops Intelligent

Processing Units (“IPUs”). Molten realised a total return of $26m, broadly

in line with its Group holding value, following Graphcore’s acquisition by

SoftBank. Molten first invested in Graphcore in 2016 as part of the company’s

Series A and further supported the business in subsequent funding rounds,

including through the EIS funds. At a 0.9x multiple on invested capital, the

majority of the cost has been returned which demonstrates the benefit of

downside protection with preference shares.

A medical technology company devoted to improving the

global standard of care in breast cancer. Endomag’s Sentimag

technology has been used in 500,000+ procedures to date.

Molten realised a total return of £35 million at a 3.9x multiple

on invested capital, modestly above the holding value. Molten

first invested in Endomag in July 2018, with investment from its

balance sheet and EIS and VCT funds. Follow-on funding was

provided to support Endomag’s continued growth in 2020.

An employee benefits and reward platform. Cash

proceeds of, approximately, £19 million were above

the Molten holding value of £16 million and delivered

a 1.3x multiple on invested capital since Molten first

invested in 2016. Further capital was invested to

support the growth of Perkbox from 2017 to 2019,

including by the EIS funds. Perkbox was acquired by

Great Hill Partners, a US-based private equity firm.

An intelligent file

management platform and

leader in knowledge work

automation using generative

AI. This deal valued Molten’s

stake at the 31 March 2024

holding value of £48 million

and delivered a 7.4x multiple

on invested capital. Molten

first invested in M-Files in its

Series A in 2013.

Sector

Hardware

& deeptech

Location

Bristol, UK

Multiple

0.9x

Acquirer

Softbank

Sector

Digital health

Location

Cambridge, UK

Multiple

3.9x

Acquirer

Hologic

Sector

Consumer

technology

Location

London, UK

Multiple

1.3x

Acquirer

Great Hill Partners

Sector

Enterprise technology

Location

Finland & USA

Multiple

7.4x

Acquirer

Majority recapitalisation

investment led by Haveli

Investments and Bregal

Milestone.

FY25 key realisations

MOLTENVENTURES.COM 45

STRATEGIC REPORT

Our strategy consists of six clear objectives, underpinned by our corporate purpose ‘to advance society

through technology and innovation’.

Strategic objective FY25 progress FY26 outlook Links

To back disruptive

high-growth technology

companies to invent

the future

• Portfolio companies powering

advancement across whole industries e.g.

Ledger, Endomagnetics and Riverlane.

• Continued to build structures that will

enable institutional co-investment.

• Trading performance from our portfolio

companies continues to be strong, with

our Core Portfolio reporting average

revenue growth of 45% in 20

• Continue to invest in compelling new

investments and develop the Core

and emerging portfolio.

• Refocus on our core investing

strength of Series A and B

investments.

• Maintain a disciplined Fund of Funds

programme.

Link to

principal risks

(pages 67 to 75)

1, 3, 5, 6, 8, 9

Link to KPIs

3, 4

To fuel their growth

with access to capital

• Investments of £73 million made during

the year, with an additional £34 million

from the managed EIS/VCT funds.

• Investments made into 6 new companies,

8 follow-ons (where the investment is over

£1 million to Molten Ventures plc or in a Core

company), and 1 secondary transaction.

• Expected level of annual deployment

in the region of £100 - 150 million,

including the managed EIS/VCT funds.

• Refocus on our core investing strength

of Series A and B investments.

• Continue with our balanced approach

to capital allocation.

Link to

principal risks

(pages 67 to 75)

1, 3, 5, 8, 9

Link to KPIs

To provide a holistic

capital model, supporting

entrepreneurs through the

duration of their journey

• Provided follow-on support to existing

portfolio companies, including HiveMQ,

Makers and BeZero.

• Continued to build structures that will

enable institutional co-investment.

• Continued to enhance our Portfolio

Development Function.

• Continue to utilise our flexible model

to support entrepreneurs through the

duration of their journey.

• Maintain a disciplined Fund of Funds

programme.

• Continue with our balanced approach

to capital allocation.

• Continue to develop our structures

and processes as we grow, including

our portfolio development function.

Link to

principal risks

(pages 67 to 75)

1, 3, 4, 5, 6,

8, 9

Link to KPIs

3, 5

To scale our platform for

growth while maintaining

the integrity of the

investment process

• The platform’s AUM (including the

managed EIS and VCT) is c.£1.9 billion.

• Acquired 97% of Connect Ventures Fund I

via a secondary transaction, leveraging our

network to provide liquidity to later life

funds, with a focus on acquiring portfolios

of high-quality assets with nearer term

realisation opportunities.

• Continue to consider opportunities

to build structures that will enable

institutional co-investment.

• Continue to develop our processes as

we grow.

• Target accretive secondaries at

attractive valuations.

Link to

principal risks

(pages 67 to 75)

1, 3, 4, 5, 6,

8, 9

Link to KPIs

1, 3, 5

To maintain a high-quality

bar for investments

to continue to deliver

strong investment returns

underpinned by cash

realisations

• Gross Portfolio net fair value increase

of 5%.

• Realisations of £135 million in the year, with

a further c.£30 million post year-end.

• Continued target of 20% fair value

growth through the cycle.

• Continued target of 10% in

realisations of the Gross Portfolio

Value through the cycle.

Link to

principal risks

(pages 67 to 75)

1, 3, 4, 5, 8, 9

Link to KPIs

1, 2, 4

To support visionaries

who find new ways for

the world to work in the

future. We want that future

to be sustainable, fair and

accessible to all

• We continued to make progress in our

sustainability efforts. 100% achievement

across our FY25 ESG KPIs - see page 59 of

this report for further details, or read more

in our Sustainability Report, which will be

available on our website post release on

24 June 2025.

• See page 60 for details of FY26

Sustainability KPIs.

Link to

principal risks

(pages 67 to 75)

4, 5, 6

Link to KPIs

46 ANNUAL REPORT FY25

Our Strategy

We are focused on delivering a strong financial performance and achieving the targets we have set. Our

KPIs are designed to establish, incentivise and track delivery across various performance metrics that are

aligned to value creation for our shareholders.

KPIs Measurement Progress this year Focus for FY26

Growth in value

of the portfolio

Gross Portfolio Value determined

using IPEV Guidelines.

Gross Portfolio fair value

movement during the year was an

increase of £51 million, inclusive of

the impact of FX (FY24: decrease

of £18 million).

Continued target of 20% fair

value growth through the cycle.

Realising

cash

Cash generated from portfolio

company exits against original cost.

£135 million realised in the year

(FY24: £39 million).

Continued target of 10%

in realisations of the Gross

Portfolio Value through

the cycle.

New

investments

Deploying funds for investments

into new portfolio companies,

follow-on investments into existing

companies, stake building into

existing companies and secondary

investments.

Investments of £73 million made

during the year (FY24: £65 million,

including a share-for-share

exchange for Forward Partners),

with an additional £34 million from

the managed EIS/VCT funds (FY24:

£37 million).

Expected level of annual

deployment in the region of

£100 - 150 million, including

EIS/VCT.

Dealflow

Maintaining an internal database

of potential deal opportunities,

including compelling companies

that emerge through the Fund of

Funds programme

We continually track deals done

at stages earlier than our target

investment criteria and filter to

pre-qualify future potential deals.

Through our brand and

network, continue to access

high-quality dealflow across

Europe.

Cash

balances

Maintaining sufficient liquidity to

meet operational requirements,

take advantage of investment

opportunities and support the

growth of portfolio companies.

£149 million cash available to plc,

including undrawn £60 million

revolving credit facility balance

from our debt facility at year end,

with £120 million term debt drawn

(FY24: £117 million, including

undrawn revolving credit facility of

£60 million and £90 million term

debt drawn).

£23 million (FY24: £66 million) cash

in the managed EIS and VCT funds

available for investment.

Target maintenance of

12–18 months of cash resources.

Sustainability

Progress and track sustainability

performance in line with our

Sustainability KPIs (see pages 59

and 60).

We continued to make progress

in our sustainability efforts. 100%

achievement across our FY25 ESG

KPIs - see page 59 of this report

for further details, or read more

in our Sustainability Report, which

will be available on our website

post release on 24 June 2025.

Execute on the Company’s FY26

Sustainability KPIs, which can

be found in the Sustainability

section of the report on

page 60.

MOLTENVENTURES.COM 47

STRATEGIC REPORT

KPIs

We remain focused and

confident in the resilience of

our business.

Andrew Zimmermann

Chief Financial Officer

I am pleased to present these results following my appointment as CFO during

the period, having worked alongside Ben Wilkinson since joining Molten Ventures

in 2023.

While global headlines continue to highlight macroeconomic

uncertainty and geopolitical tensions, we remain focused and

confident in the resilience of our business. During the financial year

the firm has delivered a gross portfolio fair value uplift and generated

strong realisation proceeds, maintaining a robust balance sheet while

continuing to invest in our portfolio and enhance shareholder returns

with our share buyback programme.

Since our financial year end, market volatility has increased, driven

in part by the US administration’s announcement—later paused—of

significant tariff hikes on imported goods. However, given our

portfolio’s focus on technology and software-based businesses,

which are less directly affected by such measures, we do not expect

any direct material impact. We will monitor this situation closely as it

continues to develop, but our well-diversified portfolio and strong

balance sheet position us to navigate market fluctuations effectively,

as demonstrated in the sensitivity analysis in Note 31 of the financial

statements.

Looking ahead, we are optimistic. Our portfolio companies are

innovative, future-focused, and aligned with the investment themes

shaping tomorrow’s economy. We believe this positions us strongly to

deliver long-term value in today’s environment – and beyond.

Financial highlights

In the financial year to 31 March 2025 Molten delivered a fair value

uplift in the underlying portfolio and strong realisations. Total Gross

Portfolio fair value movement (excluding FX) was 5% or £72 million,

offset by adverse foreign exchange movements of £22 million. Gross

realisation proceeds for the year totalled £135 million, including

significant realisations from M-Files, Endomag, Perkbox, Graphcore

and a small partial realisation of Revolut through a Revolut-led

secondary. Total realisation proceeds, therefore, far exceeded the

guidance of £100 million given at the time of the 2024 full year results.

At 31 March 2025, balance sheet cash was £89 million, with subsequent

cash received from realisations in the new financial year already at a

further £30 million. An undrawn revolving credit facility (RCF) of up to

£60 million provides further funding flexibility, subject to availability

and certain drawing conditions.

Our evergreen balance sheet model has allowed us to use this

liquidity to maintain a strong capital position and support a balanced

capital allocation policy. In the year to 31 March 2025, we deployed

£73 million into investments to support the growth of our portfolio and

to take advantage of attractive secondary opportunities, such as the

investment in Connect Ventures Fund I. We also completed £15 million

of share buybacks and commenced a further £15 million buyback

programme, recognising that the current discount level between our

share price and NAV makes buying our own shares an attractive NAV

per share accretive proposition.

As at 31 March 2025, net assets stood at £1,236 million, a decrease

of £15 million (1.2%) from 31 March 2024. This was primarily due to

realisations exceeding investments in the year, with cash also being

deployed to settle operating costs net of management fees and to

fund the share buyback programme, which commenced in July 2024.

Admin expenses net of fee income amounted to £8 million during the

period and continued to be less than the stated target of 1% of NAV. In

light of increased post-Brexit regulatory pressures and comparatively

low volume of trading activity on Euronext Dublin, we delisted from

this stock exchange to achieve further cost and regulatory efficiencies.

Looking forward, a key strategic priority is to build scale with third-

party assets managed alongside the balance sheet, which will further

limit the cost drag on investment returns. We are already actively

working towards the launch of our Molten East fund strategy which we

expect to contribute to our fee income and investment returns over

the mid to long term.

Statement of comprehensive income

We recognised a loss after tax of just under £1 million in the year,

compared to a £41 million loss after tax in FY24.

Income recognised during the year ending 31 March 2025 comprises

an investment fair value increase of £23 million (31 March 2024:

£29 million decrease). Fee income of £21 million was generated in the

year (31 March 2024: £20 million), principally comprised of priority

profit share (“PPS”), management fees from the managed EIS/VCT

funds, performance fees, and promoter fees. PPS is generated from

48 ANNUAL REPORT FY25

Financial review

management fees charged on the underlying plc funds; as invested

capital increases/decreases net of realisations, PPS will fluctuate

accordingly. The increase in fee income during the year includes EIS/

VCT management and performance fees generated from realisations

of Endomag and Perkbox.

We anticipate that income generated from management of third-party

funds will provide a further positive contribution to offset our cost

base and enhance future profitability.

Finance expenses increased to £13 million (FY24: £11 million) due

to one-off fees and interest charges incurred from the extension of

the debt facility. General and administrative costs (“G&A”) totalled

£28 million (FY24: £21 million). £2 million of this relates to non-recurring

employee restructuring and transition costs, while £1 million relates

to employee and setup costs related to the establishment of a new

investment capability (Molten East) to build scale, which is expected

to be recoverable through future income linked to a planned fund

launch. The balance reflects ongoing investment in the business, the

broader platform following the Forward Partners acquisition, and

improved performance against corporate targets versus the prior year.

Statement of financial position

The Gross Portfolio Value at 31 March 2025 was £1,367 million

(31 March 2024: £1,379 million). The decrease was driven by total

realisations exceeding investments, net of fair value gains in the year.

The Gross Portfolio Value is an APM (see Note 35), and a reconciliation

from gross to net portfolio value – which is recognised in the

consolidated statement of financial position – is shown on page 51.

The fair value increase of £72 million is the net of £180 million of

valuation increases, offset by £108 million of reductions. This reflects

sentiment throughout the market, with market-leading companies

still commanding a premium when raising capital. However, we are

still seeing decreases in the valuation multiples of comparator public

companies due to some slowing of growth rates in the technology

sector, which has impacted a number of our portfolio holding

valuations.

Our portfolio companies however continue to maintain revenue

growth momentum, demonstrating the strong underlying resilience of

these businesses and the structural demand for their products across

their respective end-markets.

The Core Portfolio achieved average revenue growth of 45% in

2024, while their cash runway also remains robust with 88% of those

companies funded for at least 12 months, and 71% funded for over 18

months of runway or operating profitably. This reflects the maturity

and scale of these businesses, which now represent 61% of the overall

Gross Portfolio Value (31 March 2024: 62%).

In the remaining portfolio, the Emerging Core which are on track to

grow into the next components of the Core Portfolio are anticipating

average revenue growth of 100% in FY25, reflecting the higher

growth rates of these businesses as they rapidly grow and scale.

The Gross Portfolio Value is subject to adjustments for the fair value of

any accrued carried interest and deferred tax liabilities that can arise

at the investment vehicle level, to generate the Net Portfolio Value of

£1,280 million, which is recognised at fair value through profit and loss

(“FVTPL”) in the consolidated statement of financial position.

The net fair value movement on investments, including foreign

exchange movements, is reflected in the consolidated statement

of comprehensive income. Carried interest balances of £87 million

are accrued to current and former employees and consultants

of the Group based on the current fair value at the period end,

and deducted from the Gross Portfolio Value. The Gross Portfolio

Value table below reconciles the Gross to Net Portfolio Values and

the movements between 31 March 2024 and 31 March 2025. The

percentage of Net Portfolio Value to Gross Portfolio Value is 94%

(31 March 2024: 94%), which reflects the movement in carry balances in

line with the movements of the portfolio.

Deferred tax liabilities arising on the investment portfolio at group

level were £11 million (31 March 2024: £10 million) (see Note 25).

Net assets

Net assets in the Consolidated Statement of Financial Position at

31 March 2025 decreased by £15 million (1.2%) from 31 March 2024, to

£1,236 million. This was, primarily due to realisations exceeding new

investments in the year, with more cash being deployed to the Share

Buyback Programmes outlined above.

Executing share buybacks at a discount to NAV per share resulted in

8p of NAV per share accretion. The Net Asset Value per share as at

31 March 2025 was 671p (31 March 2024: 662p).

Valuations

Our robust portfolio valuations process continues to follow the IPEV

Guidelines, and we are committed to ensuring that our valuations are

as accurate and responsive to the evolving business environment as

possible.

This disciplined valuation approach has been a key driver of our

robust track record, proven out by our strong realisations at or above

NAV holding value during the period despite challenging market

conditions - see Note 30 for reference to the portfolio valuation basis.

Our investment holdings typically benefit from the protective structure

of preference shares to mitigate downside risk, without limiting our

ability to capture significant upside as valuations grow. The governance

surrounding our valuation process ensures objectivity, with external

audit and validation adding further scrutiny to our approach.

Debt facility

In July 2024, the Group agreed an extension to our NAV debt

facility with J.P. Morgan Chase Bank N.A. London Branch and HSBC

Innovation Bank Limited (the “Extended Debt Facility”), effective

7 September 2024. The Extended Debt Facility comprises a £120 million

term loan and RCF of up to £60 million, both on a three-year tenor,

secured against various assets, LP interests and bank accounts in

the Group.

Drawdown of the RCF component of the Extended Debt Facility is

subject to a maximum loan-to-value ratio of 12.5%, while the interest

rate remains at SONIA plus a margin of 5.5% per annum. The value

of the portfolio continues to be subject to periodic independent

third-party valuation at the discretion of our lenders.

We have been compliant with all relevant financial covenants

throughout the period and at period-end.

As at 31 March 2025, the £120 million term loan was fully drawn and the

£60 million RCF remained undrawn. The drawn amount is recognised

in the consolidated statement of financial position at 31 March 2025,

offset by capitalised fees from the setup of the Extended Debt Facility,

which are being amortised over its life. For further information, please

see Note 24.

MOLTENVENTURES.COM 49

STRATEGIC REPORT

Total liquidity and capital allocation policy

Total Group cash available as at 31 March 2025 was £89 million

(31 March 2024: £57 million) and £60 million remained undrawn on the

Company’s RCF (31 March 2024: £60 million). In addition to balance

sheet liquidity, our managed EIS and VCT funds also had £23 million of

cash available for investment as at 31 March 2025.

During the period, we received cash proceeds from portfolio

realisations of £135 million. A portion of this was deployed into

investments totalling £73 million, with £8 million to admin expenses net

of fee income, £10 million of net finance expenses, and £17 million to

share buybacks.

Molten manages liquidity risk by maintaining adequate reserves

and ongoing monitoring of forecast and actual cash flows. Capital

resources are managed to ensure that there is sufficient headroom for

18 months’ rolling operating expenses.

In June 2024, Molten announced a capital allocation policy which

included allocating a minimum of 10% of realisation proceeds to

share buybacks, recognising the accretive benefits to shareholders of

purchasing its own shares at the prevailing discount levels.

In July 2024, following realisations tracking in line with the previously

given £100 million guidance, the Company commenced an initial

share buyback programme of up to £10 million, which was completed

on 23 September 2024. A £5 million extension to the programme

commenced on 21 January 2025 and completed on 12 March 2025.

With ongoing strong realisation proceeds above guidance, and

recognising the ongoing share price discount to net asset value,

this was extended by a further £15 million via an announcement on

13 March 2025, going significantly beyond the 10% of realisation

proceeds in the policy. The programme was financed through

cash resources, acquiring a total of 4,871,767 ordinary shares as

at 31 March 2025, which represent, approximately, 2.6% of the

Company’s issued share capital at year end. For further information,

please see Note 27.

Summary

In summary, our exciting, resilient and diversified portfolio has

delivered a fair value uplift and increased NAV per share in a

challenging environment, with a strong level of realisations returning

capital to the balance sheet. The Company continues to focus on

capital allocation, balancing the pipeline of exciting new investment

opportunities with the ability to drive returns to shareholders through

share buyback programmes, while maintaining sufficient reserves.

Andrew Zimmermann

Chief Financial Officer

Corporate Innovation event hosted by Molten Ventures

50 ANNUAL REPORT FY25

Financial review continued

Gross portfolio value table

Investments

Fair value of

investments

31-Mar-24

£’m

Investments

£’m

Realisations

£’m

Non-

investment

cash

movements

£m

Movement

in foreign

exchange

£’m

Fair value

movement

£’m

Fair value

movement

31-Mar-25

£’m

Fair value of

investments

31-Mar-25

£’m

Cost of

investments

31-Mar-25

£’m

Multiple of

invested

cost

31-Mar-25

Ownership

interest

range

Revolut 65.1 – (7.4) – 0.6 98.8 99.4 157.1 10.7 14.7x A

Coachhub 91.9 – – – (2.0) (3.0) (5.0) 86.9 31.3 2.8x C

Ledger 61.1 – – – (1.3) 15.8 14.5 75.6 28.5 2.7x B

Aiven 82.0 – – – (1.8) (8.4) (10.2) 71.8 4.6 15.6x B

Aircall 60.5 – – – (1.2) 11.4 10.2 70.7 14.3 4.9x B

ThoughtMachine 99.2 – – – – (29.1) (29.1) 70.1 36.5 1.9x A

Form 3 59.2 – – – – 0.2 0.2 59.4 30.1 2.0x B

ICEYE 42.9 – – – (2.4) 2.7 0.3 43.2 22.5 1.9x B

RavenPack 37.2 – – – (0.9) 2.9 2.0 39.2 7.5 5.2x D

FintechOS 29.6 – – – (0.6) – (0.6) 29.0 29.6 1.0x D

HiveMQ 20.3 5.0 – – (0.4) – (0.4) 24.9 25.1 1.0x B

Schüttflix 22.1 2.3 – – (0.5) 0.3 (0.2) 24.2 23.8 1.0x B

ISAR AeroSpace 23.4 – – – (0.5) (0.6) (1.1) 22.3 4.1 5.4x A

Freetrade 14.5 – – – – 5.9 5.9 20.4 14.0 1.5x B

Riverlane 15.8 – – – – 4.0 4.0 19.8 5.1 3.9x B

N26 10.7 – – – (0.2) 1.4 1.2 11.9 10.6 1.1x B

Simscale 11.0 0.5 – – (0.2) – (0.2) 11.3 10.5 1.1x B

Remaining 632.4 64.8 (127.2) – (10.2) (30.2) (40.4) 529.6 530.9 1.0x

Gross

portfolio value 1,378.9 72.6 (134.6) – (21.6) 72.1 50.5 1,367.4 839.7 1.6x

Carry external (87.1) – 12.4 – – (12.8) (12.8) (87.5)

Portfolio

deferred tax – – – – – – – –

Trading carry &

co-invest 0.3 – – – – (0.3) (0.3) –

Non-investment

cash movement – – – 14.7 – (14.7) (14.7) –

Net

portfolio value 1,292.1 72.6 (122.2) 14.7 (21.6) 44.3 22.7 1,279.9

* Fully diluted interest categorised as follows: Cat A: 0–5%, Cat B: 6–10%, Cat C: 11–15%, Cat D: 16–25%, Cat E: >25%.

MOLTENVENTURES.COM 51

STRATEGIC REPORT

The Board is committed to fulfilling its duties under Section 172 of the Companies

Act 2006, which requires Directors to act in a way that promotes the success of the

Company for the benefit of its shareholders as a whole, while having regard to

the interests of other key stakeholders. The Board firmly believes that long-term,

sustainable success is dependent on recognising, understanding and responding

to the needs and perspectives of all stakeholder groups.

Our approach to stakeholder engagement

The Board identifies the Company’s key stakeholders as including:

employees, portfolio companies, investment partners, shareholders,

the communities in which the Company operates, the environment,

suppliers and professional advisers. In making decisions, the Board

carefully balances the interests of these stakeholders, ensuring that

their views are considered alongside financial, operational and

strategic factors.

While not all stakeholder engagement occurs directly at Board

level, information arising from interactions undertaken by Executive

management and other parts of the business is systematically reported

back to the Board. This enables Directors to take stakeholder views

into account when making key strategic, operational and governance

decisions. Engagement outcomes are, typically, communicated to the

Board through regular management reporting, thematic updates and

targeted strategic presentations.

Key decisions during the year

In discharging its Section 172 duties, the Board systematically considers

the impact of its decisions on the Company’s various stakeholders,

alongside broader considerations such as risk management,

compliance obligations, and the long-term consequences for the

Group’s reputation and sustainability.

The Board’s decision-making process is underpinned by the provision

of high-quality, comprehensive reports and papers circulated in

advance of meetings, supplemented by regular dialogue between

Executive and Non-Executive Directors. In-person briefings from

management and external advisers provide additional insight.

Where appropriate, Board papers and proposals explicitly address

stakeholder considerations, detailing the expected impact on affected

groups and the implications for the Company’s long-term strategic goals.

Head of Portfolio Development,

Andrea Kerwat leads Portfolio

Development Session at Molten

Ventures Investor Day.

52 ANNUAL REPORT FY25

Stakeholder engagement and

Section 172 statement

Employees

Why they matter

Our employees are our most valuable asset. Their engagement

promotes a strong governance culture and supports effective

decision-making and risk management. A positive culture of inclusion,

support and alignment to the Group’s strategy is key to attracting,

retaining and motivating talent.

Key decisions

and outcomes

• Culture-focused project led by an

expert external people and culture

consultancy firm aimed at further

embedding corporate purpose

and values.

• Annual corporate targets linked

to employee objectives and

performance assessments.

• New and expanded employee

wellbeing initiatives, including

services from CoachHub, Oliva,

and Perkbox, informed by

employee surveys.

How we engage

• Direct daily engagement between Executive Directors and

employees.

• Non-Executive Directors attend portfolio strategy days, the annual

investor day conference and informal gatherings.

• Designated NED for Workforce Engagement (Gervaise Slowey)

leads engagement through employee sessions.

• Regular anonymous employee ‘pulse’ surveys reported to

the Board.

• Employee engagement forms a standing item in the CEO’s report

at each Board meeting.

Portfolio

companies

Why they matter

Regular and open engagement allows us to actively support portfolio

companies’ growth, strengthen relationships, enhance visibility into

operational performance and culture, and provide tailored expertise.

Key decisions

and outcomes

• See pages 42 to 45 for how

we engage with our portfolio

via our Portfolio Development

function. During the year, we

have supported a number of

companies through executive

talent searches, with their board

meeting effectiveness, their go

to market strategy and processes,

and preparing for exit. As part

of our Portfolio Development

initiative, the Company convenes

an annual CEO and GP Summits,

bringing together portfolio

company leaders and members

of our senior investment team.

Each Summit is anchored around

a central theme that reflects the

prevailing market environment

and the strategic considerations

facing growth-stage businesses.

In 2024, we hosted 25 CEOs at a

retreat in Tuscany The theme of

this year’s Summit – “What if you

succeed?” – encouraged founders

to consider the long-term

implications of achieving their

ambitions, including the cultural,

strategic and organisational shifts

that success demands.

How we engage

• Board director or observer roles.

• Regular dialogue and relationship building by the

investment team.

• Annual CEO and GP Summit events and curated enterprise

connection events.

• Portfolio Development function provides support across

talent acquisition, go-to-market strategies, internationalisation,

fundraising, community building and founder wellbeing.

• Exit preparedness support provided by the Portfolio

Development Function ensuring our companies are ready for exit

at the right time.

• Ongoing support to portfolio companies through structured

operational improvement and resilience programmes.

MOLTENVENTURES.COM 53

STRATEGIC REPORT

Investment

Partners

Why they matter

Partnerships with co-investors expand access to quality

opportunities, enhance cultural alignment, and broaden support

options for portfolio companies. Strong partner relationships drive

better returns and sustainable growth.

Key decisions

and outcomes

• Continued active collaboration

with investment partners to align

on culture, strategy and long-

term goals.

• Expansion of partnerships to

support scaling investment reach.

How we engage

• Co-investment through plc, EIS and VCT structures.

• Regular engagement by the Executive team with investment co-

investors.

• Board-level consideration of strategic positioning with investment

partners.

• Limited Partner in 79 funds within our Fund of Funds Programme.

Communities

Why they matter

Engagement with entrepreneurial and local communities enhances

Molten Ventures’ brand, strengthens its network and promotes

responsible investment principles.

Key decisions

and outcomes

• Increased focus on sustainability

dialogue and ecosystem

engagement across event series.

• Reported third iteration of data

as signatory to the Investing in

Women Code.

• Targeted exit preparedness

support provided to portfolio

companies by the Portfolio

Development function.

• Continued dissemination of

quarterly updates to the Fund of

Funds portfolio.

How we engage

• Hosting of thematic events open to broader entrepreneurial and

investment ecosystems.

• Active dialogue on sustainability themes as a signatory to the

Principles for Responsible Investment (“PRI”).

• Value creation with our portfolio companies through active

management and ongoing direct engagement by our Portfolio

Development function.

• Market intelligence sharing with our Fund of Funds Programme

through targeted quarterly newsletters.

Shareholders

Why they matter

Shareholders are critical to the Company’s long-term success.

Understanding and responding to their priorities helps maintain

confidence and ensure strategic alignment.

Key decisions

and outcomes

• Engagement with major

shareholders via one-on-one

meetings.

• Expanded use of Investor Meet

Company to broaden retail

shareholder access.

• Direct written engagement with

shareholders prior to the AGM.

How we engage

• Executive-led meetings with institutional shareholders following

financial results.

• Investor Meet Company platform sessions covering financial

results and strategic themes.

• Annual Investor Day with portfolio company presentations.

• Encouragement of AGM participation and direct response to

shareholder correspondence.

• Investor relations as a standing item at Board and Executive team

meetings.

54 ANNUAL REPORT FY25

Stakeholder engagement and

Section 172 statement

continued

Suppliers

and advisers

Why they matter

High-quality supplier and adviser relationships underpin operational

efficiency, risk management and compliance with legal and ethical

standards.

Key decisions

and outcomes

• Engaged with 92% of Key

Recurring Suppliers through

completion of our supplier

questionnaire in line with our

associated ESG KPI.

• Engaged portfolio companies

(CoachHub, Oliva, Perkbox) as

service providers.

• Board approval of the Modern

Slavery Statement, reinforcing

diligence around supplier

practices.

How we engage

• Engagement of suppliers via our ESG KPI to engage with 75%+ of

Key Recurring Suppliers (see Glossary) to assess climate maturity

and alignment to the Net Zero transition.

• Regular dialogue with legal, financial and other advisers to ensure

alignment with the Company’s needs and regulatory expectations.

Environment

Why they matter

Sustainability factors, particularly climate change, are integral to

Molten Ventures’ strategy, operational resilience and alignment with

investor expectations.

Key decisions

and outcomes

• Ongoing progress against

Sustainability KPIs.

• Publication of our FY25

Sustainability Report, available

from 24 June 2025 on the

Company’s website.

How we engage

• Sustainability KPIs integrated into remuneration targets.

• Publication of a Sustainability Report to communicate sustainability

progress and ambitions.

• Regular engagement by Molten Ventures’ internal Sustainability

Lead with portfolio company representatives, and associated

reporting to the Sustainability Committee.

MOLTENVENTURES.COM 55

STRATEGIC REPORT

Our Commitment to

Responsible Investment

As responsible investors, we focus on investing in and building best-in-

class technology companies that integrate sustainable and ethical principles

into their foundations. We believe our greatest influence as an investor is

in educating, equipping and collaborating with our portfolio companies –

helping them capitalise on sustainability-driven commercial opportunities

while managing and mitigating associated risks. Our Responsible Investment

& Sustainability Policy (available on our website) outlines our approach to

how we engage with companies from deal sourcing through to ongoing

monitoring and support during the lifetime of our holding period.

As signatories to the Principles for Responsible Investment (“PRI”),

we recognise our role in promoting strong governance, integrity and

accountability in order to contribute to a more sustainable and efficient

global financial system.

Our mission is to advance society through technological innovation.

We aim to do so by leveraging our sustainability principles and responsible

investment ethos throughout the process of every company we invest in. We believe

that, in doing so, we help build a future that is sustainable, fair and accessible to all.

Our approach to sustainability and key highlights from throughout the year are summarised below and can be read in full in our FY25

Sustainability Report, which will be published on 24 June 2025.

Sustainability in

Venture Capital

Venture Capital plays a pivotal role in driving

innovation and building the tools to facilitate

the transition to a low carbon economy, create

equal opportunities for all and contribute to a

more equitable and resilient society. At Molten,

we recognise that we are uniquely positioned

to invest in pioneering technologies, products

and services that not only generate positive

global impact but also create long-term,

sustainable value for investors. Through this

lens, we proactively engage with our portfolio

companies to help them identify and realise

commercial opportunities in relation to a

positive environmental and/or social impact.

Sustainability at Molten in numbers

79%

of In-Scope Portfolio

Companies* tabled and

discussed sustainability

topics in at least one Board

meeting during the period

new or follow-on climate

tech investments

58%

of Key Recurring Suppliers

who responded to Molten’s

Supplier Questionnaire

have a net zero policy or

programme in place

B-Corp certified companies

in the portfolio

58%

of In-Scope Portfolio

Companies measure their

carbon footprint

£39,200

in financial support

towards the measurement

or offsetting of portfolio

companies’ carbon

emissions

97%

of our employees

completed Bullying and

Harassment training within

the period

£51,150

of charitable donations

made through the Esprit

Foundation and Molten’s

Employee Engagement

Programme

* In-Scope Portfolio Companies’ means directly held portfolio companies on which Molten Ventures plc holds a board seat and which represents not less than £3 million of NAV to

the Company as at 31 March for the previous financial year.

56 ANNUAL REPORT FY25

Sustainability at Molten

External engagement and benchmarking

At Molten, we recognise the importance of demonstrating our commitment to sustainability and responsible investment by actively

engaging with external standards and frameworks. Our aim is to continue to gather longitudinal data to establish a foundation for tracking

and reporting progress over time.

We have continued to mature and refine our

approach, reflecting the broad, long-term vision we

have for embedding sustainability principles into

how we operate and invest

Gervaise Slowey

Independent Non-Executive Director

SECR

Our sustainability principles

Innovation &

ambition:

A model to do things differently and

better. We help our entrepreneurs to

change the world with our depth of

experience, expertise and drive.

Honesty & integrity:

Trust is built on doing the right thing

for the right reasons. We act with

integrity and give it straight, even

when it isn’t easy to hear.

Collaboration

& community:

We’re a team of teams working with

our community and stakeholders to

get the best results and inspire the

next generation of entrepreneurs. It’s

always a group effort.

Long-term & accountability:

The long-term future requires action and accountability now.

Our evergreen outlook allows us to see the bigger picture.

Our governance structures keep us aligned and accountable

to our long-term values and goals.

Inclusivity & diversity:

We embrace our differences to build a better, fairer future

for all. We seek the brightest and the best, regardless of race,

nationality, ethnic origin, religion, gender, sexual orientation,

age or disability.

Portfolio company Sat Vu shares satellite image used for environmental monitoring.

MOLTENVENTURES.COM 57

STRATEGIC REPORT

May 2024

• Molten launched an electric vehicle leasing scheme to

FTEs to incentivise the purchase of a greener, electric

or hybrid vehicles in favour of combustion engine cars

which are reliant on fossil fuel usage.

• Offset 204 tCO

e attributed to Molten’s CY23 Scope 1, 2

and select Scope 3 emissions through UK-based peatland

restoration and tree-planting projects.

July 2024

• Reported to the Principles for Responsible Investment

(PRI) for the third year.

• Held our first all-staff off-site to allow the team to socialise

in an informal setting and participate in a facilitated

workshop to uncover each other’s communication

preferences and behavioural tendencies in the workplace.

• 10 members of the Molten team participated in the

J.P. Morgan Corporate Challenge, in support of the

Centrepoint charity.

October 2024

• Esprit Foundation awarded a £25,000 grant to Northern

Power Women, an organisation aiming to accelerate

social mobility, gender equality and diversity across the

country.

December 2024

• Developed a Responsible AI Policy for internal use by

Molten employees.

• Esprit Foundation awarded a £25,000 grant to the Social

Mobility Foundation, an organisation supporting young

people facing structural barriers in education and work as

a result of socioeconomic background.

February 2025

• Received a score of B in the CDP SME Climate Change

questionnaire, (FY24 score: C).

April 2024

• Commenced our partnership with culture consultancy

firm to support us in defining and improving our Culture

to ensure it is inclusive and aligned with our corporate

purpose and values.

June 2024

• Participated in a panel at SuperVenture on the topic of

Embedding ESG in European venture: ESG VC’s 2024

research and discussions with sustainability leaders.

• Participated in a panel at the BVCA ESG Conference titled

ESG: The Next Generation.

• Featured on the EUVC podcast on the topic of ESG

becoming a core part of doing business in Europe.

September 2024

• Molten appointed to the Steering Committee of ESG_VC

(now part of VentureESG).

• Submission made to CDP for the third year.

November 2024

• ESG and sustainability session curated for Molten’s

Investment Team by VentureESG.

• Educational climate workshops hosted by Molten and

Accenture (appointed sustainability advisors) with five

portfolio companies identified as suitable for climate

engagement.

January 2025

• Reported third iteration of data as signatory to the

Investing in Women Code.

• Established a multi-disciplinary Molten AI

Working Group.

Activities in the year

At Molten, we are committed to integrating sustainability across all facets of the business, through our investment decision-making

processes, our active portfolio management and within our own internal operations. This flow diagram provides an overview of our

sustainability highlights throughout the year.

58 ANNUAL REPORT FY25

Sustainability at Molten continued

Progressing our sustainability journey

Throughout the year, we have continued to drive progress on our

sustainability roadmap, making meaningful strides both within our own

operations and across our portfolio. Our purpose, to advance society through

technological innovation, guides our long-term strategy and ties in with our

commitment to turn sustainability ambitions into real, measurable impact.

We recognise that measuring sustainability success is an evolving challenge.

Navigating the complexities of sustainability metrics is an ongoing learning

process for Molten and we remain dedicated to refining our approach to

performance monitoring.

FY25 ESG KPIs

Our FY25, ESG KPIs comprised 10% of bonus

entitlement for all staff and Executive Directors

(see further details on pages 106 and 107).

This year, we are pleased to have attained

in full all four of our FY25 ESG KPIs, further

exemplifying our ongoing commitment to

positive growth in sustainability practices, both

in our own operations as well as throughout

our value chain.

FY25 ESG KPIs Completion update Status

Discussion of ESG opportunities and risks in at least one

board meeting during FY25 across 75%+ of In-Scope

Portfolio Companies

Sustainability topics have been discussed in at least one

Board meeting during FY25 for 79% of In-Scope Portfolio

Companies

All voting IC members to engage with one In-Scope

Portfolio Company to: (i) conduct an ESG performance

deep-dive; and (ii) perform a formal evaluation of Board

effectiveness

ESG performance deep-dives and a formal evaluation of

Board effectiveness have been completed by all voting IC

members

Engage with 75%+ of Key Recurring Suppliers to assess

climate maturity and alignment to the net zero transition

92% of Key Recurring Suppliers completed and returned

our supplier questionnaire which included six questions

on environmental and climate action

Improve portfolio climate literacy and alignment to net

zero through targeted engagement with five mature In-

Scope Portfolio Companies

Engagements have taken place with five In-Scope

Portfolio Companies through in-depth educational

workshops with climate consultants Accenture

Key: Fully achieved Partially achieved

MOLTENVENTURES.COM 59

STRATEGIC REPORT

Sustainability

Overview

Molten Ventures employees at Corporate away day

FY26 Sustainability KPIs

The FY26 Sustainability KPIs will make up 7.5% of bonus entitlement for all staff and Executive Directors (see pages 106 and 107).

FY26 Sustainability KPIs

Investment

decision-making

process

Introduce assessment of positive environmental and/or social impact of prospective investments as

part of Sustainability analysis in IC papers.

Ensure consistent tracking and reporting of pipeline diversity data and present this for discussion at

dealflow meetings no less than bi-annually

Active portfolio

management

Conduct an internal assessment of sustainability-related risks and opportunities for 75%+ of In-Scope

Portfolio Companies and use the output to establish an action plan for those companies for whom

material risks are identified, where this is aligned to wider commercial objectives.

Internal

operations

Deliver the next phase of the Company’s Culture Project Roadmap focusing on People and

Performance by way of continuation of the output of last year’s associated FY25 Strategic KPI.

60 ANNUAL REPORT FY25

Sustainability

Overview continued

In accordance with the Companies (Directors’ Report) and Limited Liability Partnerships (Energy and

Carbon Report) Regulations 2018, we report, annually, on our GHG emissions and energy consumption,

including the government’s policy on Streamlined Energy and Carbon Reporting (SECR).

We qualify for SECR compliance on the basis of being a UK-based quoted company, and the following

section presents our SECR disclosures for CY24.

SECR statement

This report represents our fifth year of SECR compliance and

summarises the Molten Group’s energy usage, associated emissions,

energy efficiency actions and energy performance. We are reporting

based on calendar year (CY24) in order to ensure like-for-like

comparability with our CY23 equivalent disclosure.

As per SECR requirements, energy- and fuel-use activities have been

tracked in the UK and Ireland. GHG emissions have been calculated

using appropriate emissions factors from DEFRA’s 2024 Government

Conversion Factors. This work has been completed in line with

the GHG Protocol guidance and covers all material Scope 1 and 2

emissions produced by Molten under operational control. Molten

does not have any GHG-emitting vehicles under operational control

and, due to our business model, Molten does not generate any

process emissions.

Table A below presents our CY24 global energy consumption and

GHG emissions for SECR compliance. Our UK and Global (Ireland)

emissions are reported as a combined figure for both CY23 and CY24.

Our full carbon footprint is located in Table B.

Table A: GHG emissions and energy use data for SECR

CY23 CY24

Total global energy consumption used to

calculate carbon emissions (kWh) 49,306 48,134

Emissions from employees working from home

(tCO

e) (Scope 3) 4.7 2.44

Emissions from combustion of natural gas in

buildings (tCO

e) (Scope 1) 2.0 2.56

Emissions from purchased electricity in

buildings (location-based) (tCO

e) (Scope 2) 8.14 7.60

Total organisational emissions (location-based)

(tCO

e) 10.14 9.90

Total organisational emissions (market-based,

from 100% renewable electricity) (tCO

e) 0.92 0.98

Carbon intensity ratio – carbon emissions

per net asset value (NAV) (location-based)

(kgCO

e/£100k NAV) 0.86 0.83

Carbon intensity ratio – carbon emissions

per net asset value (NAV) (market-based)

(kgCO

e/£100k NAV) 0.25 0.29

Carbon intensity ratio – carbon emissions per

full-time employee (location-based) (kgCO

full-time employee) 178 168

Carbon intensity ratio – carbon emissions per

full-time employee (market-based) (kgCO

full-time employee) 51 60

Table B: Full carbon footprint for CY24

tCO

Natural gas 2.30

Fugitive emissions 0.26

Total Scope 1 2.56

Purchased electricity 7.60

Total Scope 2 7.60

Employee commuting & homeworking 29.95

Business travel 162.33

Investments* 389.90

Purchased goods & services 435.46

Capital goods 6.01

Waste generated 0.05

Water 0.11

Other fuel & energy-related activities 1.35

Upstream T&D 0.07

Total Scope 3 1025.23

Total Scope 1, 2 and 3 1035.39

* Note reported emissions for Category 15: Investments cover Scope 1 and 2 emissions

of the investments but exclude Scope 3, consistent with our FY24 disclosure.

Energy efficiency actions

We continue to maintain a range of carbon reduction measures and

energy efficiency actions to ensure that our internal practices are

aligned with the broader targets set out within our Climate Strategy

(available to read in our FY25 Sustainability Report from 24 June 2025).

Our cycle-to-work scheme encourages staff to use greener

commuting methods and, this year, we have also introduced an

electric vehicle leasing scheme to FTEs to incentivise the use of low-

emission electric or hybrid vehicles in favour of combustion engine

cars, which are reliant on fossil fuel usage.

Our London office continues to run on 100% renewable electricity

and, to reduce our energy consumption further, we have consolidated

our tech and IT our infrastructure by migrating certain systems to

the cloud, enabling us to operate with a single host and, therefore,

consume less electricity. Over the next 12 months, we plan to

implement additional upgrades to our technology in order to further

eliminate the need for on-premises hardware.

While our waste generation represents a small proportion of our full

carbon footprint, we hope that improvements to our recycling facilities

and the introduction of food waste disposal in our London office, in

line with the UK Government’s Simpler Recycling Scheme, will further

reduce emissions associated with waste disposal.

MOLTENVENTURES.COM 61

STRATEGIC REPORT

Sustainability

Our SECR report

Greenhouse gas emissions

This year, we have calculated our CY24 Group-wide carbon footprint,

including our Scope 1, Scope 2 and all material Scope 3 emissions. A

key focus, and one of our FY25 ESG KPIs, is to continually improve the

accuracy of our Scope 3 measurements (upstream and downstream)

given the significant proportion of our GHG emissions, which arise

from our value chain.

We have made progress towards achieving this goal by commencing a

novel data collection process in order to gain deeper insights into the

environmental and climate action of Key Recurring Suppliers. Through

this process, we have gathered primary emissions data from 23% of

our Key Recurring Suppliers and have incorporated this data into our

purchased goods and services methodology for a more accurate

representation of associated Scope 3 emissions.

We are also able to leverage our position as investors to help portfolio

companies to measure and reduce their GHG emissions. Our latest

Sustainability Framework data-gathering exercise highlighted that 58%

of In-Scope Portfolio Companies measured their carbon footprint,

with a further 12% planning to begin measurement within the next 12

months, leading to greater data accuracy of our Scope 3 investments

category emissions calculations.

Methodology

As with our SECR calculations, our carbon footprinting methodology

is aligned with the GHG Protocol Corporate Standard and uses an

operational control approach. A materiality assessment of our value

chain determined which Scope 3 emissions to include within our

carbon footprinting boundary reported for the calendar year 2024. To

help ensure the robustness of these GHG emissions calculations and

methodology, we have, for the third consecutive year, undertaken

a verification exercise with Accenture. This process provides us with

limited assurance from an independent third party that our Scope 1,

2 and 3 (category 15: Investments) emissions calculations are accurate,

complete, consistent, transparent and free of material error or

omissions.

In order for us to generate the most accurate calculations, we prioritise

collecting primary data across our business and portfolio and apply

an emission factor to convert our business activity data directly into

associated GHG emissions. Where primary data is unavailable, we

apply industry benchmarks and bespoke extrapolation techniques

to estimate data. This year, we have been able to gather primary data

including fugitive emissions data from our Dublin office and water

usage data from both London and Dublin offices, for the first time.

Within our Scope 3 inventory, we have accounted for our allocation

of portfolio companies’ Scope 1 and 2 emissions based on our equity

position in each company, in line with the Partnership for Carbon

Accounting Financial (“PCAF”) guidance. We used reported emissions

from 25 portfolio companies – an increase of 9% on last year, which

demonstrates increasing engagement in carbon accounting across the

portfolio and greater data accuracy as a result. To generate individual

estimates for the remaining directly held investments, outside of those

already calculating their GHG emissions, we utilised Climate Neutral’s

Brand Emissions Estimator tool. This assessment was informed by

portfolio companies’ financial activity, facilities, geography, sector

and sub-sector, although actual figures may differ from the estimates

generated using this tool.

During the period, we leased 5 electric or hybrid vehicles to Molten

employees through our new leasing scheme; however, given that

these vehicles are not used for business purposes and constitute

an employee benefit, the associated emissions are outside of the

operational boundary.

Analysis

Our indirect (Scope 3) GHG emissions make the largest contribution

to our total carbon footprint, with purchased goods and services

and investments being the main drivers within this (825.36 tCO

e in

aggregate). Business travel undertaken by our employees was also a

contributor to our Scope 3 GHG emissions (162.33 tCO

e) but remained

largely unchanged compared to CY23.

We saw a decrease in purchased goods and services emissions by

33% compared to CY23, likely due to the use of primary emissions data

from 23% of Key Recurring Suppliers, gathered through our supplier

engagement questionnaire, which provides a more accurate and

precise measure of emissions.

When comparing CY23 GHG emissions to the prior year emissions

another key difference is the reduction in our Scope 3 category 15

emissions by 21%, attributable, in part, to Molten’s smaller relative

holding of biggest portfolio emitters in CY24 as well as a further

increase in the number of portfolio companies reporting their

emissions, leading to greater accuracy of available data.

Carbon offsetting

While we recognise that carbon reduction is the overarching goal in

order to reach net zero, we are committed to continuing our carbon

offsetting programme, in which we invest in carbon credits to balance

the carbon that we have already emitted across Scope 1, 2 and, select,

Scope 3 emissions that are in our direct control.

Based on these commitments, 204 tCO

e have been offset for CY24

through investment in two carbon projects. We are supporting these

projects for the fourth year in line with the BeZero Carbon Rating

system guidance on quality and associated risks. The first is a collection

of woodland restoration projects in the UK, which we have supported

through the purchase of Pending Issuance Units (“PIUs”) equating to

the removal of 102 tCO

e over future decades. The second project is

a UK tree-planting scheme coupled with an avoided deforestation

project based in Brazil, through which we have offset 102 tCO

e.Our

ongoing support of these projects has resulted in an aggregated total

of 679 tCO

e being offset over the last four years.

Breakdown of CY24 Carbon Footprint

2.56 tCO

Scope 1 total

(CY23: 2.0 tCO

7.6 tCO

Scope 2 total

(CY23: 8.1 tCO

1,025.23 tCO

Scope 3 total

(CY23: 1,335 tCO

62 ANNUAL REPORT FY25

Sustainability

Our SECR report continued

Our approach to identifying and managing climate-related risks and realising climate-related

opportunities is guided by the recommendations of the TCFD, which allows us to assess and mitigate the

impact of climate change on Molten Ventures and our portfolio.

Last year, the focus of our TCFD implementation was on engaging with our portfolio companies with the aim of assessing and enhancing

their understanding and capacity for climate risk and opportunity management. While this remains a priority, this year, we have made further

advancements to our TCFD analysis by refreshing our Climate Scenario Analysis. This has allowed us to:

01 02 03

Refine our impact

channels

We have reassessed the suitability

and materiality of our defined impact

channels using a range of internal and

external factors to ensure these remain

relevant within our analysis and to our

portfolio companies.

Consider portfolio

composition

We have integrated changes in our

portfolio composition into our risk

profile. Including changes in sector

split and the proportion of fair value in

smaller portfolio companies.

Review our climate

scenarios

We have re-evaluated the suitability

of our three chosen climate scenarios

based on the most up-to-date climate

science and climate modelling to

determine the likelihood of impact on

our portfolio through the lens of our

impact channels.

Our full TCFD Report is located on pages 16-24 of our FY25 Sustainability Report, which will be published on 24 June 2025. From FY26 onwards,

we will continue to report against the TCFD recommendations bi-annually.

Updated analysis of our climate risk impact channels’ financial impact on the value of the portfolio to be immaterial at present, owing to the nature

of the underlying investments, however this will be monitored each year to assess any changes. The Group has taken advantage of a number of

climate-related opportunities within the portfolio via our climate tech thesis.

Summary of our full FY24 TCFD Report

Governance

At Molten, we take a top-down approach to the governance

and management of climate change, with the Board of Directors

holding ultimate oversight. Our Sustainability Committee of

the Board is accountable for the assessment and management

of climate-related risks and opportunities. In addition to

this top-down approach, members of our Investment Team

are appointed as directors on the boards of the majority of

directly held investments and are able to use their position for

targeted engagement and active participation in our portfolio

companies’ climate action.

Strategy

In FY23, we categorised identified risks and opportunities into

five impact channels, which could influence the fair value of

the portfolio. Materiality has been informed by the existing

risk management framework used within our Corporate Risk

Identified risks and opportunities have been assessed through

Climate Scenario Analysis, which we have updated this year in

line with FCA requirements.

Risk management

Building on our risk identification process, this year, we continued

to support our portfolio through the provision of tools, resources

and best practice guidance as well as 1:1 meetings with Molten’s

internal Sustainability Lead to provide tailored advice around

sustainability and climate strategy development. We also

continued to support sufficiently mature portfolio companies in

building their literacy around climate risk and opportunity analysis

to demonstrate meaningful climate action.

Metrics and targets

The metrics and targets that Molten uses to assess and manage

climate-related risks and opportunities include our Scope 1,

2 and 3 emissions. We aim to continually improve the data

quality and methods through which we measure our footprint

by setting upstream and downstream engagement targets

and undertaking a verification exercise with an independent

third party to help ensure the robustness of our GHG emissions

calculations.

MOLTENVENTURES.COM 63

STRATEGIC REPORT

Sustainability

Task Force for Climate-related Financial

Disclosures (TCFD) report – summary

To support the delivery of our strategic objectives and to ensure responsible

business operations, we maintain a comprehensive risk management framework.

This framework is designed to balance risk and reward while balancing potential

conflicts and safeguarding the interests of the business, our Shareholders,

employees, and broader stakeholders. The Board retains ultimate responsibility

for defining the Group’s risk appetite and overseeing the risk management

framework. Oversight of the Company’s risk profile and framework is delegated to

the Audit, Risk and Valuations Committee, with support from the Compliance and

Company Secretarial Teams.

Risk appetite

Our business model inherently involves

accepting a degree of risk to pursue our

long-term objective of investing in and

supporting a diversified portfolio of unlisted

early-stage, high-growth companies.

However, our approach aims to only assume

risks where there is a clear opportunity

for reward and where such risks can be

identified, evaluated, and effectively

managed so far as within our control. The

Board has set a defined risk appetite for each

of the Group’s principal risks, as detailed

on pages 66 - 75 of this report. These

appetites are reviewed regularly, alongside

performance monitoring and mitigation

strategies, to ensure that risk exposures

remain within acceptable parameters.

Risk governance

We adopt a top-down approach to

risk governance, fostering a culture of

transparency, accountability, and compliance.

This culture flows from the Board through

to the Executive and Compliance Teams

and across all levels of the organisation.

Risk management is embedded in

day-to-day operations through clear

governance structures, with defined roles

and responsibilities for identifying and

mitigating risks.

The first line of defence comprises internal

controls implemented by managers and

staff throughout the Group. The second

line is represented by the Compliance

and Company Secretarial Teams, who

independently monitor compliance

with the risk framework. The Company

Secretary reports directly into the Board.

The Compliance Team reports directly to

the Executive Team, and the Audit, Risk and

Valuations Committee and maintains direct

access to the Chair of the Board and the Chair

of the Committee as required. The plc Board

and the Audit, Risk and Valuations Committee

monitor and oversee the implementation of

the Group’s internal controls.

Both the Committee and Executive Team

actively monitor existing and emerging

risks to ensure alignment with strategic

objectives. Material risks are documented in

the Corporate Risk Register, which includes

assessments of inherent and residual risks,

control measures, and mitigation actions. This

used for visual monitoring, and is reviewed

regularly to ensure it reflects the current risk

landscape. The Committee meets formally

at least four times annually, with additional

meetings convened as required. In the

year ahead, the Group intends to further

bolster its existing risk management and

internal controls process, by the adoption

of third party software solutions, to better

capture and provide real-time monitoring

of identified risks and their associated

mitigations.

To further support risk governance, we utilise

external compliance specialists, IQ-EQ, to

assist the Compliance Team with regulatory

compliance matters across the Group’s fund

management operations. Risk is a standing

agenda item at weekly Executive Team

meetings, with dedicated risk-review sessions

structured around the Corporate Risk Register

held periodically.

Operational Risk Controls

Risk is managed at every level of the

business, with all employees playing a role

in day-to-day risk oversight in line with the

Group Compliance Policies and Procedures,

and Code of Conduct. Internal checks are

conducted periodically by the Compliance

and Company Secretarial Teams. IT-related

risks are mitigated through enhanced security

measures managed by the IT Manager and

supported by Rock IT, our managed service

provider and Softwerx, our external security

operation centre. Controls include access

controls, encryption, real-time monitoring.

We have recently implemented a software

vulnerability management solution across

our infrastructure to ensure all devices

are running the latest security updates.

The system identifies and alerts us to

potential risks, which are then reviewed

and remediated by ROCK IT. This process

supports our compliance with Cyber

Essentials Plus and government baseline

security standards.

External Review

The Group commissions an annual

formal compliance report for the Board,

supplemented by quarterly monitoring

reports from IQ-EQ. These reviews focused

on several key areas, with Molten taking all

appropriate steps to ensure compliance.

Langham Hall UK Depositary LLP continues

to provide depositary services for both the

Company, the Fund of Funds programme

and the Irish Co-Invest vehicle, including

asset safekeeping, oversight, and reporting.

Representatives of the Depositary attended

a meeting of the Audit, Risk and Valuations

Committee prior to the year-end in order

to report on activity completed during the

year and any associated recommendations,

with no items identified as being high risk

or in need of remedial action. There is a

formal compliance report issued to the

Board annually in addition to the output

of monitoring reports issued quarterly

by IQ-EQ.

Training and Awareness

A robust compliance training programme

supports our risk framework. All staff

participate in externally led, mandatory

annual training covering a range of

compliance topics, including the Senior

Managers and Certification Regime (SM&CR),

market abuse, bribery and corruption,

whistleblowing, and fraud. Targeted refresher

training on the Client Assets Sourcebook

(CASS) obligations was delivered to relevant

functions during the period, along with a

post-period end training session to all staff

on the findings of the FCA’s Private Market

Valuation Review.

64 ANNUAL REPORT FY25

Risk management

Mandatory e-learning modules are

completed at least annually, covering

areas such as anti-money laundering, data

protection, cyber security, anti-bullying,

anti-bribery, conduct rules, and modern

slavery. Additional training is provided during

onboarding and on a team-by-team or all

staff basis where appropriate, for example on

inside information, financial promotions and

conflicts. The Investment Team also reviews

thematic risks and opportunities at weekly

Investment Committee meetings and during

biannual strategy sessions.

Phishing Simulation

Program

As part of our ongoing cybersecurity

awareness initiative, we have implemented

a phishing simulation campaign. In this

program, simulated phishing emails are sent

randomly to users within the organisation.

Users are expected to take one of the

following actions upon receiving these

emails:

• Report the email using the designated

reporting mechanism (e.g., “Report

Phishing” button).

• Delete the email without interacting with

its contents.

If a user clicks on a link within the phishing

email or begins to enter sensitive information,

this will be considered a failure in the

simulation. Users who fail the simulation will

be required to complete additional security

awareness training. This initiative is aimed at

strengthening Molten’s resilience against real

phishing attacks.

Whistleblowing

The Group operates an established

Whistleblowing Policy which allows

employees to raise concerns confidentially

regarding any suspected impropriety,

including in the areas of financial reporting,

controls, or other risk management issues.

This policy applies to all employees and is

reinforced through annual training to ensure

awareness and understanding.

A detailed summary of the Group’s policies,

procedures, and controls can be accessed

on our website at: https://investors.

moltenventures.com/investor-relations/plc/

documents

Principal and

Emerging Risks

Principal risks as those that could, individually

or in combination, materially impact the

performance, strategic objectives, business

model, or reputation of the Group. These

risks are drawn from the Corporate Risk

Executive Team and the Audit, Risk and

Valuations Committee on an ongoing basis.

The Committee formally reviews the Group’s

principal risks at least annually, evaluating

whether the risk profile remains appropriate

in light of internal developments, changes

in market conditions, and the external

macroeconomic environment. This includes

reassessing the severity of known risks,

monitoring the effectiveness of mitigation

strategies, and identifying any new or

escalating risks that could become material.

The Group’s principal risks and uncertainties,

plotted by likelihood and potential impact,

are summarised in the risk heat map on page

66, with full descriptions provided on pages

67 to 75. These risks are subject to regular

monitoring, and mitigation measures are

documented in the Corporate Risk Register.

Emerging Risks

Emerging risks are defined as risks that have

not yet materialised to the extent required to

be classified as “principal” but which could,

in time, significantly impact the Group’s

operations, strategy, or investment model.

These are identified through structured

horizon scanning, internal scenario analysis,

regulatory developments, and insights from

external advisors and industry bodies.

The ARVC, in consultation with the Executive

Directors and Group General Counsel,

monitors the following emerging risks which

could evolve in relevance or impact:

• Geopolitical instability and market

fragmentation: Heightened geopolitical

tensions, particularly following the re-

election of President Trump in the US

and the associated introduction of tariffs

(and retaliatory global tariffs); reversed

ESG-oriented policies; enhanced US

protectionism; and other measures

which may exacerbate global investment

uncertainty, disrupt supply chains, and

affect portfolio company operations or

market access.

• Regulatory developments in AI and

frontier technologies: Rapid advances

in artificial intelligence, quantum

computing, and decentralised finance

are outpacing existing regulatory

frameworks. While these technologies

present significant growth potential, they

also expose the Group and its portfolio

companies to evolving compliance,

ethical, cyber and reputational risks.

• Wider regulatory developments across

Europe and the UK, including in respect

of Alternative Investment Fund Managers

(AIFMs); updated listing rules; enhanced

and evolving reporting requirements;

and the continued risk of divergence

between the EU and UK in a post-Brexit

legislative environment.

• Shifting investor and regulatory

expectations on sustainability and climate

disclosure from institutional investors and

regulators on sustainability integration,

climate risk disclosure, and net zero

transition plans may introduce additional

compliance burdens.

• Cyber resilience and third-party

dependencies: As operational complexity

and digital interconnectivity increase,

exposure to cyber threats—particularly

through third-party service providers—

poses a growing risk to business

continuity, data security, and reputational

integrity.

These emerging risks are not currently

classified as principal but are subject to

ongoing assessment. If any are determined

to meet the materiality threshold, they will be

reclassified accordingly and incorporated into

the principal risk register with appropriate

governance and mitigation plans.

MOLTENVENTURES.COM 65

STRATEGIC REPORT

Risk framework updates

Post-period end, the Group has commenced

the implementation of a third-party risk

representing a further enhancement to

its risk governance and internal controls

environment. The migration of the Group’s

Corporate Risk Register onto a secure

third party managed platform will enable

more dynamic, transparent, and real-time

risk monitoring and reporting across the

business, and is expected to help streamline

the tracking of risk ownership, mitigation

actions, control effectiveness, and residual

exposures, supporting a more integrated

and data-driven approach to risk oversight

in line with the enhanced expectations of

Provision 29 of the UK Corporate Governance

Code. The Company expects to provide

structured reporting on material controls in

future Annual Reports as part of the Group’s

evolving internal control and assurance

framework.

The Compliance Team continue to engage

with trade bodies including the BVCA (British

Private Equity & Venture Capital Association),

the EISA (Enterprise Investment Scheme

Association), and VCTA (Venture Capital Trust

Association) to keep abreast of regulatory

developments. In addition, the Group has

also hired an AML Administrator during the

Period to assist with a variety of compliance

related matters, including investor and

investment portfolio related checks,

alongside partnering with FirstAML to roll out

a new onboarding and screening platform.

1 32

LIKELIHOOD

IMPACT

Increasing

KEY:

Decreasing Static

Principal risks

1 Macroeconomic environment

2 Geopolitical protectionism

3 Public market risk

4 Key personnel

5 Liquidity and access to capital

6 Climate change

7 Cyber security

8 Risk profile of venture investing and

venture investments

9 Industry competition

Risk

Year Movement

Macroeconomic environment 1

No change

Geo-political protectionism 2

No change

Public market risk 4

Up 1 place

Key personnel 6

Up 2 places

Liquidity and access to capital 3

Down 2 places

Climate change 5

Down 2 places

Cyber security 7

No change

Risk profile of venture investing and venture investments 8

No change

Industry competition 9

No change

66 ANNUAL REPORT FY25

Risk management continued

1. Macroeconomic environment

Volatility of global

public and private

markets

Link to KPIs

(page 47)

1, 2, 3, 4, 5

Potential impact

Challenges in the macroeconomic environment

events, including the introduction of global tariffs

post-period end, political instability, market instability,

banking volatility, high inflationary environment or

unpredictable government policy, could lead to:

• Global recession, with many analysts post-period

end projecting a meaningfully increased likelihood

following the introduction of global tariffs;

• Increased or disrupted supply chain cost, and

associated impact upon customer demand,

portfolio business models, profit margins and

business growth rate;

• Increased cost-of-living and commensurate

reduction in consumer or B2B spending,

potentially diminishing the revenues of portfolio

companies, lowering their valuations and

extending the period to realisations;

• Enhanced portfolio company requirement for

liquidity;

• reduced confidence in growth stocks in a higher

interest rate environment; and

• Risk of the Company breaching its debt facility

covenants.

Risk management and mitigation

• Executive management engage in strong and

consistent investor relations with well-established

and diversified shareholder base

• Asset management business focused upon

predominantly service-oriented technology

companies that are not at the vanguard of global

tariff impact

• Diverse portfolio across different stages of

development, geographies and markets, and

syndicated strategy of minority equity ownership

alongside strong syndicate partners

• Strong Board-level and investment team

experience of previous challenging macro-

economic conditions

• Suitable cash reserves bolstered by strong

realisations during the period and supported by

availability of revolving credit facility (undrawn

during the period) for liquidity purposes

• Strength of the Molten Ventures brand and

reputation to retain and continue to attract

shareholders and operate in the VC/tech

environment

Changes/activities during the year

• Re-election of President Trump and post-period

introduction of tariffs in the US and globally

increasing the risk of a global recession and

putting stress onto the public and private markets

• High, but stabilising, UK and international

inflationary and interest rates environment

• Geopolitical developments, including in the US,

Ukraine, Israel and the Middle East and China/

Taiwan relations

• UK government commitment and cross-industry

engagement designed to unlock UK pension

investment into Venture Capital

Focus for FY26

• Enhanced monitoring of portfolio company

revenue expectations in changed macro-

economic environment, with specific

consideration of exposure to tariffs and other

shifting global and domestic market dynamics

• Continued emphasis on appropriate levels of

liquidity through access to debt facility, cash

realisations, additional fee income from third-

party co-investors with funds under Group

management and ability to raise from the market

• Continued focus on the launch of third-party

capital fund strategies with third-party investors to

share risk and provide enhanced income streams

• Maintain focus on investor relations to

communicate the strategy and resilience of

the Group

Key

Increasing risk Static risk Decreasing risk

MOLTENVENTURES.COM 67

STRATEGIC REPORT

Our principal risks

2. Geopolitical protectionism

Direct and

indirect impact of

geopolitical events

Link to KPIs (page 47)

1, 2, 4

Potential impact

• International protectionism and a global tariffs

environment fuelling the escalation of geopolitical

tensions and impacting upon supply chains, the

cost of business and adding to uncertainty

• Inter-governmental policies presenting additional

hurdles to customer acquisition, supply chain

operation and cross-border M&A opportunities,

particularly impacting upon later stage large-scale

tech businesses, limiting route to a meaningful exit

• Post-period end introduction of tariffs making it

harder for portfolio supply chains and deeptech

hardware companies to obtain required materials

or make sales of their own products

Risk management and mitigation

• Enhanced monitoring of portfolio company

revenue expectations in changed macro-

economic environment, with specific

consideration of exposure to tariffs and other

shifting global and domestic market dynamics

• Flexibility of the Group investment strategy to

make new investments in multiple jurisdictions

and support in global growth ambitions through

global network, including in the US

• Participation in lobbying efforts on UK

government (e.g. through BVCA membership)

• Continued monitoring of Group exposure to

sanctioned persons or corporates, through

our portfolio, shareholders, suppliers or other

investors into our portfolio companies pursuant

to heightened sanctions environment tied to the

ongoing war in Ukraine

Changes/activities during the year

• Re-election of President Trump and post-period-

end introduction of tariffs in the US and globally

increasing the risk of a global recession and

putting stress onto the public and private markets

• Global shift in political sentiment following

election of new governments across the world

during a year of major elections

• Ongoing conflict in Ukraine, as well as in Israel

and the Middle East disrupting the stability of the

region and associated supply chains

• Increased tensions between China and the US in

respect of tariffs, Taiwan and broader economic

and political relations

Focus for FY26

• Ongoing monitoring and management of Group

exposure to tariffs and sanctions

• Supporting portfolio companies to navigate

evolving tariffs landscape where acutely or

tangentially impacted

• Continued participation with BVCA to lobby

UK government on benefits of access to wider

pools of capital, both inside and outside the

exit process of the UK and Europe, including

in the context of cross-border portfolio exit

opportunities

• Providing access, network opportunities and

strategic advice to portfolio company founders

and managing teams to explore US and wider

global markets

• Ongoing monitoring and management of Group

exposure to tariffs and sanctions

Key

Increasing risk Static risk Decreasing risk

68 ANNUAL REPORT FY25

Our principal risks continued

3. Public market risk

As a publicly

listed entity,

the Company is

exposed to the risks

associated with that

status and being

traded on public

markets

Link to KPIs

(page 47)

1, 2, 5,

Potential impact

• A share price persistently trading at a significant

discount to NAV could lead to:

– reduced value in management and employee

LTIPs which may affect hiring and retention of key

personnel;

– potential concentration of share register; and

– the Company becoming an acquisition target or

leading to Shareholder activism.

• Information concerning the Company is

significantly more public relative to Molten

Ventures’ peer group, which are overwhelmingly

structured as private GP/LP structures with reduced

public reporting requirements

• Immediate exposure to fluctuations in the public

markets and broader market trends, which can be

volatile and disconnected from the performance or

activities of the Company

Risk management and mitigation

• Work alongside the Company’s brokers and PR

agencies to engage with institutional and retail

shareholders and build upon the Company’s

well-diversified shareholder base with frequent

investor engagement and marketing activity

• Close active monitoring of the Company’s

share register to track shareholder movement

and ensure the Company’s shareholder base is

well-diversified

• Third-party capital strategies with other investors

to share risk and diversify income streams away

Changes/activities during the year

• Public market volatility in the aftermath of the

re-election of President Trump and post-period

introduction of tariffs that had been trailed during

the US presidential election campaign

• Engagement with shareholders through annual

Investor Day, and Investor Meet Company

meetings held during the course of the period

for engagement with the Company’s retail base,

in addition to individual meetings with key

shareholders

• Increased shareholder activism observed in UK

investment companies

Focus for FY26

• Continued work alongside the Company’s

brokers to engage with institutional and retail

shareholders and build upon the Company’s

well-diversified shareholder base

• Engage directly with shareholders to try to build

share price relative to NAV and in so doing,

deliver value and returns for shareholders

• Continued focus on the launch of new third-

party capital investment strategies and launch

of new fee-paying funds with third-party capital

under management to reduce reliance on capital

markets

MOLTENVENTURES.COM 69

STRATEGIC REPORT

4. Key personnel

The Group may not

be able to retain

or attract staff with

the right skills and

experience

Link to KPIs

(page 47)

3, 4

Potential impact

• The work of the Group requires specialist

practitioners and, as a relatively small team, if

the Group does not succeed in recruiting or

retaining the skilled personnel necessary for the

development and operation of its business, it may

not be able to grow as anticipated or meet its

strategic objectives

Risk management and mitigation

• Competitive packages and enhanced employee

benefits offered to personnel, with periodic,

externally-led market comparisons for both staff

and Executive packages

• Long-term incentives aligned to Group strategy

through the issue of performance-related share

options. Short-term incentives linked to a blend

of personal and corporate targets that are also

aligned to the Company’s corporate purpose,

values and stakeholder interests

• Access to externally-led coaching and mentoring

through the CoachHub platform; mental health

support via Oliva; and ongoing focus on staff

development, including with ringfenced budget

towards learning and development across the

business

• Continued focus on diversity and inclusion across

the Group, including through training and the

continued usage of the firm’s DEI Recruitment

Policy with recruiters used by the business

Changes/activities during the year

• Further recruitment into the investment team and

operational roles within the business

• Ongoing culture project roadmap led by

Executive Directors and overseen by Designated

Non-Executive Director (“DNED”)

• Hired a new Chief People Officer, to lead our

people-focused activities, hiring programme and

ongoing culture workstream

Focus for FY26

• Evolution of the HR function at the business with

the introduction of a new Chief People Officer

• Continued focus on culture within the business

building upon the work carried out during

the period

• Continued hiring in line with the Company’s

Diversity, Equality and Inclusion (“DEI”)

Recruitment Policy to source, interview and make

hires from a diverse, highly skilled talent pool to

improve representation across the Group

• Continued focus on improved mental

and physical wellbeing of all staff through

outsourced providers

• Culture will be monitored by the Sustainability

Committee and the DNED

• Ongoing hiring process to bring

in high-performing investment and other

professionals to further augment our team

Key

Increasing risk Static risk Decreasing risk

70 ANNUAL REPORT FY25

Our principal risks continued

5. Liquidity and access to capital

Reduced

availability of

capital precluding

the Company from

executing on its

investment strategy

and/or meeting

deployment targets

Link to KPIs

(page 47)

1, 2, 3, 5

Potential impact

• The reduced availability of capital and resulting

reduction in liquidity may impair the ability of the

Company to make investments (new or follow-

on) or limit the frequency or quantum of deals in

which the Company is able to participate.

• Potential impact upon funding models and the

ability to execute on strategic business plans, both

at a Company and a portfolio level, which could

include:

– reduced access to revolving credit facility and/

or capital raising mechanisms;

– slower or halted progress on strategic initiatives

or longer-term planning;

– reduced cost base and decisions over

prioritisation of capital, which could result in

reductions in headcount;

– depressed valuations where portfolio

companies are unable to demonstrate a path to

liquidity or profitability without further funding,

or their likely exit paths are blocked; or

– reduced likelihood of realisations due to slowed

IPO market and tighter controls over capital in

PE and M&A spaces.

Risk management and mitigation

• Strong period of realisations across the portfolio,

with visibility on further realisations anticipated

in FY26 returning cash to the balance sheet for

deployment in line with our allocation policy

• Liquidity is available to the Company through

its term loans and revolving credit facility

maintained with JP Morgan and HSBC Innovation

Banking

• Cash flow forecasts and borrowing structures

are considered at each meeting of the Executive

Directors and every Company Board meeting to

monitor and ensure that a minimum quantum of

cash is available to maintain sufficient headroom

to satisfy the Company’s debt covenants and

regulatory capital requirements

• Frequent investor engagement with all key

shareholders and stakeholders by the Company’s

CEO and CFO as well as wider marketing activity

• Continued emphasis on appropriate levels of

liquidity through access to debt facility, cash

realisation and additional fee income from

third-party co-investors with funds under Group

management

Changes/activities during the year

• Significant realisations generated during the year,

providing liquidity to fund the next vintage of

portfolio companies

• £60m of available revolving credit facility from

£180m debt facility with J.P. Morgan and HSBC

Innovation Banking Company

• Engagement with shareholders through annual

Investor Day, and Investor Meet Company

meetings held through the course of the period to

engage with the Company’s retail base, as well as

individual meetings with key shareholders

Focus for FY26

• Continued focus upon driving realisations from

the portfolio to generate cash returns to the

balance sheet for redeployment in line with our

allocation policy

• Continued emphasis on appropriate levels of

liquidity through access to debt facility, cash

realisations and additional fee income from

third-party just retain funds, with funds under

Group management

• Launch of additional third-party capital strategies

to share risk and provide enhanced income

streams

• Maintain focus on investor relations to

communicate the strategy and resilience of

the Group

MOLTENVENTURES.COM 71

STRATEGIC REPORT

6. Climate change

Continued need

to navigate the

net zero transition,

including

regulatory, market,

technology and

reputational

aspects as well

as the potential

physical impacts of

climate change

Link to KPIs

(page 47)

1, 3, 4, 6

Potential impact

Transitioning to a lower-carbon economy will entail

policy, legal, technology and market changes to

address mitigation and adaptation requirements

related to climate change, including:

• physical risk of climate change-related events

directly impacting upon the Company or its

people, or the companies and personnel within

the Molten Ventures portfolio;

• changing and potentially divergent stakeholder

and regulatory expectations around the approach

to climate change at a Group and/or portfolio

level; and

• Increase in GHG emissions-related regulation,

including mandatory reporting requirements.

Risk management and mitigation

• Adherence to the Company’s Sustainability Policy

and Climate Strategy to integrate consideration

of climate-related risks and opportunities

throughout the Group’s activities

• Continued climate-related engagement with

portfolio companies and key suppliers as a

component part of Molten’s Climate Strategy

• Continued climate-related reporting supported

by external domain experts as set out on pages

61 -63 and our Sustainability Report

• A proportion of variable pay for Executive

Directors and all employees linked to

completion of Sustainability KPIs, which include

climate-orientated goals

Changes/activities during the year

• Continued engagement with Accenture to build

upon our existing Climate Strategy and TCFD

Reporting

• Engagement with various portfolio companies

on climate-related topics to build literacy, and

develop client-orientated strategies for companies

whose business model or level of maturity

presents material climate-related opportunity

or risk

• Continued engagement with portfolio company

Be Zero to support our carbon-balancing activities

• Ran a sustainability-orientated training event

for the investment team with external provider

VentureESG highlighting the financial and

non-financial impacts, risks and opportunities

associated with climate and other sustainability-

related areas and explored evolving European

and global stakeholder sentiment towards

climate action

Focus for FY26

• Delivery of the Company’s FY26 Sustainability

KPIs, details of which can be found on page 60

• Continued development and delivery against

the Company’s Climate Strategy

• Continued engagement with our portfolio on

climate-related topics including carbon footprint

measurement and GHG-reduction plans

• Evolution and development of the application of

climate within the valuations process

Key

Increasing risk Static risk Decreasing risk

72 ANNUAL REPORT FY25

Our principal risks continued

7. Cyber security

Cyber security

threats or incidents

may affect the

operation and

reputation of the

Group

Potential impact

• A significant cyber/information security breach

could result in financial liabilities, reputational

damage, severe business disruption or the loss

of business critical or commercially sensitive

information

Risk management and mitigation

• Utilisation of reliable hardware, software and

cybersecurity measures, including robust

firewalls, anti-virus protection systems, email risk

management software and backup procedures

• Appropriate IT security structures, policies and

procedures in place, including the Group’s

Business Continuity Plan

• Maintained risk register covering cyber security

• Maintain cyber insurance, including coverage for

breach response costs, cyber extortion loss and

data protection

Changes/activities during the year

• Decommission of physical legacy servers, moving

these to Azure

• Legacy file server, migrated all data to SharePoint

to maintain within one environment

• Continued external penetration testing

programme

• Continued updates to hardware and software

environment to enhance robust cybersecurity

environment

Focus for FY26

• Continued review and development and

adaptation of cyber security and information

security systems, policies and procedures with

the support and guidance of outsourced IT

providers

• Ongoing monitoring and development of

internal policy relating to the usage and

regulatory parameters surrounding AI

• Enhance our cybersecurity posture and support

our journey toward achieving Cyber Essentials

Plus certification, we are introducing the

CyberSmart Vulnerability Manager. This tool

will enable us to proactively detect, track and

manage software vulnerabilities across our

infrastructure, ensuring that we stay ahead of

emerging threats. By identifying security issues

in real time, CyberSmart will streamline the

handover of actionable insights to ROCK IT,

allowing for timely remediation and reducing

our exposure to risk. This implementation will

directly support our initiatives by tightening our

security controls, improving incident response,

and maintaining a secure and compliant

environment

MOLTENVENTURES.COM 73

STRATEGIC REPORT

8. Risk profile of venture investing and venture investments

The profile of

venture investing,

and the early stage

companies into

which investments

are made, is riskier

than other more

stable lower

yield investment

opportunities or

companies

Link to KPIs

(page 47)

1, 2, 5

Potential impact

• Individual portfolio companies may not perform

as anticipated and either fail or have increased

funding requirements

• Significant commitment of time and resource to

the active management of early-stage high-

growth companies

• Due to the illiquid nature of the asset class in which

the Company invests, valuation of tech companies

across global markets may impair the Group’s

NAV and impact on the timing and/or quantum of

realisations at exit

• The timing of portfolio company realisations

is uncertain and cash returns to the Group are,

therefore, difficult to predict and could be subject

to a lockup period in the event of an IPO during

which shares cannot be traded by the Group

Risk management and mitigation

• Rigorous due diligence undertaken by highly

qualified Investment Team and surrounding

operational platform

• Active management of portfolio with consent

rights and Board seats or observer roles,

typically, required as a pre-requisite to

investment

• Investment in portfolio companies is made via

preference structures, providing downside

protection relative to other classes of share

• Diversified portfolio across different

geographies, sectors and stages to mitigate

impact of single investment failures

• Calibration of risk and reward for outsized returns

on investment due to equity ownership at an

early stage in the life of the company

• Multi-faceted investment strategy focusing upon

opportunities at different points of the growth

cycle from seed (through Fund of Funds), early

(acquired Forward Partners portfolio/managed

EIS/VCT funds) to later stage (Molten Ventures

plc balance sheet)

Changes/activities during the year

• Continued work to launch third-party capital

investment strategies for fee-paying funds

with third-party capital under management to

reduce dependency on capital markets and

provide visibility on a greater range of investment

opportunities

• Rich pipeline of deal opportunities through the

Fund of Funds strategy

• Continued participation in follow-on rounds

where the asset is known and we can continue to

back the winners within the portfolio

• Enhanced programme of work undertaken with

the Venture Operations team and external advisors

Artis Partners to help deliver realisations across the

portfolio targeted at, or above, holding NAV

Focus for FY26

• Working closely alongside portfolio

management teams to extend cash runway and

preserve/enhance value and prepare for the

recovery of wider market conditions

• Continued work with external advisors Artis

Partners to help deliver a pipeline of realisations

targeted at, or above, holding NAV

• Emphasis on maintaining appropriate levels of

liquidity through access to debt facility, cash

realisations, and additional fee income from

third-party co-investors with funds under Group

management

• Continued focus on identifying strong best-

in-class scalable technology companies with

very large addressable markets and a path to

becoming a category leader

• Additional working alongside the BVCA and

other industry bodies to advocate the venture

ecosystem and early-stage tech businesses

Key

Increasing risk Static risk Decreasing risk

74 ANNUAL REPORT FY25

Our principal risks continued

9. Industry competition

The Group and

its portfolio

companies

are subject to

competition risk

Link to KPIs

(page 47)

2, 3, 4

Potential impact

• Presence of sophisticated capital in the European

VC market leading to greater competition for tier

1 deals

• Rise in pre-empted portfolio company funding

rounds can limit access to strong deals where

opportunities are outside of the Group’s network

• Reputational risk to the Molten brand if tier 1 deals

are not won by the Group due to presence of

competitors

Risk management and mitigation

• Proven thesis-driven investment strategy with

strong reputation in the market within sector/

geo-specialism

• Differentiated model with strong pipeline

sourcing, disciplined investment process and

greater flexibility to invest through a variety of

means, including primary, secondary and LP

positions

• Strong and visible brand with established

presence in VC and tech ecosystem

• Well-networked team with proven syndication

opportunities across the industry

Changes/activities during the year

• Continued retrenching by some global VCs from

the European market who had less experience

or depth of networks in the region, reducing the

competitive set for UK and European deals

• Continue to demonstrate the flexibility of our

model and structure to maximise the ability for the

Company to participate along EIS and VCT pools

of capital in qualifying deals

Focus for FY26

• Continue the strategic deployment of capital

into existing portfolio companies by way of

follow-on funding and working with portfolio

management teams to manage cash runway

and preserve/enhance value or raise money in

challenging economic conditions

• Continued work with external advisors Artis

Partners to help outperform competitors in the

VC market in delivering realisations at, or above,

holding NAV

• Continued work to launch investment strategies

to manage fee-paying funds to reduce

dependency on capital markets

• Continued focus on sustainability as a thought

leader in the VC space

• Further development of brand to entrench

Molten Ventures’ position within the VC and tech

communities

MOLTENVENTURES.COM 75

STRATEGIC REPORT

The Directors have assessed the viability of the Group over a

three-year period to March 2028, considering its strategy, its current

financial position and its principal risks.

The three-year period reflects the time horizon over which

the Group places a higher degree of reliance over the

forecasting assumptions used.

The three-year plan is built using a bottom-up model and

makes assumptions about the level of capital deployed

into, and realisations from, its portfolio companies, the

financial performance (and valuation) of the underlying

portfolio companies, the Group’s utilisation of its debt

finance facility and the ability to raise further capital,

the level of the Group’s net overheads and the level of

dividends.

To assess the impact of the Group’s principal risks on

the prospects of the Group, the plan is stress-tested by

modelling severe but plausible downside scenarios as

part of the Board’s review of the principal risks of the

business.

While all the risks identified, including cyber security, key

personnel, industry competition, FX exposure and loss

of regulated status, could potentially have an impact on

the Group’s financial position, the Directors believe that

the risks most likely to impact the Group’s viability include

changes to the global macroeconomic environment,

portfolio valuations, geopolitical protectionism, profile of

venture investments and unpredictability of exit timing.

The severe downside scenarios model situations were:

1. Concentration risk

Scenario: considers the impact of a material event causing

the single largest asset in the portfolio to be written off.

Links to Principal Risks: 1, 8, 9

2. Valuations risk

Scenario: considers the impact of public and private

market recalibration causing severe disruption to the

operating cycle, significantly reducing valuations and

realisations, and stalling routes to exit.

Links to Principal Risks: 1, 2, 3, 5, 8

3. Realisations risk

Scenario: considers no additional exits other than those

that have been agreed and the sale of listed assets, either

due to severe disruption to the market or due to exits

in the form of IPO with shares held being subject to a

lock-up period.

Links to Principal Risks: 1, 2, 3, 5, 7, 8, 9

4. A combination of scenarios 1–3 above

The Directors have considered an “all risks” stress test

scenario, combining all of the scenarios tested in a “worst

case” analysis. This is a highly unlikely, albeit plausible

scenario; however, in the event of such a scenario,

the Group would be able to continue operating until

September 2026 before a liquidity shortfall, without

mitigating action. However, mitigating actions would

ensure sufficient liquidity well beyond March 2028.

In such scenarios, there would be additional options available

for the Group to mitigate the impact on liquidity, including:

a. reducing investment levels to mitigate the impact on

liquidity;

b. exits outside the usual course of business;

c. equity financing;

d. syndicated fund strategies;

e. debt financing.

Given the current volatility of public markets an equity

raise has not been modelled in any of the scenarios.

The Directors also considered

viability over the longer term

period. Risks considered were:

1. The resilience of the underlying

business model

The “patient capital” nature of the Group’s business

model, which affords the Group flexibility in terms of exit

timings, coupled with its relatively low level of committed

capital, provides a high degree of financial resilience to

macroeconomic risks.

Links to Principal Risks: 1, 2, 3, 4, 5, 6, 7, 8, 9

2. Resilience to technological risks

While no major issues were identified, the Company has

continued to invest in improvements to IT infrastructure,

software and cyber security and has also appointed a new

IT manager and outsourced service provider.

Links to Principal Risks: 7

3. Resilience to social and environmental

risks

The Group works with external providers and voluntarily

reports against external standards and frameworks. A

Climate Strategy has been developed and a dedicated

Sustainability Committee oversees the implementation

of the Group’s Responsible Investment & Sustainability

Policy. Sustainability KPIs are measured and performance

against sustainability targets is indexed to staff bonuses.

Links to Principal Risks: 1, 2, 4, 6

Based on this assessment, the Directors have a reasonable

expectation that the Group will continue to operate and

meet its liabilities, as they fall due, up to at least March 2028.

Board approval

The Strategic Report as set out on pages 04 to 76 was

approved by the Board of Directors on 10 June 2025 and

signed on its behalf by:

Andrew Zimmermann

Chief Financial Officer

Please see our

Principal Risks

section, starting on

page 66 for further

details on our

Principal Risks

76 ANNUAL REPORT FY25

Viability statement

Contents

Governance Report

78 Governance at a glance

79 Corporate governance statement

80 Board of Directors

82 Board leadership and corporate governance

84 Division of responsibilities

85 Role composition and evaluation

88 Nomination Committee Report

91 Sustainability Committee Report

93 Audit, Risk and Valuations Committee Report

96 Directors’ Remuneration Report

115 Directors’ Report

118 Statement of Directors’ responsibilities in

respect of the financial statements

Chairman Laurence Hollingworth at London Stock Exchange

MOLTENVENTURES.COM 77

GOVERNANCE REPORT

Governance

Report

Key activities in applying the principles of the UK Corporate Governance Code

Code principles Activity in the year

Board leadership

and Company

purpose (A-E)

• Continued DNED programme of engagement with updates on workforce engagement responses.

How the Board assesses and monitors the culture of the business is set out on page 82.

• Received summary of detailed half-yearly portfolio reviews carried out by management.

Division of

responsibilities (F-I)

Information on the activity of the Committees is set out in their individual reports starting on

pages 88 (Nomination Committee), 91 (Sustainability Committee), 93 (Audit, Risk and Valuations Committee)

and 96 (Remuneration Committee).

Composition,

succession and

evaluation (J-L)

• Appointed Ben Wilkinson and Andrew Zimmermann as CEO and CFO, respectively.

• Agreed that Lara Naqushbandi will succeed Grahame Cook as Chair of the Audit, Risk and Valuations

Committee with effect from the end of the Company’s AGM.

• Agreed that Sarah Gentleman will succeed Grahame Cook as Senior Independent Director with effect

from the end of the Company’s AGM.

Audit, Risk and

Internal control

(M-O)

The Audit, Risk and Valuations Committee’s activity during the year has focused on its key responsibilities

around the integrity of financial reporting (including valuations), and ensuring that risk management and

internal control systems operate effectively. Other activities included:

• Reviewed annual compliance reports, corporate policies and procedures.

• Consideration and implementation of feedback from the FCA’s Private Markets Valuations Review.

Further information is included in the Audit, Risk and Valuations Committee Report starting on page 93.

Remuneration (P-R)

• Approved salary increases for Directors and employees.

• Proposing a one-year extension to the current Remuneration Policy.

A summary of the Remuneration Policy, and further information on the Remuneration Committee’s activity, is

set out in the Directors’ Remuneration Report starting on page 96.

Board composition Board independence table

Chair

(independent on

appointment)

Laurence

Hollingworth

Independent

(Non-Executive

Directors)

Grahame Cook

Sarah Gentleman

Lara Naqushbandi

Gervaise Slowey

Non-

Independent

(Executive

Directors)

Ben Wilkinson

Stuart Chapman

Andrew Zimmermann

Board attendance table

Director Board

Audit, Risk and

Valuations Committee

Remuneration

Committee

Nomination

Committee Sustainability

Laurence Hollingworth

Grahame Cook

Sarah Gentleman

Gervaise Slowey

Lara Naqushbandi

Martin Davis

Stuart Chapman

Ben Wilkinson

Andrew Zimmermann

0-3 years 3-6 years 6-9 years

62.5%

37.5%

Male Female

43%

57%

Non-independent Independent

Gender

diversity

Independence

(Excl Chair)

Tenure

1 Retired from

the Board on

29 October 2024.

2 Appointed to

the Board on

28 January 2025.

78 ANNUAL REPORT FY25

Governance at a glance

Dear Shareholder,

I am pleased to present the Governance Report for the year ended 31 March

2025. This section outlines the Group’s governance framework, the Board’s

responsibilities, its key activities over the period, and our compliance with the UK

Corporate Governance Code. Further information on the Code is available on the

Financial Reporting Council’s website: frc.org.uk.

The Board confirms that it applied the

principles of the UK Corporate Governance

Code (the “Code”) throughout the year and

complied in full with its relevant provisions.

The 2024 edition of the Code took effect

for the Company on 1 April 2025, and

we look forward to reporting next year

on our application of the new provisions

it introduces. We have already taken

steps to implement some of the updated

requirements around risk management and

internal controls.

Board composition

While we do not currently have female

representation in a senior Board role (defined

as Chair, CEO, CFO or SID), this is set to

change following the AGM. Sarah Gentleman

has accepted the role of Senior Independent

Director (“SID”), succeeding Grahame Cook,

and Lara Naqushbandi will become Chair of

the Audit, Risk and Valuations Committee.

Grahame has served with distinction since

his appointment in 2016, and we are pleased

that he has agreed to stand for re-election for

one final year to support a smooth handover.

As Grahame will have served as a Director

for more than nine years, the extension

of his term of office has been considered

and the Nomination Committee values his

knowledge, experience and continuity, while

continuing to demonstrate independence

and objectivity.

Following his appointment as CFO, Andrew

Zimmermann will stand for election for the

first time. All other Directors will also stand for

re-election. Further details are provided in

the Nomination Committee Report on pages

88 to 90.

Board performance

review

An effective Board is critical to the Company’s

long-term success. Following an external

review by Lintstock in 2024 and in light of

significant Board changes — new Chairman,

CEO, and CFO within a 13-month period, with

additional Non-Executive transitions planned

— it was agreed that an internal performance

evaluation was appropriate for 2025. The

methodology and outcomes of this review

are set out on page 87. We remain committed

to externally facilitated reviews on a three-

year cycle.

Workforce engagement

The Board recognises the importance of

effective workforce engagement and

transparency in how employee interests

inform our decision-making. Gervaise Slowey

is now in her second year as the Designated

Non-Executive Director (“DNED”) for

workforce engagement and has played a key

role in embedding the desired culture across

the business. A summary of engagement

activities led by Gervaise is available on

pages 82 and 83.

Shareholder engagement

and AGM

Our engagement with shareholders and

other stakeholders is detailed on pages 52

to 55. I welcome direct communication on

governance or other matters, and I can be

contacted through the Company Secretary

at our registered office or by email at

cosec@molten.vc.

Retail investors are encouraged to register

for updates via the Investor Meet Company

platform, which we used throughout the

year to share financial results and portfolio

insights.

Finally, I would like to thank all our

stakeholders for their continued support over

the past year. I look forward to welcoming

shareholders to our 2025 Annual General

Meeting, which will be held at 12:00 noon

on 8 July 2025 at the Company’s registered

office: 20 Garrick Street, London WC2E 3BT.

Laurence Hollingworth

Chairman

MOLTENVENTURES.COM 79

GOVERNANCE REPORT

Corporate governance statement

Laurence

Hollingworth

Chairman

Age: 67

Appointed: January 2024

Membership:

Grahame

Cook

Senior Independent

Director

Age: 67

Appointed: June 2016

Membership:

Sarah

Gentleman

Independent

Non-Executive Director

Age: 55

Appointed: September 2021

Membership:

Gervaise

Slowey

Independent

Non-Executive Director

Age: 57

Appointed: July 2021

Membership:

Lara

Naqushbandi

Independent

Non-Executive Director

Age: 44

Appointed: September 2023

Membership:

Ben

Wilkinson

Chief Executive

Officer

Age: 44

Appointed: June 2019

Membership:

Stuart

Chapman

Executive Director

Age: 55

Appointed: June 2016

Membership:

Andrew

Zimmermann

Chief Financial

Officer

Age: 53

Appointed: January 2025

Membership:

Laurence has extensive experience

in the capital markets and a strong

understanding of the investment

environment, following a 37-year

career with Cazenove and latterly

JP Morgan. He has held several

senior leadership roles during

his career including Head of UK

Investment Banking, Head of EMEA

Industry Coverage, and finally as

Vice Chairman for Equity Capital

Markets EMEA. He is currently chair

of Clarkson plc, the world’s largest

shipbroker, and a non-executive

director of Atom Bank plc, an online

retail challenger bank. Laurence

serves as Chair of the Nomination

Committee and as a member of the

Remuneration Committee.

Grahame is an experienced public

company non-executive director,

with over 20 years’ experience

as an audit and risk committee

chair. Grahame’s background is in

investment banking, with 20 years’

experience of M&A, equity capital

markets and corporate advisory.

Grahame started his career at Arthur

Andersen, where he qualified as a

chartered accountant. He became

a director of corporate finance at

Barclays de Zoete Wedd in 1993,

and then joined UBS as a managing

director, a member of its global

investment banking management

committee and global head of equity

advisory. At UBS he was responsible

for creating its industry sector teams,

including technology and healthcare.

In 2003 he became joint chief

executive officer at WestLB Panmure

where he built a pan-European

business focused on growth

companies and ran a €100 million

technology fund. He advised the

London Stock Exchange in 2003 on

the creation of its TechMark growth

segment. Grahame sits on a number

of technology and technology-rich

healthcare company boards, both

listed and unlisted. Grahame holds a

Double First Class Honours degree

from the University of Oxford.

Grahame is Molten Ventures' Senior

Independent Director and serves as

Chair of the Audit, Risk and Valuations

Committee and as a member of the

Remuneration Committee and the

Nomination Committee.

In addition to her role as a

Non-Executive Director at Molten

Ventures, Sarah is the senior

independent director of Rathbones

Group plc, as well as being a member

of its audit, risk, nomination and

remuneration committees. Sarah has

over 30 years’ experience working

in a combination of strategic and

financial roles, having started her

career as an analyst at McKinsey &

Company; these include business

development director at Egg UK

and chief financial officer at LCR

Telecom. Until 2012, Sarah was a

sell-side banking analyst at Sanford

Bernstein where she covered French,

Spanish and Italian banks. Most

recently, Sarah has been working as

an adviser to early-stage technology

companies with a focus on fintech.

At Molten Ventures, Sarah chairs

the Remuneration Committee and

sits as a member of the Audit, Risk

and Valuations Committee and

Nomination Committee.

Gervaise has a background in

senior management, international

business, marketing and media.

Gervaise serves as a non-executive

director on the boards of Dalata

Hotel Group plc, Wells Fargo Bank

International (WFBI) and Eason plc

(Ireland’s largest book retailer). She

also chairs the remuneration and

nomination committee for WFBI and

the ESG committee for Dalata Hotel

Group plc. Gervaise was CEO of

Communicorp Group (now Bauer),

Ireland’s largest independent radio

group for four years, and also served

as a non-executive director on the

board of Ulster Bank Ireland. Prior to

that she held senior roles in Ogilvy

Worldwide for 16 years, most recently

global client director. Gervaise has

also served on the boards of the

International Rice Research Institute

and the Institute for International

and European Affairs (IIEA). She is a

Chartered Company Director (Institute

of Directors), a Dublin City University

Business Studies graduate (BBS) and

completed Sustainability Leadership

Programs at both Cambridge

University (2019) and Imperial College

London (2025). At Molten Ventures,

Gervaise is the Designated Non-

Executive Director for Employee

Engagement, chairs the Sustainability

Committee and is also a member

of the Audit, Risk and Valuations

Committee, Remuneration Committee

and Nomination Committee.

Lara is an experienced investor,

operator, and former tech executive

with a 20+ year track record

spanning private equity, growth-

stage company building, and

leadership at global technology and

industrial firms.

She is currently CEO and co-founder

of ETFuels, a venture-backed energy

transition startup developing large-

scale e-fuels projects across Europe

and the US. As founding CEO, she has

led the company through inception,

capital raising, and commercial

scale-up.

Prior to ETFuels, Lara served on

the UK ExCo at Google, as CFO for

Google UK and later as Director of

Retail, leading partnerships with the

UK’s largest advertisers. She was also

Executive Sponsor for Sustainability,

shaping Google UK’s decarbonisation

and stakeholder strategy.

Earlier in her career, Lara was CFO of

Rio Tinto’s global Commercial and

Marine Group, overseeing finance,

strategy, governance, and risk across

multi-billion-dollar commodity flows.

She also spent nearly a decade in

principal investing roles at Climate

Change Capital, Klesch Group and

Bridgewater Associates, leading

transactions in clean energy, industrial

turnarounds, and multi-asset

portfolios. She began her career at

Goldman Sachs in leveraged finance

and equity research and holds two

degrees from Harvard.

Ben Wilkinson was appointed CEO

of Molten Ventures in October

2024, having joined the Group

as CFO in 2016 and the Board in

June 2019. As CFO, he joined the

Investment Committee and led on

strategic projects across the business.

Ben successfully built Molten’s

balance sheet through equity and

debt financing, broadening the

shareholder register, and led Molten's

transition to the Main Market. His

efforts were pivotal to the Company's

scale and resilience during a

period of extensive growth and

transformation, including multiple

secondary portfolio investments.

Before joining Molten, Ben served

as CFO for five years at AIM-listed

President Energy PLC. Earlier in his

career, he worked in M&A investment

banking at ABN Amro/RBS, gaining

significant cross-border transaction

and corporate financing experience.

Ben is a Chartered Accountant (FCA)

with a BSc in Economics from Royal

Holloway, University of London. He

also serves as a member of Molten's

Sustainability Committee.

Prior to co-founding Molten Ventures

in 2006, Stuart was a director of 3i

Ventures in London. He has over 30

years’ Venture Capital experience in

Europe and the US – including being

part of the founding team of 3i US

in Menlo Park, CA. Stuart serves as a

director with Netronome, Binalyze,

Valarian, Riverlane and Crate; and

as observer with IMU Biosciences,

Anima and Indykite. Before 3i, Stuart

was involved in software and systems

implementations for Midland Bank.

He is a graduate of Loughborough

University and currently serves on

the strategic advisory board for the

Loughborough Business School.

Andrew was appointed to the Board

on 28 January 2025 after serving as

Interim CFO since 29 October 2024.

He joined Molten Ventures as Finance

Director in 2023 from IPGL Limited

– the family investment office of an

UHNWI – where he served as CFO.

Prior to that, Andrew was the EMEA

finance director for the Carlyle Group,

a NASDAQ-listed global private

equity and alternative investments

firm. Andrew qualified as a Chartered

Accountant with Deloitte, and has also

held financial controller roles at Martin

Currie Investment Management

Limited, Alliance Trust plc and

Schroders plc.

The age of each Director is displayed as at 10 June 2025.

80 ANNUAL REPORT FY25

Board of Directors

Key Board Audit, Risk and Valuations Committee Remuneration Committee Nomination Committee Sustainability Committee

Chair

Laurence

Hollingworth

Chairman

Age: 67

Appointed: January 2024

Membership:

Grahame

Cook

Senior Independent

Director

Age: 67

Appointed: June 2016

Membership:

Sarah

Gentleman

Independent

Non-Executive Director

Age: 55

Appointed: September 2021

Membership:

Gervaise

Slowey

Independent

Non-Executive Director

Age: 57

Appointed: July 2021

Membership:

Lara

Naqushbandi

Independent

Non-Executive Director

Age: 44

Appointed: September 2023

Membership:

Ben

Wilkinson

Chief Executive

Officer

Age: 44

Appointed: June 2019

Membership:

Stuart

Chapman

Executive Director

Age: 55

Appointed: June 2016

Membership:

Andrew

Zimmermann

Chief Financial

Officer

Age: 53

Appointed: January 2025

Membership:

Laurence has extensive experience

in the capital markets and a strong

understanding of the investment

environment, following a 37-year

career with Cazenove and latterly

JP Morgan. He has held several

senior leadership roles during

his career including Head of UK

Investment Banking, Head of EMEA

Industry Coverage, and finally as

Vice Chairman for Equity Capital

Markets EMEA. He is currently chair

of Clarkson plc, the world’s largest

shipbroker, and a non-executive

director of Atom Bank plc, an online

retail challenger bank. Laurence

serves as Chair of the Nomination

Committee and as a member of the

Remuneration Committee.

Grahame is an experienced public

company non-executive director,

with over 20 years’ experience

as an audit and risk committee

chair. Grahame’s background is in

investment banking, with 20 years’

experience of M&A, equity capital

markets and corporate advisory.

Grahame started his career at Arthur

Andersen, where he qualified as a

chartered accountant. He became

a director of corporate finance at

Barclays de Zoete Wedd in 1993,

and then joined UBS as a managing

director, a member of its global

investment banking management

committee and global head of equity

advisory. At UBS he was responsible

for creating its industry sector teams,

including technology and healthcare.

In 2003 he became joint chief

executive officer at WestLB Panmure

where he built a pan-European

business focused on growth

companies and ran a €100 million

technology fund. He advised the

London Stock Exchange in 2003 on

the creation of its TechMark growth

segment. Grahame sits on a number

of technology and technology-rich

healthcare company boards, both

listed and unlisted. Grahame holds a

Double First Class Honours degree

from the University of Oxford.

Grahame is Molten Ventures' Senior

Independent Director and serves as

Chair of the Audit, Risk and Valuations

Committee and as a member of the

Remuneration Committee and the

Nomination Committee.

In addition to her role as a

Non-Executive Director at Molten

Ventures, Sarah is the senior

independent director of Rathbones

Group plc, as well as being a member

of its audit, risk, nomination and

remuneration committees. Sarah has

over 30 years’ experience working

in a combination of strategic and

financial roles, having started her

career as an analyst at McKinsey &

Company; these include business

development director at Egg UK

and chief financial officer at LCR

Telecom. Until 2012, Sarah was a

sell-side banking analyst at Sanford

Bernstein where she covered French,

Spanish and Italian banks. Most

recently, Sarah has been working as

an adviser to early-stage technology

companies with a focus on fintech.

At Molten Ventures, Sarah chairs

the Remuneration Committee and

sits as a member of the Audit, Risk

and Valuations Committee and

Nomination Committee.

Gervaise has a background in

senior management, international

business, marketing and media.

Gervaise serves as a non-executive

director on the boards of Dalata

Hotel Group plc, Wells Fargo Bank

International (WFBI) and Eason plc

(Ireland’s largest book retailer). She

also chairs the remuneration and

nomination committee for WFBI and

the ESG committee for Dalata Hotel

Group plc. Gervaise was CEO of

Communicorp Group (now Bauer),

Ireland’s largest independent radio

group for four years, and also served

as a non-executive director on the

board of Ulster Bank Ireland. Prior to

that she held senior roles in Ogilvy

Worldwide for 16 years, most recently

global client director. Gervaise has

also served on the boards of the

International Rice Research Institute

and the Institute for International

and European Affairs (IIEA). She is a

Chartered Company Director (Institute

of Directors), a Dublin City University

Business Studies graduate (BBS) and

completed Sustainability Leadership

Programs at both Cambridge

University (2019) and Imperial College

London (2025). At Molten Ventures,

Gervaise is the Designated Non-

Executive Director for Employee

Engagement, chairs the Sustainability

Committee and is also a member

of the Audit, Risk and Valuations

Committee, Remuneration Committee

and Nomination Committee.

Lara is an experienced investor,

operator, and former tech executive

with a 20+ year track record

spanning private equity, growth-

stage company building, and

leadership at global technology and

industrial firms.

She is currently CEO and co-founder

of ETFuels, a venture-backed energy

transition startup developing large-

scale e-fuels projects across Europe

and the US. As founding CEO, she has

led the company through inception,

capital raising, and commercial

scale-up.

Prior to ETFuels, Lara served on

the UK ExCo at Google, as CFO for

Google UK and later as Director of

Retail, leading partnerships with the

UK’s largest advertisers. She was also

Executive Sponsor for Sustainability,

shaping Google UK’s decarbonisation

and stakeholder strategy.

Earlier in her career, Lara was CFO of

Rio Tinto’s global Commercial and

Marine Group, overseeing finance,

strategy, governance, and risk across

multi-billion-dollar commodity flows.

She also spent nearly a decade in

principal investing roles at Climate

Change Capital, Klesch Group and

Bridgewater Associates, leading

transactions in clean energy, industrial

turnarounds, and multi-asset

portfolios. She began her career at

Goldman Sachs in leveraged finance

and equity research and holds two

degrees from Harvard.

Ben Wilkinson was appointed CEO

of Molten Ventures in October

2024, having joined the Group

as CFO in 2016 and the Board in

June 2019. As CFO, he joined the

Investment Committee and led on

strategic projects across the business.

Ben successfully built Molten’s

balance sheet through equity and

debt financing, broadening the

shareholder register, and led Molten's

transition to the Main Market. His

efforts were pivotal to the Company's

scale and resilience during a

period of extensive growth and

transformation, including multiple

secondary portfolio investments.

Before joining Molten, Ben served

as CFO for five years at AIM-listed

President Energy PLC. Earlier in his

career, he worked in M&A investment

banking at ABN Amro/RBS, gaining

significant cross-border transaction

and corporate financing experience.

Ben is a Chartered Accountant (FCA)

with a BSc in Economics from Royal

Holloway, University of London. He

also serves as a member of Molten's

Sustainability Committee.

Prior to co-founding Molten Ventures

in 2006, Stuart was a director of 3i

Ventures in London. He has over 30

years’ Venture Capital experience in

Europe and the US – including being

part of the founding team of 3i US

in Menlo Park, CA. Stuart serves as a

director with Netronome, Binalyze,

Valarian, Riverlane and Crate; and

as observer with IMU Biosciences,

Anima and Indykite. Before 3i, Stuart

was involved in software and systems

implementations for Midland Bank.

He is a graduate of Loughborough

University and currently serves on

the strategic advisory board for the

Loughborough Business School.

Andrew was appointed to the Board

on 28 January 2025 after serving as

Interim CFO since 29 October 2024.

He joined Molten Ventures as Finance

Director in 2023 from IPGL Limited

– the family investment office of an

UHNWI – where he served as CFO.

Prior to that, Andrew was the EMEA

finance director for the Carlyle Group,

a NASDAQ-listed global private

equity and alternative investments

firm. Andrew qualified as a Chartered

Accountant with Deloitte, and has also

held financial controller roles at Martin

Currie Investment Management

Limited, Alliance Trust plc and

Schroders plc.

MOLTENVENTURES.COM 81

GOVERNANCE REPORT

Leadership and oversight

The Board is collectively responsible for

the long-term sustainable success of

the Company and generating value for

shareholders. It sets the Group’s strategic

direction, oversees implementation, and

ensures that strategy is aligned with the

Group’s culture, purpose and values, in

accordance with Principle A of the UK

Corporate Governance Code (the “Code”).

Executive Directors provide the Board with

regular updates on progress against strategic

objectives and key performance indicators.

In doing so, the Board exercises rigorous

oversight of performance, risk and capital

allocation.

Culture and values

The Board recognises that culture underpins

the integrity and effectiveness of the entire

governance framework. In line with Principle

B of the Code, the Board actively promotes a

culture that is consistent with the Company’s

purpose, values and strategy, and oversees

its embedding across the organisation.

Board and Committee meetings are

conducted in a transparent, respectful and

inclusive manner, enabling open debate

and a diversity of perspectives. Employees

at all levels are given structured and informal

opportunities to engage with the Board,

reinforcing accountability and ensuring that

the lived culture of the Company reflects its

stated ambitions.

People and Culture

roadmap

We believe that a positive and well-aligned

organisational culture can significantly

contribute to the achievement of our

organisational goals in a number of key ways,

including increased employee engagement

and productivity; closer team collaboration

and cohesion; talent attraction and retention;

and enhanced portfolio satisfaction and

brand advocacy.

Under the guidance and oversight of the

Executive Committee and the DNED, during

FY25, the Company embarked upon a

Groupwide project to better define and

embed culture across the business as an

important tool to help drive a happy, healthy

and high-performing team, enabling Molten

to thrive and deliver against its goals and

strategy - both internally, and externally.

Building upon the corporate values

workstream concluded by the Company in

FY24, Molten engaged with external domain-

expert consultants to facilitate a multi-faceted

engagement programme across every level

of the business to map current consensus on

culture within Molten; build alignment on

aspirational culture for the future; and use

the output to create and begin delivering a

culture roadmap for the business.

Engagements took the form of various

guided interactions with the Board,

management, and the wider workforce,

including targeted workshops across each of

the different teams within the business, 1-to-1

sessions with various functions within the

business (across a range of seniority and area

focus, including executive management),

all-staff discovery exercises, and a Groupwide

employee satisfaction deep dive survey used

to set a baseline against which progress can

be tracked over time.

Molten Ventures employees enjoy financial year end celebration.

82 ANNUAL REPORT FY25

Board leadership and corporate governance

The Company will continue to deliver its

culture roadmap during the year ahead, and

will report further progress in the FY26 annual

report.

Workforce engagement

The Board continues to deepen its

engagement with the workforce, in

accordance with Provision 5 of the Code.

Non-Executive Directors participate in

biannual Portfolio Days and the annual

Investor Day, providing structured

opportunities to engage with internal teams

and portfolio company stakeholders. These

engagements offer direct feedback on how

strategy and culture are experienced across

the business and investment ecosystem.

As DNED, Gervaise Slowey has established

accessible and responsive channels for

engagement. In addition to informal

interactions through office visits and staff

events, she conducted several structured

engagement sessions with representative

groups across functions and seniority

levels during the year. Her insights have

been shared with the Board and informed

its discussions on culture, values and

organisational health.

Workforce development and wellbeing are

integral to the Group’s value proposition.

Investments are made in training, coaching

and health initiatives to support talent

retention and development. A competitive

reward framework is offered, including

eligibility-based participation in bonus and

long-term incentive plans. Remuneration

across the workforce is reviewed by the

Remuneration Committee to ensure internal

fairness and alignment with Executive pay

outcomes (as required under Provision 33 of

the Code).

Shareholder and

stakeholder engagement

The Company maintains a clear and

structured programme of engagement with

institutional and retail shareholders, in line

with Principle D and Provision 3 of the Code.

Executive Directors lead these interactions,

with the Board receiving regular reports

on shareholder views and emerging trends

through investor feedback summaries and

analyst reports.

The engagement programme includes

regular investor meetings tied to financial

calendar events, participation at conferences,

and digital presentations via the Investor

Meet Company platform. The February

2025 Investor Day was attended by major

institutional shareholders, analysts and key

service providers, offering an opportunity to

showcase progress across the portfolio and to

solicit direct feedback from stakeholders.

All Directors are available to engage with

shareholders upon request. Shareholders

are encouraged to participate in General

Meetings and submit questions in advance.

No questions were received ahead of the

2024 AGM.

Conflicts of interest

In accordance with the Companies

Act 2006 and the Code, Directors are

required to declare any actual or potential

conflicts of interest. The Board maintains

a register of situational conflicts, and each

Director resubmitted their disclosures as at

31 March 2025 for review and authorisation.

Conflicts are a standing agenda item at the

beginning of each Board meeting, and

Directors are reminded of their statutory

duties at that time.

Board independence and

composition

The composition of the Board complies with

the Code’s requirements for independence

and balance. An assessment conducted by

the Nomination Committee, using the criteria

in Provision 10, concluded that all Non-

Executive Directors continue to demonstrate

independence in character and judgement,

free from relationships or circumstances

which could affect their objectivity. If re-

elected at the upcoming AGM, Grahame

Cook will have served for more than nine

years. The Nomination Committee does

not deem this term of service to impact his

independence.

Time commitment and

external appointments

All Directors are required to allocate sufficient

time to fulfil their duties effectively, in line

with Provision 15 of the Code. Non-Executive

Directors’ letters of appointment specify

a minimum commitment of two days per

month, subject to increase where additional

responsibilities are held (e.g. as SID,

Committee Chair, or DNED). The Nomination

Committee reviews Directors’ time

commitments annually to ensure ongoing

compliance. Board work is supplemented by

regular working dinners, providing additional

scope for strategic discussion, governance

review and informal oversight.

Role of the Company

Secretary

The Company Secretary plays a central role

in ensuring the effective operation of the

Board and its Committees, and in supporting

high standards of governance, consistent with

Principle J and Provision 16 of the Code.

Appointed by the Board, the Company

Secretary is accountable to the Chairman

for governance matters and reports

administratively to the Chief Executive on

operational issues. The Secretary acts as an

adviser to the Board, ensuring compliance

with applicable law, the Code and internal

governance policies. The role includes:

• Coordinating Board and Committee

agendas and papers;

• Ensuring the timely circulation of

information for decision-making;

• Supporting Director induction and

professional development;

• Monitoring corporate governance

developments and briefing the Board

accordingly;

• Facilitating independent access to

legal and professional advice, where

requested;

• Acting as a conduit for shareholder

communications to the Board; and

• Maintaining records of conflicts of

interest and governance approvals.

The remuneration of the Company Secretary

is determined by the Remuneration

Committee in accordance with their

responsibilities under the terms of reference

and the Code. Shareholders may correspond

with the Company through the Company

Secretary by writing to the registered office

or emailing cosec@molten.vc.

MOLTENVENTURES.COM 83

GOVERNANCE REPORT

Governance framework

Board and Committee key responsibilities, delegated authorities to management and reporting lines, are illustrated below:

Esprit Capital Partners LLP (“ECP”) Management Board

ECP is the appointed Alternative Investment Fund Manager (“AIFM”) of Molten Ventures plc under the Alternative Investment Fund

Manager Directive (“AIFMD”). The ECP Management Board is responsible for managing the day-to-day operational investment

activities of the Company, and along with the Investment Committee, implementing the strategy approved by the Board. It monitors

performance against financial and operational KPIs and manages risk.

ECP Investment Committee

• Implements the Company’s investment policy

• Approves all Molten Ventures plc investments where these are below the

threshold requiring Board approval and may impose conditionality on any

approvals granted

Please see page 18 for our investment strategy

Please see pages 20 to 39 for our portfolio

Board

Responsible for setting the Company’s investment policy and strategy for delivering long-term value to shareholders and other

stakeholders, providing effective challenge to management on the execution of strategy, and ensuring the Group maintains an

effective system of risk management and internal controls.

Please see page 46

for our strategy

Please see pages 66 to 75 for

principal risks and uncertainties

Please see page 24 for

our activity in the year

Please see page 52

for our s172 statement

Audit, Risk and Valuations

Committee

• Oversees the Company’s financial

reporting

• Monitors the integrity of internal

financial controls

• Reviews the valuation of

investments and application of the

Group’s valuation policies

• Reviews and assesses risk

management systems

Please see page 93 for Audit, Risk and

Valuations Committee report

Remuneration

Committee

• Develops Remuneration

Policy for Directors (subject to

shareholder approval)

• Determines Executive Director

Remuneration

• Approves annual bonus and LTIP

performance measures

• Monitors pay and conditions

across the Company

Please see page 96 for Directors’

Remuneration Report

Nomination

Committee

• Executive and Non-Executive

Director succession planning

• Identifies and nominates candidates

to the Board

• Reviews composition of Board and

Committees

• Monitors compliance with Board

Diversity Policy

• Leads Board evaluation process

Please see page 88 for Nomination

Committee report

Sustainability Committee

• Maintains and oversees the Group’s Responsible Investment

and Sustainability Policy

• Reviews the effectiveness of sustainability functions across

the Group

• Approves and monitors Sustainability KPIs

Please see the Sustainability Report for a summary of the Group’s

sustainability activities during the period.

Policies and Procedures Committee

• Operationally focused Committee that reviews all

Group policies and procedures with authority to

approve and implement or recommend to the Board

or relevant Board Committee

• Oversees staff training and adherence to Group

policies and procedures

• Chaired by Group General Counsel with the Group’s

CFO, MLRO and Finance Director as the other voting

members

84 ANNUAL REPORT FY25

Division of responsibilities

Role of the Board

The Board is collectively responsible to

shareholders for the leadership, long-term

sustainable success and oversight of the

Group, in accordance with Principle A of

the UK Corporate Governance Code (the

“Code”). It discharges its responsibilities by

setting and reviewing the Group’s strategy,

determining risk appetite, monitoring

performance, and maintaining a robust

framework of risk management and internal

controls.

The Board ensures that the Group has the

appropriate human, financial and operational

resources to execute its strategy effectively

and in a manner aligned with the Group’s

purpose, values and culture, as required

under Principle B of the Code.

The scope of the Board’s authority is formally

documented in a Schedule of Matters

Reserved for the Board, which is reviewed

at least annually. This Schedule provides

clarity on where authority lies and ensures

alignment with best practice governance

standards. Matters specifically reserved for

the Board include:

• Approval of Group strategy and

business model;

• Material amendments to the Group’s

investment policy (subject to FCA and

shareholder approval);

• Approval of individual investments above

a defined threshold or where additional

risk exposure is present;

• Oversight and approval of risk

management frameworks, including

policies on insurance, hedging, leverage

and security;

• Authorisation of the launch of new third-

party funds;

• Entry into material contracts or

commitments outside the ordinary course

of business;

• Oversight and approval of annual

business plans and budgets; and

• Approval of financial reporting (including

interim and annual reports).

The Board delegates responsibility for the

day-to-day operation of the business to the

Executive Directors. It has also established

and delegated specific responsibilities to

its principal Committees – Audit, Risk and

Valuations; Remuneration; Nomination; and

Sustainability – each of which operates under

formal Terms of Reference that are reviewed

annually and published on the Company’s

website.

This governance framework ensures a clear

and appropriate division of responsibilities

between the Board, its Committees and

executive management, in compliance with

Principle J and Provision 1 of the Code.

Board and Committee

operation

The Chairman, in consultation with the

Chief Executive Officer and the Company

Secretary, sets the agenda for each Board

meeting, which follows a structured annual

cycle. The agenda is informed by ongoing

developments, strategic priorities and

cyclical governance responsibilities to

ensure balanced and timely oversight. The

Chairs of each Committee also consult the

Company Secretary, Executive Directors and

external advisers when necessary in setting

the agenda and meeting cadence for each

Committee.

Each year, the Board holds focused strategy

sessions to review and refine the Group’s

strategic direction, performance objectives

and market positioning. These sessions

allow for in-depth reflection, constructive

challenge, and alignment between Executive

management and the Board.

Induction and

development

All new Directors receive a comprehensive

and tailored induction designed to ensure

a deep understanding of the Group’s

business, strategy, governance framework

and regulatory environment. This programme

includes one-to-one briefings with the

Executive Directors, senior leadership, the

Company Secretary, internal and external

legal counsel, and relevant third-party

advisers. Supplementary materials, including

governance documents, operational

briefings and previous Board materials, are

also provided.

During the year, Andrew Zimmermann

completed an induction programme

following his appointment to the Board and

as permanent CFO, and Lara Naqushbandi

commenced her handover programme from

Grahame Cook as Chair of the Audit, Risk and

Valuations Committee.

The Company Secretary coordinates the

design and delivery of Board induction

programmes and is also responsible

for facilitating ongoing professional

development for Directors when requested.

This also includes periodic updates on

regulatory and governance developments,

industry trends and internal business changes.

Directors may request additional training

or briefings at any time, supported by the

Company.

MOLTENVENTURES.COM 85

GOVERNANCE REPORT

Role, composition and evaluation

Roles and responsibilities of the Board

Non-Executive Directors

Chairman

Laurence Hollingworth

The Chairman is responsible for leading the Board and ensuring its overall effectiveness in setting direction and

supervising the Group. In accordance with Provision 9 of the UK Corporate Governance Code (the “Code”), the

Chairman facilitates constructive relationships between Executive and Non-Executive Directors and ensures that

all Directors contribute meaningfully to Board discussions. He sets the Board’s agenda in consultation with the

Chief Executive and Company Secretary and ensures adequate time is allocated to strategic, governance and

performance matters. The Chairman also plays a key role in stakeholder engagement, representing the Board

to shareholders and other key stakeholders, and promoting a culture of openness and accountability across the

organisation.

Senior Independent

Director ("SID")

Grahame Cook

The SID provides a sounding board for the Chairman and offers an alternative point of contact for other Directors

and shareholders, particularly where concerns cannot be appropriately addressed through usual channels. In

line with Provision 12 of the Code, the SID leads the evaluation of the Chairman’s performance and is available to

shareholders as required. Sarah Gentleman will succeed him as SID following the upcoming AGM.

Designated Non-Executive

Director (“DNED”) for

workforce engagement

Gervaise Slowey

In line with Provision 5 of the Code, the Board has appointed Gervaise Slowey as the DNED. Her role is to ensure

that the voice of the workforce is effectively represented in the Boardroom and that employee perspectives are

considered in decision-making processes.

Gervaise facilitates regular engagement with employees – typically five structured sessions per annum with

groups of three to five individuals across functions and seniority, alongside ad hoc one-to-one meetings as

needed. These engagements offer valuable insights into workforce sentiment on issues such as Company

culture, organisational performance, operational effectiveness and areas requiring improvement.

Feedback from these engagements is considered alongside other workforce data points, including pulse surveys,

employee turnover, leadership feedback and outcomes from culture-related initiatives. Through this triangulated

view, the DNED communicates workforce concerns and priorities to the Board, assesses the potential impact of Board

decisions on employees, and helps to mitigate any adverse effects. In addition, the DNED provides oversight of the

Executive Directors’ approach to employee engagement, ensuring that concerns are appropriately addressed

and that the culture, values and behaviours desired by the Board are actively reinforced and embedded across

the Group.

Independent Non-

Executive Directors

Sarah Gentleman,

Lara Naqushbandi,

Gervaise Slowey

The Non-Executive Directors bring independent judgement, external experience and oversight to the Board’s

decision-making. They provide challenge and support to the Executive team in shaping and scrutinising strategy,

monitoring performance against key objectives, and upholding high standards of governance and ethical conduct.

Each Non-Executive Director serves on one or more of the Board Committees and contributes to the fulfilment

of the Board’s responsibilities in areas such as audit, risk, remuneration, workforce engagement and succession

planning. Their role is fundamental to the Board’s ability to discharge its duties in line with Principles G and H of the

Code. Sarah Gentleman is Chair of the Remuneration Committee and will succeed Grahame Cook as SID following

the 2025 AGM; Lara Naqushbandi is Chair-elect of the Audit, Risk and Valuations Committee, also succeeding

Grahame Cook following the 2025 AGM, and Gervaise Slowey chairs the Sustainability Committee, alongside her

DNED responsibilities described above.

Executive Directors

Chief Executive Officer

Ben Wilkinson

The CEO is responsible for the development and execution of the Group’s strategy and investment policy,

which are submitted to the Board for approval. He leads the day-to-day management of the business and is

accountable for implementing the decisions of the Board and its Committees. The CEO maintains close working

relationships with the Chairman, Board, investors and wider stakeholders, and plays a central role in fostering a

culture consistent with the Group’s purpose, values and governance framework.

Chief Financial Officer

Andrew Zimmermann

The CFO provides strategic financial leadership, ensuring alignment between financial planning and the Group’s

long-term objectives. He is responsible for financial reporting, portfolio valuations, treasury and capital structure

management, and oversight of budgeting and forecasting. The CFO also leads the Group’s investor relations

activities, ensuring the delivery of accurate, timely and transparent financial and performance reporting to

shareholders and the wider market.

Executive Director

Stuart Chapman

Stuart Chapman works closely with the Chief Portfolio Officer, Richard Marsh and contributes to the formulation

and execution of the Group’s investment strategy. He plays an integral role in managing investments, supporting

the investment team, and supporting portfolio value creation. He is an appointed director of several investee

companies, a list of which can be found in his biography on page 81.

86 ANNUAL REPORT FY25

Role, composition and evaluation continued

Board development

The Board receives updates on key areas of the business and upcoming legislative or regulatory changes, through the following:

• briefings within Board papers;

• presentations from senior managers on specific topics;

• governance and regulatory updates provided by the Company Secretary, General Counsel, external Auditors and remuneration

consultants; and

• legal and compliance updates and advice from internal and external counsel.

Non-Executive Directors are also encouraged to attend seminars and workshops on business and regulatory issues offered by professional

services firms and law firms.

Board performance review

In line with recognised best practice, Molten Ventures undertakes Board reviews on an annual basis to increase Board effectiveness and to

identify areas for improvement. Molten Ventures engaged Lintstock in 2024 to conduct an external review of the performance of the Board and its

Committees.

Methodology

Scoping and Tailoring

February – March 2025

It was agreed that an internal review would be conducted in 2025.

Completion of Surveys

April – May 2025

Board members completed bespoke surveys, assessing the performance of the Board and each of its Committees.

Analysis and Delivery of Reports

May – June 2025

The Chairman analysed the findings from the surveys and delivered focused reports documenting the findings, including a number of

recommendations to increase effectiveness. The SID collated feedback from each Director on the performance of the Chairman and held a

meeting with him to discuss it. Each Committee Chair was also provided with a copy of the survey results related to their respective Committee.

Board Discussion

The findings were presented to the Board by the Chairman at a subsequent Board meeting. Actions were agreed for implementation and

monitoring.

Key Findings

As well as continuing the activities from the 2024 review as listed in the table below, following the 2025 board performance review it was agreed

that the wider employee base would be invited to participate in Board activities, including employee attendance at informal Board dinners, and

Non-Executive Directors would also attend Company off-sites and participate in other social events.

Action Progress

• Review Investment Committee materials to increase knowledge

and understanding of portfolio companies

• Ongoing – Investment Committee proposals are added to the

Board meeting portal on a monthly basis

• Periodically review past decisions, assessing outcomes and

considering future improvements

• Ongoing – a shortlist of topics has been compiled for review at

upcoming Board meetings with the first review having taken place

in March 2025

• Conduct a further review of the meeting calendar and annual

agenda to re-allocate meeting time to strategic discussions and

increase the time dedicated to Board matters

• Complete – calendar has been set through to the end of 2026

MOLTENVENTURES.COM 87

GOVERNANCE REPORT

Chair:

Laurence Hollingworth

Other members:

Grahame Cook

Sarah Gentleman

Lara Naqushbandi

Gervaise Slowey

FY25 Key activities:

• Completed Executive Director

succession planning with

appointments of CEO and CFO

• Completed Non-Executive

Director succession planning

with agreed plan for Chair of ARV

Committee and SID

• Reviewed and updated Board

Diversity Policy in line with the

FCA’s Listing Rules

FY26 Key priorities:

• Continue to develop Executive

Director and senior management

succession planning process

• Monitor progress against

recommendations from the FY24 &

FY25 Board performance reviews

• Prepare for the retirement of

Grahame Cook at the AGM in 2026

Laurence Hollingworth

Chair of the Nomination Committee

I am pleased to present the report

of the Nomination Committee (the

“Committee”) for the year ended

31 March 2025.

Key responsibilities

Full terms of reference of the Committee can

be found on the Company’s website. The key

responsibilities of the Committee are:

• Monitoring the structure, size and

composition of the Board and its

Committees;

• Developing and overseeing succession

plans for Executive and Non-Executive

Directors and senior management;

• Leading the process to identify and

nominate candidates to fill Board

vacancies, including identifying the skills

and experience required, and having

regard to the Board’s Diversity Policy;

• Reviewing the time commitment

required from Non-Executive

Directors; and

• Reviewing the results of the annual

Board evaluation. For details of the Board

evaluation, see page 87.

Board composition and

diversity

The independence, tenure and gender

diversity of the current Board is summarised

in the charts on page 78 and ethnicity data is

included on page 90. Diversity and inclusion

statistics for the Board and total workforce can

be found in the Sustainability Report to be

published later in June 2025.

Succession planning

While the Board has not had female

representation in a senior Board position

(defined for these purposes as Chair, Chief

Executive Officer, Chief Financial Officer or

Senior Independent Director) since Karen

Slatford retired, this will change following

the forthcoming AGM. Sarah Gentleman

has agreed to succeed Grahame Cook as

Senior Independent Director ("SID"), and Lara

Naqushbandi will assume the role of Chair

of the Audit, Risk and Valuations Committee.

These appointments represent a significant

step forward in the Board’s commitment to

improving gender balance and ensuring a

broader range of perspectives in senior roles.

We would like to recognise Grahame Cook’s

long-standing contribution to the Board.

Having served with distinction since his

appointment in 2016, Grahame has played a

key role in supporting the Company’s growth

and governance maturity. We are pleased

that he has agreed to stand for re-election

for one final year to facilitate a smooth and

effective transition of his responsibilities.

88 ANNUAL REPORT FY25

Nomination Committee Report

In addition, following his appointment during the year as Chief

Financial Officer, Andrew Zimmermann will stand for election for the

first time at the upcoming AGM. All other Directors will also stand

for re-election, in accordance with Provision 18 of the UK Corporate

Governance Code. Further details on Board composition, tenure, and

re-election are set out on pages 78 and 79 of this Report.

Time commitment

Although the letter of appointment of each Non-Executive Director

includes an anticipated time commitment, the letter also states that

Directors are expected to commit sufficient time to their directorship

to discharge their obligations to the Company. The Nomination

Committee reviewed the time that each Non-Executive Director

commits to the Company and was satisfied that this was sufficient to

discharge their duties fully and effectively in each case.

Independence

The Nomination Committee assesses the independence of the

Non-Executive Directors against the criteria set out in the Code. This

highlights that to be classed as independent, non-executive directors

should be independent in character and judgement and free from

any relationships or circumstances which may affect that judgement.

The Nomination Committee assesses independence annually prior to

recommending the election/re-election of the Directors. However,

the Nomination Committee also revisits its assessment as and when

there are any changes in circumstances and prior to recommending

any reappointments for a further term to the Board. During its annual

assessment, the Nomination Committee satisfied itself that there

had not been any changes in circumstances which would impact

on the previous assessment that all Non-Executive Directors were

independent.

Board Diversity and Inclusion Policy

The Board Diversity and Inclusion Policy confirms the Company’s commitment to providing an inclusive and diverse environment throughout the

business and sets out the Company’s approach to diversity and inclusion on the Board and senior management team. The policy also reflects the

Company’s wider Diversity and Inclusion Policy and aims to ensure the development of a diverse and inclusive talent pool for the purposes of

Board succession planning. The objectives and targets set out in the policy, and progress/performance against them during the year, are set out in

the table below:

Objective/target Progress/activity in FY2025

Appointments to the Board to be made on merit, and assessed

objectively, fairly and impartially on the basis of relevant skills,

experience and competence with due regard to the benefits of

diversity and any diversity gaps across the Board.

The appointment of Andrew Zimmermann after a period as Interim CFO

was made in accordance with this objective.

Conduct annual reviews of Board composition and effectiveness,

both to include consideration of all aspects of diversity and

inclusion, as well as broader consideration of skills, experience,

independence and knowledge to ensure continued effectiveness.

Board and Committee composition reviewed in January 2025, with no

changes recommended given recent Board appointments.

The Board performance review is described in more detail on page 87.

Work with external search firms to develop a diverse internal talent

pipeline, including an inclusive senior management team.

A DEI Recruitment Policy is provided to external recruiters used by the

Company to promote the increase of a diverse base of talent within

the Group.

When identifying and engaging executive search firms to identify

candidates for appointment to the Board, ensure that they agree

to comply with the Board Diversity Policy at all times.

Any search firms engaged are asked to agree to comply with the Board

Diversity Policy and Company DEI Recruitment Policy.

At least 40% of the Board should be women. Female representation on the Board is 37.5%. This will rise to 42.8%

following Grahame Cook’s retirement at the 2026 AGM.

At least one Board member should be from a minority ethnic

background (excluding white ethnic groups).

Target met.

MOLTENVENTURES.COM 89

GOVERNANCE REPORT

The following tables set out the information a listed company must include in its annual financial report under Listing Rule 6.6.6R(10).

The data was collected through the completion of a questionnaire.

Number

of Board

members

Percentage of

the Board

Number of

senior positions

on the Board

(CEO, CFO, SID

and Chair)

Number in

Executive

management

Percentage

of Executive

management

Men 5 62.5% 4 3 100%

Women 3 37.5% 0 0 0

Number

of Board

members

Percentage of

the Board

Number of

senior positions

on the Board

(CEO, CFO, SID

and Chair)

Number in

Executive

management

Percentage

of Executive

management

White British or other White (including minority-white groups) 7 87.5% 4 3 100%

Mixed/Multiple Ethnic Groups – – – – –

Asian/Asian British 1 12.5% – – –

Black/African/Caribbean/Black British – – – – –

Other ethnic group, including Arab – – – – –

Not specified/ prefer not to say – – – – –

Laurence Hollingworth

Chair of the Nomination Committee

10 June 2025

90 ANNUAL REPORT FY25

Nomination Committee Report continued

Gervaise Slowey

Chair of the Sustainability Committee

I am pleased to present the newly

named Sustainability Committee

Report for the year ended

31 March 2025.

Introduction

Sustainability remains integral to Molten

Ventures’ strategy and purpose — to advance

society through technological innovation

– and it is in light of the significant progress

we have made over the last three years that

we are evolving the language of our strategy

from “ESG” to “Sustainability”. We believe

that this is a natural progression, as we have

continued to mature and refine our approach,

that reflects the broader, longer-term vision

we have for embedding these principles into

how we operate and invest.

During the year, the Sustainability Committee

continued to oversee the development and

implementation of the Group’s sustainability

strategy, monitor performance against

FY25 ESG KPIs, and guide Molten Ventures'

progress towards embedding sustainable

principles across its investment processes,

portfolio engagement, internal operations

and governance structures.

Committee

responsibilities

The Sustainability Committee is responsible

for overseeing the integration of sustainable

and responsible investment practices into

the Group’s decision-making and reporting

processes. This includes monitoring delivery

against the Group’s sustainability roadmap,

overseeing the design, implementation and

progress of newly named Sustainability KPIs

linked to Executive remuneration, reviewing

sustainability disclosures including TCFD and

SECR reporting, monitoring climate-related risks

and opportunities and recommending strategic

actions, and providing input into sustainability

engagement with portfolio companies,

suppliers, employees and investors.

Key activities in FY25

Throughout FY25, the Committee reviewed

and monitored performance against the

ESG KPIs that contributed 10% of bonus

entitlement for all staff and Executive

Directors. It oversaw the delivery of the

Group’s updated Climate Scenario Analysis

as part of TCFD analysis and reporting and

monitored enhancements to the Group’s

Scope 3 emissions data collection and

supplier climate maturity assessment. The

Committee oversaw the Group’s engagement

activities with portfolio companies on climate

risk and resilience, including workshops

delivered in partnership with our climate

consultants, and maintained visibility of the

Esprit Foundation’s philanthropic activities.

Chair:

Gervaise Slowey

Other members:

Lara Naqushbandi

Ben Wilkinson

FY25 Key activities:

• Robust quarterly assessment of

progress against the FY25 ESG KPIs

• Assessment of external

sustainability disclosure

frameworks and continued

improvement and engagement

against industry best-practice

• Third year of sustainability

reporting against the PRI, CDP and

Investing in Women Code

FY26 Key priorities:

• Review the remit of the

Committee and terms of reference

considering emerging industry

thought leadership, and continued

evolution sustainability best

practices

• Continued evaluation of Company

performance on the new

streamlined KPIs for FY26

• Monitor culture through the

Sustainability Committee

MOLTENVENTURES.COM 91

GOVERNANCE REPORT

Sustainability Committee Report

Progress against FY25 ESG KPIs

We are pleased to report that all four of the FY25 ESG KPIs were fully

achieved, underlining Molten Ventures' commitment to embedding

sustainability across its operations and investment processes.

Discussion of sustainability topics were held at the boards of 79% of

In-Scope Portfolio Companies, surpassing the target of greater than

75%. All Molten Investment Committee members completed ESG

performance deep-dives and board effectiveness evaluations with

one of their portfolio companies. There was a 92% engagement rate

with Key Recurring Suppliers

on climate maturity, and educational

workshops were delivered to five mature In-Scope Portfolio

Companies to enhance their climate literacy and alignment to a Net

Zero transition. Further detail on these outcomes is available in the

FY25 Sustainability Report which will be published on 24 June 2025.

FY26 Sustainability KPIs

Looking ahead, the Sustainability Committee has reviewed and

approved a refreshed set of FY26 Sustainability KPIs, which will

comprise 7.5% of annual bonus opportunity. These KPIs include the

introduction of positive environmental and social impact assessments

in investment decision-making, the tracking and reporting of

pipeline diversity data on a biannual basis, the internal assessment of

sustainability-related risks and opportunities across over 75% of In-

Scope Portfolio Companies, and the delivery of the next phase of the

Group’s People & Culture Roadmap. Please see page 82 for details on

FY25 People & Culture Roadmap activity.

TCFD and climate strategy

During FY25, Molten Ventures refreshed its Climate Scenario Analysis

to reflect changes in the portfolio and updates in scientific guidance,

refining its five climate impact channels and reassessing risk materiality.

The updated TCFD disclosures, aligned with FCA requirements,

further enhance transparency regarding Molten Ventures' approach

to managing climate risks and opportunities. The Board retains

ultimate oversight of climate risks, with the Sustainability Committee

playing a central role in monitoring progress and providing strategic

recommendations. The full TCFD report will be available in our FY25

Sustainability Report, due to be published on 24 June 2025.

SECR and carbon footprint

Molten Ventures has maintained its commitment to transparent

energy and emissions reporting, completing its fifth year of SECR

compliance. Highlights for the year include the continued use of 100%

renewable electricity at the London office and expanded Scope 3 data

collection from both portfolio companies and suppliers improving

the robustness of financed emissions measurement and those relating

to our purchased goods and services. We also attained independent

third-party verification of the data and methods used in calculating our

Scope 1, 2 and 3 (Category 15) GHG emissions.

Governance and risk management

The Sustainability Committee regularly considers whether sustainability

risks are captured within the Group’s overall risk appetite and

strategic objectives. During FY25, sustainability governance was

further strengthened through the delivery of externally led ESG and

sustainability training for the Molten Investment Team, equipping

them with further knowledge and tools to identify material risks and

opportunities throughout the investment process. I am also very

pleased that Ben Wilkinson remains a member of the Sustainability

Committee since his promotion to CEO, reflecting Molten Ventures'

commitment to sustainability from the most senior Executive level.

Outlook

In FY26, the Sustainability Committee will continue to oversee the

Group’s evolving sustainability strategy, focusing on enhancing

sustainability integration across investment decision-making,

monitoring delivery of the FY26 Sustainability KPIs, deepening the

Group’s climate risk resilience in line with TCFD and FCA expectations,

and continuing to develop internal governance, culture and

accountability, embedded with sustainability practices. The Committee

remains focused on ensuring that Molten Ventures' sustainability

journey drives value creation for shareholders and all stakeholders.

Gervaise Slowey

Chair of the Sustainability Committee

10 June 2025

92 ANNUAL REPORT FY25

Sustainability Committee Report continued

Chair:

Grahame Cook

Other members:

Sarah Gentleman

Lara Naqushbandi

Gervaise Slowey

FY25 Key activities:

• Oversight of the succession

planning for the Committee Chair

• Review and approval of interim

and year-end financial statements

• In-depth challenge of valuation

policy application and supporting

methodologies

• Approved updates to the Group

Valuation Policy

• Participation in FCA's Private

Market Valuations Review

• Evaluation of external auditor

effectiveness, independence, and

reappointment

FY26 Key priorities:

• Implementation of corporate

governance and audit reforms

in response to BEIS and FRC

developments

• Review and response to the

findings of the FCA’s Private

Market Valuations Review

Grahame Cook

Chair of the Audit, Risk

and Valuations Committee

I am pleased to present the report

of the Audit, Risk and Valuations

Committee (the “Committee”) for the

year ended 31 March 2025.

The Committee plays a central role in

ensuring the integrity of the Group’s financial

reporting and controls, the robustness

of the valuation of investments, and the

maintenance of effective systems of

internal control and risk management. The

Committee also oversees the performance,

independence and objectivity of the external

Auditors.

Committee responsibilities

and composition

The Committee operates under formal terms

of reference, which are reviewed annually

and made available on the Company’s

website. In accordance with Provision 24

of the UK Corporate Governance Code

(the “Code”), the Board has confirmed

that I possess recent and relevant financial

experience, having qualified as a chartered

accountant and held senior roles in

investment banking and finance. Other

members of the Committee also bring

substantial financial and sector-specific

experience, ensuring that the Committee

has the collective competence to effectively

discharge its responsibilities.

Succession planning

Succession planning was a key area of focus

during FY25. I will be stepping down from

the role of Committee Chair following

the 2025 AGM, and I am pleased that Lara

Naqushbandi will succeed me. Lara brings

significant financial and governance expertise

to the role, and a structured handover

process has been undertaken to ensure a

smooth transition.

Financial reporting and

valuations

The Committee is responsible for ensuring

that the financial statements provide a fair,

balanced and understandable assessment

of the Group’s financial performance,

position and prospects. During the year, we

reviewed the interim financial statements and

recommended the approval of the full-year

results, considering key accounting estimates

and judgements, and the appropriateness of

the Group’s accounting policies.

MOLTENVENTURES.COM 93

GOVERNANCE REPORT

Audit, Risk and Valuations Committee Report

Valuation of unlisted investments continues to be a core area of

focus. In line with the International Private Equity and Venture Capital

Valuation Guidelines ("IPEV"), the Committee reviewed and robustly

challenged management’s valuation methodologies and assumptions.

Multiple meetings were dedicated to these reviews, ensuring that

valuations reflected market conditions, performance metrics and risk

considerations. The Committee was satisfied that the methodologies

applied were appropriate and that the resulting fair values were

reasonable.

Going concern and viability

The Committee assessed the Group’s going concern status and

longer-term viability in the context of financial forecasts and stress

testing scenarios. Consideration was given to macroeconomic risks,

capital availability, liquidity profile and the Company’s internal control

framework. We concluded that it was appropriate to prepare the

financial statements on a going concern basis and supported the

viability statement, which can be found on page 76.

Risk management and internal control

framework

The Committee reviewed the Group’s risk management and

internal control systems, which are designed to manage rather than

eliminate risk and to support the achievement of strategic objectives.

Responsibility for implementing and maintaining these controls lies

with management, while the Committee’s role is one of oversight.

The Committee regularly reviewed the consolidated corporate

risk register, which is updated by the Group General Counsel and

Compliance Officer with input from senior management. Each risk is

scored on a likelihood and impact basis, with controls assessed for

effectiveness. The Committee pays particular attention to principal risks

and uncertainties and emerging risks, reviewing mitigation strategies

against the Board-approved risk appetite.

Internal control systems are structured around a documented delegation

of authority matrix, investment policies, legal and compliance protocols

and financial controls. These are supplemented by policies communicated

throughout the Group and by regular management reporting.

Internal audit considerations

The Committee considered whether an internal audit function would

provide additional assurance over the efficacy of the Group’s internal

control environment. Given the Company’s size and operational

structure, and the existing assurance mechanisms in place (including

external compliance consultants, regular Committee oversight and

internal compliance functions), the Committee concluded that a

dedicated internal audit function is not currently required. This

decision will be kept under review.

The Committee also reviewed the Group’s Financial Position and

Prospects Procedures ("FPPP"), which are updated annually and detail

the policies, systems and governance arrangements underpinning the

internal assurance processes.

External audit oversight

The Committee is responsible for safeguarding auditor independence

and overseeing audit quality. During the year, the Committee:

• Agreed the scope and terms of the FY25 audit;

• Reviewed the external audit plan and fees;

• Met with the audit team, with and without management present;

• Evaluated the Auditors' effectiveness based on structured

feedback from management and the finance team; and

• Assessed the Auditors' independence with reference to non-audit

services provided.

PwC was first appointed in 2018 following a formal tender process.

The audit for the year ended 31 March 2025 was led by Jeremy Jensen,

who succeeded Richard McGuire as lead audit partner in 2024 due to

rotation policy. The Committee remains satisfied that PwC continues to

deliver a high-quality audit service and demonstrates independence,

professional scepticism and sector knowledge.

Audit effectiveness review

The Committee undertook a formal evaluation of the external audit

process, based on a structured questionnaire completed by finance team

members and discussions at Committee level. The feedback confirmed

that PwC had provided strong challenge, demonstrated appropriate

technical expertise and communicated effectively. Based on this review,

the Committee recommends PwC’s reappointment at the 2025 AGM.

Audit tendering

The external audit engagement will be put out to tender by FY29, in

line with the UK Corporate Governance Code and the Competition

and Markets Authority’s Order on Statutory Audit Services. There are no

contractual restrictions limiting the Company’s choice of external Auditors.

FCA Private Market Valuations Review

In March 2025, the Financial Conduct Authority ("FCA") published its findings

following a multi-firm review of private market valuation practices. The

Committee discussed the report’s key themes. The Committee will monitor

and oversee enhancements to Molten Ventures' valuation governance

to address the FCA’s feedback, particularly in relation to conflict

management and valuation responsiveness.

94 ANNUAL REPORT FY25

Audit, Risk and Valuations Committee Report

continued

Non-audit services and Auditors'

independence

The Committee has adopted a policy for engaging the external

Auditors for non-audit services. All non-audit engagements require

pre-approval and are evaluated on the basis of:

• Whether the service could impair the Auditors' independence or

objectivity;

• Whether the external Auditors are the most appropriate provider;

• The fee level relative to the statutory audit fee; and

• Any cumulative exposure to non-audit services over time.

In FY25, PwC provided limited permitted non-audit services, including

an interim review of our half-year report. The Committee was satisfied

that this did not compromise independence. Please refer to Note 10

on page 145 for a detailed breakdown of the Auditor's remuneration.

Fair, balanced and understandable

assessment

The Committee reviewed the FY25 Annual Report and Financial Statements

to determine whether they meet the Code’s requirement to be fair,

balanced and understandable and provide the information necessary for

shareholders to assess the Company’s performance, business model and

strategy. The Committee was unanimous in recommending to the Board

that the FY25 Annual Report meets this requirement.

Conclusion

The Committee has discharged its duties diligently during the year and

will continue to ensure that audit quality, valuation integrity, risk oversight

and internal controls remain robust and effective in FY26.

Grahame Cook

Chair of the Audit, Risk and Valuations Committee

10 June 2025

MOLTENVENTURES.COM 95

GOVERNANCE REPORT

Chair:

Sarah Gentleman

Other members:

Laurence Hollingworth

Grahame Cook

Lara Naqushbandi

Gervaise Slowey

FY25 Key activities:

• Monitored the Remuneration

Policy's implementation

and ensured its alignment

with the Company’s strategy

and corporate governance

developments

• Reviewed the annual bonus

to ensure the performance

measures reflected the key

priorities for the year ahead

• Assisted the Nomination

Committee with succession

planning to contribute to the

long-term sustainable success

of the business

FY26 Key priorities:

• Conduct a detailed review

of the Remuneration Policy

to ensure it continues to be

the right strategic fit for the

Company

• Ensure pay is aligned with

Company performance, to

attract and retain the key

talent it requires to deliver on

its goals

Sarah Gentleman

Chair of the

Remuneration Committee

On behalf of the Remuneration

Committee, I am pleased to present the

Directors’ Remuneration Report for the

year ended 31 March 2025.

FY25 Performance

• Generated £135 million of total proceeds

from realisations, all achieved at or above

the holding values in our accounts and

significantly exceeding the guidance of

£100m at the time of our FY24 full year

results

• Deployed £73 million to support the

portfolio and take advantage of secondary

opportunities such as the investment in

Connect Ventures Fund I

• Total net fair value growth for the year of

£72 million

Remuneration Policy

review

The current policy was last approved by

shareholders at the 2022 AGM and therefore, in

line with the normal triennial cycle, a new Policy

is required to be presented to shareholders for

approval at the 2025 AGM. During the year, the

Committee commenced a review of the current

Policy, however, in light of the changes in the

management team, the Committee felt that it

was not the right time to make material changes

to the Remuneration Policy.

As a result, the Committee is proposing to

roll forward the existing Remuneration Policy

with no material changes. This will be subject

to shareholder approval at the 2025 AGM. As

the new management team settles into role,

the Committee intends to conduct a more

fundamental review of the Policy and this will

now take place during FY26. This will involve

a full-ranging review of the remuneration

arrangements, taking into consideration that

the firm has now been on the Main Market

for four years and to ensure remuneration

arrangements are appropriate and aligned

with the Company’s future strategic priorities.

This will include appropriately balancing the

expectations for remuneration arrangements

within the UK-listed market with the fact that

the vast majority of peers, whom we directly

compete with for talent, are private companies

that operate very different remuneration

arrangements to those typically seen in the UK-

listed environment.

Key remuneration decisions

for Executive Directors

Director changes during the year

As previously announced, Martin Davis stepped

down from the Board and from the position of

Chief Executive Officer on 29 October 2024.

Martin remained with the Company through

to 29 April 2025 in order to facilitate a smooth

transition to his successor Ben Wilkinson.

96 ANNUAL REPORT FY25

Directors’ Remuneration Report

Reflecting on the important role that Martin played in the development

of Molten Ventures, which notably included leading the business through

the Covid pandemic, and overseeing our move to the Main Market of the

London Stock Exchange, the Committee agreed to treat Martin as a good

leaver for the purpose of outstanding incentive awards. Details of the

treatment of inflight and outstanding incentive awards are set out in detail

on page 113. All decisions made by the Committee were taken in line with

the shareholder-approved Remuneration Policy.

Ben Wilkinson succeeded Martin as CEO, stepping up from the role of

CFO. His annual base salary was set at £500,000. His maximum annual

bonus opportunity will remain at 200% of salary and his maximum LTIP

opportunity was set at 250% of salary, in line with the approved policy.

Following Ben’s appointment as CEO, Andrew Zimmerman was

appointed as Interim CFO on 30 October 2024 and as an Executive

Director and permanent CFO on 28 January 2025. His annual base

salary was set at £320,000. His maximum annual bonus opportunity will

remain at 200% of salary and his maximum LTIP opportunity was set at

250% of salary, in line with the approved policy.

The salaries for both the CEO and CFO were set at a level below

their predecessors, recognising that this was their first appointment

in the respective roles. Their salaries will be kept under review over

the coming years to ensure they remain market competitive and

commensurate with the level of experience in role.

FY25 annual bonus outcome

Despite on-going macroeconomic headwinds, we have demonstrated

resilience and delivered solid performance during the year, most

notably in delivering realisations at or above holding value. As a result

of the performance in the year, based on the performance measures

which includes six different categories (30% Fair Value Growth,

30% Capital Resources, 10% Expense Management, 10% ESG, 10%

Strategic Projects and 10% Deployment of Capital), the Committee

approved a bonus of 87% of the maximum opportunity. Full details of

achievement against targets is set out on page 106.

The Committee reviewed the overall bonus outcome at the end of

the year, taking into account multiple factors, including the fact that

targets were set at the beginning of the year, reflecting the uncertain

macroeconomic environment, which persisted at the end of the

year, the Company’s performance in the year, the execution of our

strategic objectives by our Executive team, the acquisitions made in

the year and the strong investment opportunities captured. Overall,

the Committee felt that the bonus outcome was in keeping with the

Group’s performance and no adjustment was made to the formulaic

scorecard outcome.

FY23 LTIP out-turn

The performance period for the FY23 LTIP ended on 31 March 2025

and, despite signs of recovery being shown during 2024, the three-

year relative TSR performance of the Company versus the FTSE 250 was

below the median, and three-year performance of the Group delivered

AUM of £1,944 million. Given performance resulted in below threshold

vesting for both elements, the award lapsed in full.

While the Committee feels the outcome does not fully reflect

management’s underlying performance during the period, in light of

the wider shareholder experience, the Committee determined that the

outcome was appropriate in the round and no discretion was applied.

FY26 decisions

Salaries

All our employees (excluding Executive Directors) received a minimum

inflationary base pay increase of 3.5% for FY26. In addition to the

inflationary increase, some employees also received merit increases

reflecting change in scope of roles and performance. Overall,

reflecting the decisions noted above, the average salary increase

across the organisation (excluding Executive Directors) was 7.9%.

In line with other employees promoted around the mid-year point, Ben

Wilkinson was eligible to receive a salary increase for FY26. Reflecting

on his performance and the positioning of his package relative to the

market, the Committee approved a salary increase in line with the wider

workforce rate. No changes have been made to the CFO’s remuneration

given the proximity of his appointment to the year-end.

The Remuneration Committee also reviewed the salary level of

Executive Director, Stuart Chapman, taking into account his experience

and the importance of his role in supporting our portfolio and

oversight of the investment team, which has increased over the last

few years given the volatility in the market. One of the core challenges

with benchmarking Stuart’s role relative to market is that there are

only a limited number of listed alternative asset managers, none of

which have a role that is responsible for the portfolio on their board

of directors. The Committee therefore studied data for unlisted peers

of a similar scale to Molten Ventures and concluded that the package

was materially behind market given the difference in structure, and

in particular that no carried interest or ownership share of excess

management fees is now offered to our Executive Directors.

While there was a desire to increase the variable opportunity, this was

not possible within the confines of the current Remuneration Policy and

the Committee did not want to pre-judge the outcomes of the policy

review to be undertaken in FY26. To reflect the importance of Stuart’s

position in managing the portfolio for the business during Molten

Ventures' next phase of growth, the Committee felt it was appropriate

to increase Stuart’s salary to £435,000 for FY26. While this will go some

way to closing the gap to market, his overall opportunity will remain

materially behind private peers of a similar size and scale to Molten

Ventures. The Committee considered implementing the increase in a

phased manner, however, the criticality of the role and the discount to

market led us to decide it warranted an immediate adjustment.

Annual bonus

In line with the current Policy, the maximum bonus opportunity for

FY26 will remain at 200% of salary for the Executive Directors.

Long-term incentive plan

In accordance with the current Policy, the maximum LTIP opportunity

will remain at 250% of salary for the Executive Directors reflecting

the underlying stretch in the performance targets, including the

requirement to achieve upper decile relative TSR performance for

maximum vesting. LTIP awards to Executive Directors will vest three

years from grant and be subject to a two-year holding period. The

existing AUM metric will also be retained.

Looking forward

The Committee intends to conduct a more fundamental review

of the Remuneration Policy over the next year. We will therefore

be undertaking a detailed review of the current remuneration

arrangements to ensure that they continue to align with our strategic

priorities. We welcome our shareholders’ feedback on all aspects

of our approach to Executive pay, and I look forward to engaging

with shareholders further in the year ahead as we consider our 2026

Directors’ Remuneration Policy. The Committee appreciated the

support for last year’s Directors’ Remuneration Report and looks

forward to receiving shareholder support again for the Remuneration

Report and the roll-over of the policy at the 2025 AGM.

Sarah Gentleman

Chair of the Remuneration Committee

10 June 2025

MOLTENVENTURES.COM 97

GOVERNANCE REPORT

Remuneration Policy summary

Implementation of Remuneration Policy in FY26

The below table sets out a summary of our current and proposed Remuneration Policy for Executive and Non-Executive Directors, as well as our

proposed implementation for FY26.

Summary and operation of policy

Summary of proposed

2025 Policy changes Implementation for FY26

Fixed pay

Base salary The base salaries for Executive Directors and

senior management will depend on their

experience and the scope of their role as

well as having regard to practices at peer

companies of equivalent size and complexity.

In considering base salary, due regard will

be taken of the pay and conditions of the

workforce generally.

No change • Ben Wilkinson – £517,500

• Stuart Chapman – £435,000

• Andrew Zimmermann - £320,000

Benefits and

pension

Pension contribution rates for Executive

Directors are the same as the rate provided

to the wider workforce (currently 15% of base

salary).

The Executive Directors will be able to

participate in the same benefits as available to

other UK employees, including but not limited

to life insurance, private health insurance and

income protection insurance.

No change No changes in benefits or pension for FY26.

Variable pay

Annual Bonus Maximum opportunity: 200% of salary.

Awards normally based 60%–100% on

financial measures which may include, but are

not limited to, measures of fair value growth

and capital; and 0%–40% on strategic or

ESG measures or other objectives aligned to

Company strategy.

Any bonus awarded to an Executive Director in

excess of 100% of basic salary earned will be

deferred in shares for two years.

Malus and clawback provisions apply.

No change No changes to maximum opportunity for FY26.

Performance measures that will apply are as

follows:

• Financial (72.5%)

– Fair value growth

– Capital efficiency

• Non-financial (27.5%)

– Sustainability

– Strategic projects

The Committee considers that the detailed

performance targets for the FY26 bonus

(excluding those related to sustainability) are

commercially sensitive and that disclosing

precise targets in advance would not be

in shareholder interests. Actual targets,

performance achieved, and out-turns will

be disclosed in the FY26 Annual Report.

Performance targets for FY26 related to

Sustainability can be found in the Sustainability

section of the Strategic Report on page 60.

98 ANNUAL REPORT FY25

Directors’ Remuneration Report continued

Summary and operation of policy

Summary of proposed

2025 Policy changes Implementation for FY26

Long-term

incentive

plan

Maximum opportunity: 250% of salary.

LTIP awards are normally based on financial

measures which may include, but are not

limited to, relative total shareholder return

("TSR") compared to the FTSE 250 – with a

normal weighting between 50%–100%; and

Assets under Management ("AUM") with a

normal weighting between 0%–50%.

A two-year holding period will apply to

Executive Directors at the end of a three-year

performance period.

Malus and clawback provisions apply.

No change No change to award size or performance

measures for FY26. Performance targets for

FY26 award:

Measure Threshold Target Maximum

Relative TSR v

FTSE 250

(52%)

Median Upper

Quartile

Upper

Decile

Vesting

(% of salary)

20% 80% 130%

Total AUM

(FY28)

(48%)

£2,200m £2,316m £2,431m

Vesting

(% of salary)

30% 75% 120%

ownership

guidelines

Each Executive Director is expected to achieve

a shareholding with a value of equivalent to at

least 250% of annual basic salary.

Share ownership requirements will remain

in place until the second anniversary of

termination of employment of any Executive

Director and will apply to the lower of 250%

of such Executive Director’s basic salary or

the number of shares held by the Executive

Director at the date of termination of

employment.

No change No change. Executive Director share ownership

is disclosed on page 110.

Ben Wilkinson and Andrew Zimmermann

continue to build their shareholding and will

retain at least 50% of any share awards vesting

under the Long-Term Incentive Plan or deferred

bonus until the guideline is met.

Stuart Chapman's shareholding is above the

250% requirement.

Non-

Executive

Director fees

Fees are typically reviewed annually, taking into

account the time commitment requirements

and responsibility of the individual roles, and

after reviewing practice in other comparable

companies.

No change. The Chairman of the Board’s fee was set at

£160,000 on appointment. Reflecting on

the time commitment required from the

Chairman and the fact that his base fee is set

at a substantial discount to other FTSE 250

companies (below the lower quartile), the

Committee approved an increase in the base

fee of the Chair to £200,000, effective 1 April

2025. The fees for Non-Executive Directors were

increased in line with inflation, at the wider

workforce rate (3.5%).

The new fees (effective 1 April 2025) are set out

below:

• Non-Executive Director base fee: £66,240

• Senior Independent Director: £12,420

• Audit, Risk and Valuations Committee Chair:

£12,420

• Remuneration Committee Chair: £12,420

• Sustainability Committee Chair: £12,420

• Designated NED for employee

engagement: £5,175

MOLTENVENTURES.COM 99

GOVERNANCE REPORT

Remuneration Policy

Introduction

In accordance with the remuneration reporting regulations, the

Directors’ Remuneration Policy (the "Policy") as set out below is subject

to a shareholder vote at the AGM on 8 July 2025 and is then intended

to apply for a period of three years from the date of approval unless

a new Policy is approved by the Company’s shareholders prior to the

end of that period. As noted on page 96, given the changes in the

management team, the Committee felt it was not an appropriate time

to make material changes and decided to roll forward the existing

Policy approved by shareholders held at the AGM on 3 August 2022.

The Committee intends to conduct a more fundamental review of the

Policy in FY26.

The Company’s remuneration strategy is to provide pay packages

that attract, retain and motivate high-calibre talent to help ensure its

continued growth and success. It aims to: encourage and support a

high-performance culture of reward for achievement of the Group’s

corporate strategy and delivery of sustainable growth; and align

the interests of the Executive Directors, senior management and

employees to the long-term interests of shareholders; while ensuring

that remuneration and incentives adhere to the principles of good

corporate governance and support good risk management practice

and sustainable Company performance grounded in the principles of

responsible investment.

The Committee operates discretion with respect to vesting and

other outcomes that affect the actual level of reward payable to

individuals, as explained in the Remuneration Policy table summary.

Such discretion would only be used in exceptional circumstances and,

if exercised, disclosed at the latest in the report on implementation

of the Policy (i.e. the Annual Remuneration Report) for the year in

question.

The Committee has appointed independent external advisers to

receive material independent assistance and advice. In addition, to

avoid any conflicts of interest or appearance thereof, no Director is

involved in deciding their own remuneration outcome with such items

being discussed without their presence in the meeting.

100 ANNUAL REPORT FY25

Directors’ Remuneration Report continued

Remuneration Policy table summary

Purpose and

link to strategy Operation Maximum opportunity Performance targets

Base salary

To provide

competitive fixed

remuneration.

To attract, retain and

motivate Executive

Directors of the calibre

required to deliver the

Company’s strategy.

The base salaries for Executive Directors will

depend on their experience and the scope of

their role as well as having regard to practices

at peer companies of equivalent size and

complexity.

In considering the base salary (and other

elements of remuneration) of Executive

Directors, due regard will be taken of the pay

and conditions of the workforce generally.

Base salaries will typically be reviewed on an

annual basis.

When considering salary

increases for the Executive

Directors in their current roles,

the Committee considers the

general level of salary increase

across the Group and in the

relevant external market.

Current salary levels are

disclosed on page 105.

Not applicable

Benefits and pension

To provide market

competitive levels of

employment benefits.

The Executive Directors are eligible to receive

contributions to a pension plan and/or a cash

supplement in lieu of pension contributions

(equal to 15% of basic salary) as each Executive

Director may direct. The contribution rate for

Executive Directors is the same as the rate

provided to the wider workforce.

The Executive Directors will be able to

participate in the same benefits as available to

other UK employees, including but not limited

to life insurance, private health insurance and

income protection insurance.

Each Executive Director is entitled to

reimbursement of reasonable expenses

incurred in the performance of such Executive

Director’s duties in accordance with the

Company’s Travel and Entertainment policy.

The benefits package is set at

a level that the Remuneration

Committee considers provides

an appropriate level of benefits

for the Executive Directors and is

appropriate in the context of the

benefits offered to the wider

workforce and to comparable

roles in companies of a similar

size and complexity.

Not applicable

Annual bonus

Rewarding the year-

on-year achievement

of demanding annual

performance metrics.

Performance measures, weightings and targets

are reviewed annually by the Committee and

may be changed from time to time.

Appropriately stretching targets are set by

reference to the operating plan and historical

and projected performance for the Company

and its sector.

Any bonus awarded to an Executive Director in

excess of 100% of basic salary earned will be

deferred in options over ordinary shares under

the Deferred Bonus Plan (“DBP”) for two years.

Participants may receive an additional payment

(in cash or shares) equal to the dividends which

would have been paid during the deferral

period on the number of shares that vest.

Malus and clawback provisions apply.

The maximum bonus

opportunity is 200% of salary.

The threshold bonus

opportunity is set at no more

than 20% of the maximum.

The target and maximum

pay-outs will be specified by

the Committee at the date of

award and disclosed in the

Annual Report.

The award of any bonus in respect

of a financial year is discretionary

and subject to the achievement of

challenging performance conditions,

which will be set by the Committee

and are expected to be linked to the

Company’s financial performance.

Performance measures will also include

an element linked to sustainability

measures.

Annual incentive plan awards are

normally based 60%–100% on

financial measures which may include,

but are not limited to, measures of

fair value growth and capital; and

0%–40% on strategic or sustainability

measures or other objectives aligned

to Company strategy. The Committee

may amend the targets and their

weightings from time to time.

MOLTENVENTURES.COM 101

GOVERNANCE REPORT

Purpose and

link to strategy Operation Maximum opportunity Performance targets

Long-term incentive plan

To balance

performance

pay between the

achievement of

financial performance

objectives and

delivering superior

long-term returns to

our shareholders.

In accordance with the rules of the LTIP, annual

awards are made of options over shares in

the Company with vesting dependent on

the achievement of stretching performance

conditions over a three-year period.

A two-year holding period will apply to

Executive Directors at the end of each relevant

performance period.

The performance conditions will be reviewed

annually by the Committee for each new

award. Targets consider the internal strategic

plan and external market expectations for the

Company and the sector to ensure that they

remain stretching yet achievable. The targets

may change from time to time.

Participants may receive an additional payment (or

ordinary shares of equivalent value) equal to the

dividends that would have been paid during the

vesting period on the number of ordinary shares

that vest. Any dividend equivalent payable to

Executive Directors will be made in the same form

as applicable for other participants.

Malus and clawback provisions apply.

The maximum value of annual

awards made in respect of a

financial year is set at 250% of

salary for each of the Executive

Directors, with any awards

above 200% of salary only

being made for exceptional

performance.

LTIP awards are normally based on

financial measures which may include,

but are not limited to, relative Total

Shareholder Return ("TSR") compared

to the FTSE 250 – with a normal

weighting between 50%–100%; and

Assets under Management ("AUM")

with a normal weighting between

0%–50%.

The Committee can adjust the

weighting of the performance

conditions, and, if considered

appropriate, may introduce alternate

performance conditions from time

to time aligned to the Company’s

strategy, or remove a performance

condition set out above.

No more than 50% of the awards

will vest for achieving threshold

performance, increasing to 100%

vesting for achievement of stretching

performance targets.

Share ownership guidelines

To provide long-term

alignment between

Executive Directors

and shareholders.

Executive Directors are encouraged to build

and maintain over time a shareholding in the

Company.

To the extent the shareholding guideline has

not been reached by the relevant vesting

dates, the Executive Directors have agreed to

retain 50% of the shares that may be delivered

to each of them pursuant to the LTIP and the

DBP (save to permit the sale of such number

of shares as may be required to meet any tax

liability arising on the vesting of such awards).

Each Executive Director

is expected to achieve a

shareholding with a value of

equivalent to at least 250% of

annual basic salary.

The share ownership requirements

will remain in place until the

second anniversary of termination

of employment of any Executive

Director and will apply to the

lower of 250% of such Executive

Director’s basic salary or the

number of shares held by the

Executive Director at the date of

termination of employment.

Not applicable

Non-Executive Director fees

To attract and retain

Non-Executive

Directors of a high

calibre with relevant

commercial and other

experience.

Non-Executive Directors receive a basic

annual fee in respect of their Board duties.

Additional fees may be paid to reflect

additional responsibilities assumed by Non-

Executive Directors, including but not limited

to Committee Chairs, the Senior Independent

Director and Designated Director for workforce

engagement. The Chairman receives a fixed

annual fee. Fees are typically reviewed

annually, taking into account the time

commitment requirements and responsibility

of the individual roles, and after reviewing

practice in other comparable companies.

The fee paid to the Chairman is determined

by the Remuneration Committee, while the

fees for other Non-Executive Directors are

determined by the Board as a whole.

Each Non-Executive Director is entitled to

reimbursement of reasonable expenses

incurred in the performance of such

Non-Executive Director’s duties.

For the Non-Executive Directors,

there is no prescribed maximum

annual increase.

The maximum cap for the total

aggregate remuneration paid to

the Chairman of the Company

and the Non-Executive Directors

is set within the Company’s

Articles of Association.

Actual fee levels are disclosed

in the Directors' Remuneration

Report for the relevant

financial year.

Not applicable

102 ANNUAL REPORT FY25

Directors’ Remuneration Report continued

Notes to the Policy table

Performance measures and targets

Measures used under the Annual Bonus and LTIP are selected annually

to reflect the Group’s main short, mid and long-term objectives

and reflect both financial and non-financial priorities, including

sustainability, as appropriate. Further details of the performance

measures for the year ended 31 March 2025 as well as targets under

the LTIP for awards made in 2024, and how they are aligned with Board

strategy and the creation of shareholder value, are set out on pages

105 to 109. Annual incentive targets will be disclosed retrospectively

in next year’s Annual Report on Remuneration. Performance targets

are set to be stretching yet achievable, and take into account the

Company’s strategic priorities and business environment. The

Committee sets targets based on a range of reference points including

the Company strategy and broker forecasts for both the Company and

the market.

Recovery provisions and Committee

discretion

The Remuneration Committee may exercise its discretion to adjust

annual bonus outcomes or levels of vesting under the LTIP where it

believes that it is appropriate, including (but not limited to) where

outcomes are not reflective of the underlying performance of the

business or the experience of the Company’s shareholders, employees

or other stakeholders. The Remuneration Committee may exercise

malus on unvested awards and may also claw back bonus payments

or vested share awards up to three years from the date of payment/

vesting (in part or in full) in the event of gross misconduct, material

misstatement in the Company’s annual financial statements, material

failure of risk management, serious reputational damage to a member

of the Group or relevant business unit, the insolvency of the Group

and/or an error in the calculation of any performance conditions

resulting in an overpayment or excess vesting.

Remuneration Policy on recruitment

On recruitment, the Committee would seek to align the remuneration

package with the Remuneration Policy approved by shareholders.

When determining a remuneration package for a new Executive

Director, the Committee will consider the relevant skills and experience

of the individual as well as the internal and external market conditions.

Incentive opportunities will be consistent with the Remuneration

Policy set out above which sets a maximum of 450% of salary. The

Committee will have the ability to buy out any entitlements lost

at their previous employer on similar terms to the entitlements

foregone. The Committee may exercise its discretion to make sign-on

payments to new hires if it considers that the circumstances make

such payments necessary. However, such payments shall be subject

to vesting requirements and deferment into shares to ensure that the

longer-term interests of shareholders are served. Malus and clawback

provisions will apply to such awards.

In the event of an internal hire who is promoted to the Board, any

existing entitlements (including to carried interest) will be honoured,

retained and paid out on their original terms for the relevant

proportion of the financial year in which they are appointed to the

extent that the basic salary will be adjusted to the appropriate level

for the role being assumed from the date of appointment. If they are

appointed prior to the granting of LTIP awards for that year, they will

participate in the new grants on similar terms as the other Executive

Directors.

Remuneration Policy on termination

In the event of termination, any payments will be in accordance

with the terms of the Executive Directors’ service contracts with the

Company, and the rules of the LTIP and DBP, having regard to all of the

relevant facts and circumstances available at that time.

The annual bonus may be payable in respect of the period of the

bonus scheme year worked by the Director; there is no provision for

an amount in lieu of bonus to be payable for any part of the notice

period not worked. The bonus would be payable at the normal date

and would be subject to deferral provisions under the terms of the

plan. Leavers would normally retain deferred bonus shares from bonus

awards in previous years, albeit release would normally be at the end

of the deferral period, with Committee discretion to treat otherwise.

Long-term incentives granted under the LTIP are governed by the

LTIP rules which contain discretionary good leaver provisions for

designated reasons (that is, participants who leave early on account of

death, injury, disability, sale of their employing company or business

unit, or any other reason at the discretion of the Committee). In these

circumstances, a participant’s awards will not be forfeited on cessation

of employment and instead will vest on the normal vesting date or

such earlier date to the extent that the Committee may determine.

In either case, the extent to which the awards will vest depends on

the extent to which the Committee considers that the performance

conditions have been satisfied or are likely to be satisfied by the end of

the performance period and a pro rata reduction of the awards will be

applied by reference to the time of cessation (although the Committee

has discretion to disapply time-related pro-rating if it considers that the

circumstances warrant it).

The Committee reserves the right to make any other payments

(including appropriate legal fees) in connection with an Executive

Director’s cessation of office or employment where the payments are

made in good faith on discharge of an existing legal obligation (or by

way of damages for breach of their obligation) or by way of settlement

of any claim arising in contravention with the cessation of an Executive

Director’s office or employment.

Payments under previous policies

Existing awards to Executive Directors, and incentives, benefits and

contractual arrangements made to individuals prior to their promotion

to the Board and/or prior to the approval and implementation of

this policy will continue on their original terms. For the avoidance of

doubt, this includes any entitlement to carried interest and payments in

respect of any award granted under the previous Remuneration Policy

until the existing incentives vest (or lapse) or the benefits or contractual

arrangements no longer apply.

MOLTENVENTURES.COM 103

GOVERNANCE REPORT

Remuneration Policy for other

employees

The reward package for the wider employee group is based on the

principle that it should enable the Company to attract and retain the

best talent, rewarding employees for their contribution to Company

performance. It is driven by local market practice as well as level of

seniority and accountability of each role. There is alignment in the pay

structures for Executive Directors and the wider workforce, in the way

that remuneration principles are followed as well as the mechanics of

the salary review process and incentive plan design, which are broadly

consistent throughout the organisation. Pension contribution rates are

also consistent for all employees. Employees below Board level may

be eligible to participate in an annual bonus arrangement which has

a similar structure to that used for the Executive Directors with award

quantum reflective of seniority level and carried interest scheme

participation. Long-term incentive awards and/or discretionary share

options may be awarded to certain other employees, for which the

maximum opportunity and the performance conditions may vary by

organisational level. The Group also offers a range of benefits that are

open to all employees.

Statement of consideration of

employment conditions elsewhere in

the Company

The Committee has responsibility for reviewing remuneration and

related policies applicable to the wider workforce. To support this, the

Committee is periodically briefed on the structure and quantum of all-

employee remuneration as well as being informed about the context,

challenges and opportunities related to wider workforce remuneration

topics. This enables the Committee to take the wider workforce into

account when setting the policy for Executive remuneration. While

there is no direct consultation with employees on Executive Director

remuneration, the Committee receives insights from the broader

employee population via the DNED. Further, when considering salary

increases for the Executive Directors, the Committee considers the

general level of salary increase across the Group and in the external

market.

Statement of consideration of

shareholder views

In line with our commitment to transparency and engagement with

our shareholders on the topic of Executive Director remuneration, the

Chair of the Remuneration Committee conducts periodic consultations

with major shareholders. This typically involves setting out changes

planned in writing, seeking shareholder input and views to various

Executive remuneration matters including the development of, or

potential changes to, Remuneration Policy or arrangements. The

Committee values the continued dialogue with our shareholders and

periodically engages with shareholders and representative bodies

to take their views into account when setting and implementing the

Company’s remuneration policies.

Illustration of the application of the

Remuneration Policy

The charts below are based on the following scenarios for each

Executive Director:

• Minimum: Annual salary as at 1 April 2025, pension and FY25

benefits

• Target: as Minimum plus Target Bonus (120% of salary) and

Threshold LTIP award opportunity (125% of salary) as per the

Remuneration Policy

• Maximum: as Target except Bonus and LTIP included at maximum

opportunity (200% and 250% of salary, respectively) as per the

Remuneration Policy

• Maximum+50% share price increase: as Maximum except the share

price on the LTIP is assumed to increase by 50%

500

1000

1500

2000

2500

3000

3500

4000

Maximum

+50% share

price increase

MaximumTargetMinimum

Ben Wilkinson, CEO (£’000) Stuart Chapman, Executive Director

(£’000)

Andrew Zimmermann, CFO (£’000)

21%

44%

35%

18%

100% 32% 17%

33%

29%

36%

35%

602

1,870

2,931

3,578

500

1000

1500

2000

2500

3000

3500

4000

Maximum

+50% share

price increase

MaximumTargetMinimum

21%

44%

35%

18%

100% 32% 17%

33%

29%

36%

35%

509

1,575

2,467

3,011

500

1000

1500

2000

2500

3000

3500

4000

Maximum

+50% share

price increase

MaximumTargetMinimum

21%

44%

35%

18%

100% 32% 17%

33%

29%

36%

35%

374

1,158

1,814

2,214

Fixed remuneration Annual bonus LTIP Share price

104 ANNUAL REPORT FY25

Directors’ Remuneration Report continued

Annual report on remuneration

The Annual Remuneration Report sets out how the Directors’ Remuneration Policy was put into practice during the year. It is divided into the

following sections:

• Section 1: Single Total Figure Table

• Section 2: Further information on remuneration for the year ended 31 March 2025

The Auditors have reported on certain sections of this report and stated whether, in their opinion, those sections have been properly prepared.

Those sections which have been subject to audit are clearly indicated within the heading as audited. The Remuneration Policy, which was applied

in the year ended 31 March 2025, was as described in the FY22 Annual Report and approved by shareholders at the AGM held on 3 August 2022.

Section 1 – Single Total Figure Table

This section covers the reporting period from 1 April 2024 to 31 March 2025 and provides details of the implementation of the Remuneration

Policy during the period.

Directors’ Remuneration Single Total Figure Table (audited)

The following table summarises the gross aggregate remuneration of the Directors who served during the year to 31 March 2025:

£’000s Year

Basic

salary/

fees

All

taxable

benefits

Annual bonus

Long-

term

incentive

Pension-

benefits

Total fixed

remuneration

Total variable

remuneration

Total

remuneration

Carried

interest

(legacy

awards)

TotalCash Deferred

Executive Directors

Ben

Wilkinson

FY25 429 7 429 317 – 64 500 746 1,246 433 1,679

FY24 348 5 348 200 70 52 405 618 1,023 49 1,072

Stuart

Chapman

FY25 373 9 373 276 – 56 438 649 1,087 2,407 3,494

FY24 356 6 356 204 71 53 415 631 1,046 502 1,548

Andrew

Zimmermann

FY25 58 1 101 – – 8 68 101 169 – 169

FY24 – – – – – – – – – – –

Martin

Davis

FY25 316 9 316 391 – 47 371 707 1,078 – 1,078

FY24 517 9 517 297 103 78 604 917 1,521 – 1,521

Non-Executive Chairman

Laurence

Hollingworth

FY25 160 – – – – – 160 – 160 – 160

FY24 40 – – – – – 40 – 40 – 40

Non-Executive Directors

Grahame

Cook

FY25 88 – – – – – 88 – 88 – 88

FY24 126 – – – – – 126 – 126 – 126

Richard

Pelly

FY25 – – – – – – – – – – –

FY24 14 – – – – – 14 – 14 – 14

Gervaise

Slowey

FY25 81 – – – – – 81 – 81 – 81

FY24 70 – – – – – 70 – 70 – 70

Sarah

Gentleman

FY25 76 – – – – – 76 – 76 – 76

FY24 70 – – – – – 70 – 70 – 70

Lara

Naqushbandi

FY25 64 – – – – – 64 – 64 – 64

FY24 33 – – – – – 33 – 33 – 33

1 The salaries of Executives were set to £543,260 for Martin Davis, £373,420 for Stuart Chapman and £375,991 for Ben Wilkinson with effect from 1 April 2024. Upon promotion

to CEO, Ben Wilkinson's salary was increased to £500,000. Andrew Zimmermann was appointed to the Board as permanent CFO on 28 January 2025 with an annual salary of

£320,000, amounts shown are pro-rata for the period in role.

2 Benefits include private medical and critical illness cover for all Executive Directors and electric vehicles for Martin Davis and Ben Wilkinson.

3 Details of the bonus targets, their levels of achievement and the resulting level of award and deferrals of this bonus are detailed on pages 106 to 108.

4 Values for the year ended 31 March 2025 relate to the vesting of options granted under the FY23 Long-Term Incentive Plan which were subject to the performance conditions

listed on page 108. No options will vest. Values for the year ended 31 March 2024 relate to the vesting of options granted under the FY22 Long-Term Incentive Plan. The values

have been updated for the Molten Ventures share price at the date of vesting, which was £3.73. The amount of the value disclosed attributable to share price growth between

award and vesting is nil.

5 Ben Wilkinson received total pension contributions of £64,363, equivalent to 15% of base salary. This comprised a cash allowance of £54,363, with the remaining £10,000

contributed directly to a registered occupational pension scheme. Stuart Chapman receives a cash allowance equivalent to 15% of base salary in lieu of pension contributions.

Andrew Zimmermann receives 15% of base salary as pension contributions directly to a registered occupational pension scheme. The pension contribution rates for the

Executive Directors is in line with the level available to the workforce.

6 The carried interest amounts are legacy award payments during the year in respect of awards no longer available to Executive Directors. These carried interest plan awards were

made in prior years and a further description of the plans can be found on page 108.

7 Martin Davis stepped down from the Board and his position as CEO on 29 October 2024, the FY25 figures relate to the period 1 April to 29 October 2024 with the exception of

the annual bonus which was pro-rated to 29 December 2024. Further details on the treatment of his remuneration until the end of his notice period are disclosed on page 113.

8 Laurence Hollingworth was appointed Chairman with effect from 2 January 2024.

9 Grahame Cook assumed responsibility as Interim Chair following the resignation of Karen Slatford from 17 January 2023 until Laurence Hollingworth was appointed Chairman on

2 January 2024.

MOLTENVENTURES.COM 105

GOVERNANCE REPORT

Commentary on Single Figure Table (audited)

Incentive outcomes for FY25

Annual bonus

The FY25 annual bonus for Executive Directors was assessed against performance conditions approved by the Committee. Bonuses are split across

six metrics, of which 70% are for corporate and financial measures, and 30% are for performance against ESG objectives, strategic objectives and

the number of deals. The Committee considers the overall bonus outcome as determined by performance against the agreed measures to ensure

that the bonus level is appropriate given the Company’s performance and the overall stakeholder experience in the year, and has the ability to

exercise discretion to override the indicative formulaic out-turn if it considers that it is not appropriate in the circumstances.

The Committee reviewed the overall bonus outcome at the end of the year, taking into account multiple factors, including the Company’s

performance in the year, the execution of our strategic objectives by our Executive team, the acquisitions made in the year and the strong

investment opportunities captured. Overall, the Committee felt that the bonus outcome was in keeping with the Group’s performance and no

discretion was applied.

The maximum bonus opportunity for FY25 was 200% of salary for each of the Executive Directors.

Annual bonus targets

Performance against the annual bonus measures is set out below:

Performance targets

Metric Weighting

Threshold

(20% vesting)

On target

(50% vesting)

Maximum

(100% vesting) Actual % payout

% of max

bonus

opportunity

Fair value growth

30% £1,251m £1,317m £1,416m £1,367m 75.5% 22.6%

Capital resources

30% £80m £120m £150m £156m 100% 30%

Expense management 10% £26.8m £25.5m £23.0m £22.9m 100% 10%

ESG KPIs 10% See page 107 See page 107 100% 10%

Strategic measures 10% See page 107 See page 107 70% 7%

Deployment of capital 10% See page 108 See page 108 73% 7.3%

Total 100% 87%

Notes:

1 Each of the corporate performance conditions is subject to a straight-line payment scale between threshold, on-target and full vesting points.

2 Fair value growth: Target range set at the beginning of the year to reflect the challenging macroeconomic environment, impacted by ongoing global macroeconomic instability,

high levels of inflation and high interest rates, which placed considerable pressure on the underlying asset classes that Molten Ventures invests in. Fair value growth represents

the opening gross value of the portfolio ("GPV"), plus investments, less any cash from realisations, plus fair value growth which gives the year-end Gross Portfolio Value. The

percentage changes from the opening GPV to the closing GPV is the fair value growth figure for the performance measure. In line with the approach adopted by the Group in

prior years, where Group resources are used to acquire assets, fair value growth captures the value of assets acquired in the year (including the value of the underlying asset and

the change in movements in values between the date of acquisition and the end of the year).

3 Capital resources includes capital raised and committed via third-party funds, capital raised via EIS and VCT entities for the tax year to April 2025, capital raised via realisations and

additional capital raised from shareholders via equity raises and does not include debt.

106 ANNUAL REPORT FY25

Directors’ Remuneration Report continued

ESG KPIs

The ESG KPIs agreed by the Committee for FY25 and the Committee’s assessment of the Company’s performance against them, is summarised in

the table below.

ESG KPI Description Completion update Metric for completion Actual Status

Discussion of ESG opportunities

and risks in at least one board

meeting during FY25 across 75%+

of In-Scope Portfolio Companies.

23 out of a total of 29 In-Scope

Portfolio Companies evidenced

discussion of ESG opportunities and

risks at board meetings during FY25.

75%+

of In-Scope Portfolio

Companies

79% Complete

All voting Investment Committee

("IC") members to engage with

one In-Scope Portfolio Company

to:

(i) conduct an ESG performance

deep-dive.

7 out of 7 ESG Performance

deep-dives have been completed

and documented for one In-Scope

Portfolio Company per IC member.

100% (7/7)

of voting IC members

100%

(7/7)

Complete

(ii) perform a formal evaluation of

board effectiveness.

Evaluations have been completed

and returned by all 7 voting IC

members.

100% (7/7)

of voting IC members

100%

(7/7)

Complete

Engage with 75%+ of Key

Recurring Suppliers to assess

climate maturity and alignment to

the Net Zero transition.

92% of supplier questionnaires

returned

75%+

of Key Recurring

Suppliers

100% Complete

Improve portfolio climate literacy

and alignment to Net Zero

through targeted engagement

with five mature In-Scope

Portfolio Companies.

Portfolio company engagement

carried out in tandem with Accenture,

holding climate workshops across

October–December 2024.

portfolio companies

engaged with

5 Complete

Strategic projects:

The strategic measures agreed by the Committee for FY25 and the Committee’s assessment of the Executive Directors’ performance against them,

is summarised in the tables below.

FY25 KPI Completion update Status %

% of max bonus

opportunity

Integration of

Forward Partners

(4%)

1. Move all staff to Molten contracts; 2.

Close existing AIFM and amend all LP and

IMA agreements; and 3. Integrate all assets

into Molten fair value processes.

All three actions agreed by Committee

completed.

100% 4%

Employee (2%)

engagement

project

Develop and embark upon an employee

engagement project to integrate Molten's

corporate purpose and company values

across all business activities. See page 82

for further details.

Committee determined sufficient

progress made.

100% 2%

Third-party fund

structures (4%)

1. Molten East cornerstone; 2. Climate

or healthtech fund; 3. LIFTs/LTAF

commitment; and 4. Secondary fund.

Committee determined one out of four

sub-metrics demonstrated sufficient

completion (Molten East).

25% 1%

MOLTENVENTURES.COM 107

GOVERNANCE REPORT

Deployment:

KPI Assessment

£28m deployed into primary deals Not met

Three primary deals greater than £5m each Met

A minimum of eight (8) other deals of which five (5) should be EIS/VCT deals Met

No more than £21m in follow-ons Met

£20m in secondary deals Met

Total (Threshold = 2/5 Maximum = 5/5, straight line vesting between threshold and maximum) 4/5

% of max bonus opportunity 7%

£19m investment in Connect Ventures Fund I, discretion applied in favour of KPI being met.

Bonus deferral

The FY25 bonus amounts will be paid in cash for an amount up to 100% of each Director’s salary, with the balance being paid in the form of a

deferred share award. The deferral period under the bonus scheme is two years from the date of the award. Vesting is not subject to any further

conditions.

Long-term incentive plan vesting

Vesting of FY23 award

The FY23 LTIP award included in the single total figure of remuneration table for FY25 had a performance period from 1 April 2022 to

31 March 2025. Details of performance against the performance targets are shown in the table below.

Measure

Weighting Threshold Target Maximum Actual Outcome

Relative Total Shareholder Return (“TSR”)

versus FTSE 250 52% Median Upper quartile Upper decile Below median 0%

Vesting (% of salary) 20% 80% 130% 0%

Total Assets under Management (“AUM”) 48% £2,607m £2,690m £2,774m £1,871m 0%

Vesting (% of salary) 60% 80% 120% 0%

Total 0%

1 Awards vest on a straight-line basis for performance between threshold, target and maximum levels of performance. No amounts vest below threshold.

Carried interest (legacy awards)

The carried interest values included in the single total figure of remuneration table for FY25 and FY24 relate to amounts paid in respect of legacy

awards of carried interest to Executive Directors during those years. The Company established carried interest plans for the Executive Directors,

other members of the Investment Team and certain employees (“Plan Participants”) in respect of any investments and follow-on investments

made since listing on AIM. From April 2020 onwards, the Executive Directors were not eligible to participate in new carried interest plans but were

permitted to retain their entitlement and participation in carried interest schemes that they held prior to that date.

Subject to certain exceptions, Plan Participants will receive, in aggregate, 15% of the net realised cash profits from the investments and follow-

on investments made over the relevant investment period once the Company has received an aggregate annualised 10% realised return

on investments and follow-on investments made during the relevant period save that the hurdle for the carried interest plan established on

1 April 2020 and subsequent carried interest plans have an aggregate annualised 8% realised return on investment and follow-on investments

made during the relevant period. Plan Participants’ carried interest vests over five years for each carried interest plan and are subject to good and

bad leaver provisions.

108 ANNUAL REPORT FY25

Directors’ Remuneration Report continued

Section 2 – Further information on remuneration for the

year ended 31 March 2025

Scheme interests awarded during the financial year (audited)

Long-Term Incentive Plan

Awards were made to all Executive Directors under the Company’s Long-Term Incentive Plan on 24 June 2024 as set out below. The awards were

made in the form of options with a nominal value exercise price of £0.01 per share as set out below:

Director Position Basis of award Face value

Number

of Options

awarded

Ben Wilkinson CFO (at time of award) 250% of salary £939,974 233,592

Martin Davis CEO (at time of award) 250% of salary £1,358,148 337,512

Stuart Chapman Executive Director 250% of salary £933,547 231,995

1 A share price of £4.024, based on the average closing price of shares for the five dealing days prior to grant, was used to calculate the number of options awarded.

The vesting of these awards is subject to the performance targets set out below, with performance measured over the three-year period from

1 April 2024 to 31 March 2027. The awards will vest on 24 June 2027 to the extent that performance conditions are met and are subject to a two-

year post-vesting holding period.

Relative Total Shareholder Return ("TSR") versus FTSE 250 (weighting – 52% of maximum opportunity)

Threshold On target Maximum

TSR ranking versus FTSE 250 Median Upper quartile Upper decile

Vesting (% of salary) 20% 80% 130%

Assets Under Management (Balance Sheet NAV) (weighting – 48% of maximum opportunity)

Threshold On target Maximum

Total AUM (FY27) £2,044m £2,152m £2,260m

Vesting (% of salary) 30% 75% 120%

No amounts vest below threshold. Vesting is on a straight-line basis between threshold, on-target and maximum performance points.

On 3 December 2024, an additional award was made by the Remuneration Committee to reflect the pro-rata salary adjustment following Ben

Wilkinson’s promotion to CEO with effect from 29 October 2024 as set out below:

Director Position Basis of award Face value

Number

of Options

awarded

Ben Wilkinson CEO 250% of salary (pro-rata) £98,754 30,669

1 A share price of £3.22, based on the average closing price of shares for the five dealing days prior to grant, was used to calculate the number of options awarded.

The vesting of these awards is subject to the same performance targets and performance period as the award on 24 June 2024. The awards will

vest on 3 December 2027 to the extent that performance conditions are met and are subject to a two-year post-vesting holding period.

MOLTENVENTURES.COM 109

GOVERNANCE REPORT

Statement of Directors’ interests (audited)

The interests of the Directors who served in the year and who held an interest in the ordinary shares of the Company are as follows:

Outstanding scheme interests 31 March 2025 Beneficially owned shares

Unvested

scheme

interests

subject to

performance

conditions

Unvested

scheme

interests not

subject to

performance

conditions

Vested but

unexercised

scheme

interests

Total shares

subject to

outstanding

scheme

interests

As at 31 March

2024

As at 31 March

2025

Total of all

scheme

interests and

shareholdings

as at 31 March

2025

Martin Davis

1,087,282 73,751 191,945 1,352,978 91,836 91,836 1,444,814

Stuart Chapman 747,364 50,694 951,254 1,749,312 1,054,756 1,054,756 2,804,068

Ben Wilkinson 768,763 49,625 484,539 1,302,927 48,022 77,287 1,380,214

Andrew Zimmermann

24,691 – – 24,691 – 4,950 29,641

Laurence Hollingworth – – – – 43,000 43,000 43,000

Grahame Cook – – – – 55,548 55,548 55,548

Sarah Gentleman – – – – 4,444 4,444 4,444

Gervaise Slowey – – – – 10,000 10,000 10,000

Lara Naqushbandi – – – – – – –

1 LTIPs awarded to Martin Davis, Stuart Chapman, Ben Wilkinson and Andrew Zimmermann from 2022 onwards.

2 Deferred bonus plan options from 2022.

3 CSOP options awarded to Stuart Chapman and Ben Wilkinson in 2016, 2017, 2018, 2019 and 2021. LTIP options awarded to Martin Davis, Stuart Chapman and Ben Wilkinson in

2020 and 2021.

4 Includes shares held by persons closely associated as defined under UK MAR.

5 Martin Davis stepped down as CEO on 29 October 2024.

6 Andrew Zimmermann was appointed to the Board as CFO on 28 January 2025. See Executive Directors’ share plan interest movements during FY25 (audited) on page 111 for

details of his scheme interests.

There were no changes to the Directors’ beneficial interests as set out above and at the date of this report.

Executive Directors’ share ownership guidelines (audited)

Shareholding requirements in operation at the Company are currently 250% of base salary for the Executive Directors. Executive Directors are

required to build their shareholdings by retaining at least 50% of any share awards vesting under the Long-Term Incentive Plan or deferred bonus

until the guideline is met. The Committee keeps the progress of the Executive Directors in meeting the shareholding requirement under review

and notes the progress that has been made during the financial year. Non-Executive Directors are not subject to a shareholding requirement.

The table below shows, for the Executive Directors at year-end, their actual share ownership compared with the share ownership guidelines. Ben

Wilkinson and Andrew Zimmermann continue to build their shareholding and will retain at least 50% of any share awards vesting under the Long-

Term Incentive Plan or deferred bonus until the guideline is met.

Director

Number of

shares counting

to guidelines

31 March 2025

Shareholding

requirement

(% of salary)

Current

shareholding

(% of salary)

Shareholding

requirement

met?

Ben Wilkinson 360,394 250 179 No

Stuart Chapman 1,586,595 250 935 Yes

Andrew Zimmermann 4,950 250 4 No

1 The share price of £2.565 as at 31 March 2025 has been used for the purpose of calculating the current shareholding as a percentage of salary. Shares counting to the guidelines

include beneficially owned shares, and a net-of tax estimated number of vested but unexercised scheme interests (including DBP options). Unvested LTIP and CSOP awards do

not count towards satisfaction of the shareholding guidelines.

110 ANNUAL REPORT FY25

Directors’ Remuneration Report continued

Executive Directors’ share plan interest movements during FY25 (audited)

Date of grant

Vesting,

exercise of

release

date

Number of

options/

awards

held as at

1 April 2024 Awarded Exercised Lapsed

Number of

options/

awards

held as at

31 March

2025

Share price

at date

of grant/

award

(exercise

price for

CSOP)

Face value

of awarded

options (at

exercise

price for

CSOP)

Ben Wilkinson

CSOP (Unapproved) 30/07/18 30/07/21 178,100 – – – 178,100 £4.92 –

CSOP (Unapproved) 12/02/19 12/02/22 178,434 – – – 178,434 £5.30 –

LTIP 29/06/20 29/06/23 36,615 – – – 36,615 £4.49 £274,000

LTIP 16/07/21 16/07/24 91,497 – – 72,852 18,645 £8.88 £812,500

LTIP 17/06/22 17/06/25 187,320 – – – 187,320 £4.47 £836,875

DBP 17/06/22 17/06/24 72,745 – – – 72,745 £4.47 £325,000

LTIP 23/06/23 23/06/26 317,182 – – – 317,182 £2.74 £870,350

LTIP 24/06/24 24/06/27 – 233,592 – – 233,592 £4.024 £939,974

LTIP 03/12/24 03/12/27 – 30,669 – – 30,669 £3.22 £98,754

DBP 24/06/24 24/06/26 – 49,625 – – 49,625 £4.024 £199,691

Stuart Chapman

CSOP (Unapproved) 28/11/16 28/11/19 226,385 – – – 226,385 £3.55 –

CSOP (Unapproved) 28/11/17 28/11/20 234,835 – – – 234,835 £3.87 –

CSOP (Unapproved) 30/07/18 30/07/21 178,100 – – – 178,100 £4.92 –

CSOP (Unapproved) 12/02/19 12/02/22 178,434 – – – 178,434 £5.30 –

CSOP (Unapproved) 26/07/21 26/07/22 1,522 – – – 1,522 £9.85 £15,000

LTIP 29/06/20 29/06/23 38,619 – – – 38,619 £4.49 £289,000

LTIP 16/07/21 16/07/24 93,468 – – 74,421 19,047 £8.88 £823,000

LTIP 17/06/22 17/06/25 191,355 – – – 191,355 £4.47 £854,900

DBP 17/06/22 17/06/24 74,312 – – – 74,312 £4.47 £332,175

LTIP 23/06/23 23/06/26 324,014 – – – 324,014 £2.74 £889,095

LTIP 24/06/24 24/06/27 – 231,995 – – 231,995 £4.024 £933,547

DBP 24/06/24 24/06/26 – 50,694 – – 50,694 £4.024 £203,993

Andrew Zimmermann

LTIP (Restricted shares) 28/06/24 28/06/27 – 24,691 – – 24,691 £4.04 £99,750

Martin Davis

LTIP 29/06/20 29/06/23 56,125 – – – 56,125 £4.49 £420,000

LTIP 16/07/21 16/07/24 135,979 – – 108,270 27,709 £8.88 £1,207,500

LTIP 17/06/22 17/06/25 278,387 – – – 278,387 £4.47 £1,243,725

DBP 17/06/22 17/06/24 108,111 – – – 108,111 £4.47 £483,000

LTIP 23/06/23 23/06/26 471,383 – – – 471,383 £2.74 £1,293,475

LTIP 24/06/24 24/06/27 – 337,512 – – 337,512 £4.024 £1,358,148

DBP 24/06/24 24/06/26 – 73,751 – – 73,751 £4.024 £296,774

1 Martin Davis stepped down as CEO on 29 October 2024. See page 113 for a summary of the good leaver provisions and post-termination shareholding requirement applicable

to his share plan interests.

2 Andrew Zimmermann was appointed to the Board as CFO on 28 January 2025. Prior to this appointment, Andrew participated in the Company’s 2021 Long-Term Incentive Plan

(LTIP) in his capacity as a senior employee below Board level. As a result of his appointment to the Board, the outstanding share awards granted under this plan, which remain

unvested and subject to performance underpins, now fall within the scope of the Directors’ Remuneration Policy. These awards are therefore disclosed in the table above in

accordance with the Directors’ Remuneration Reporting Regulations. No amendments have been made to the terms of these awards on account of Andrew’s appointment to the

Board. The treatment of these awards is consistent with the policy approach to legacy and pre-appointment awards, as approved by shareholders at the 2022 AGM.

Performance graph

The graph below shows the Total

Shareholder Return (TSR) performance

of an investment of £100 in Molten

Ventures plc shares from its initial listing

on AIM in June 2016 to the end of the

period, compared with £100 invested

in the FTSE 250 Index over the same

period. The FTSE 250 Index was chosen

as a comparator because it represents a

broad equity market index of which the

Company is a constituent as of the date

of this report.

Molten Ventures plc FTSE 250 FY End

£0

£50

£100

£150

£200

£250

£300

2025202420232022202120202019201820172016

MOLTENVENTURES.COM 111

GOVERNANCE REPORT

Historical remuneration of the Chief Executive Officer

The table below sets out the total remuneration delivered to the CEO over the last nine years valued using the methodology applied to the single

total figure of remuneration. The Remuneration Committee does not believe that the remuneration paid in earlier years as a private company

bears any comparative value to that paid in its time as a public company and, therefore, the Remuneration Committee has chosen to disclose

remuneration only for the nine most recent financial years:

Total single

figure (£’000)

Annual bonus

payment level

achieved

(% of max

opportunity)

LTIP vesting

(% of max

opportunity)

FY25 (Ben Wilkinson)

1,660 87% 0%

FY25 (Martin Davis)

1,058 87% 0%

FY24 1,486 79% 20%

FY23 1,162 38% 60%

FY22 1,530 100% n/a

FY21 885 93% n/a

FY20 (Martin Davis)

505 100% n/a

FY20 (Simon Cook)

317 53% n/a

FY19 503 75% n/a

FY18 466 89% n/a

FY17 373 94% n/a

1 Martin Davis served as CEO from November 2019 until Ben Wilkinson’s appointment in October 2024.

2 Martin Davis was appointed as CEO in November 2019. The total single figure above includes a contractual bonus which was paid in full.

3 Simon Cook served as CEO until Martin Davis’ appointment in November 2019, and CIO from that date until 1 July 2020.

Change in remuneration of Directors compared to employees

The table below sets out the percentage change in salary, taxable benefits and annual bonus set out in the single figure of remuneration tables (on

page 105) paid to each Director from FY21 to FY25. The relevant statutory regulations also require a comparison of the change in the remuneration

of the employees of Molten Ventures plc. A comparator for all employees excluding Directors is included below.

% change in element

between FY21 and FY22

% change in element

between FY22 and FY23

% change in element

between FY23 and FY24

% change in element

between FY24 and FY25

Salary

and fees

Taxable

benefits

Annual

bonus

Salary

and fees

Taxable

benefits

Annual

bonus

Salary

and fees

Taxable

benefits

Annual

bonus

Salary

and fees

Taxable

benefits

Annual

bonus

Executive Directors

Stuart Chapman 14.9 25.0 142.3 2.9 20.0 (60.7) 4.1 11.6 114.8 5.0 32.5 16.0

Ben Wilkinson 18.6 33.3 150.0 3.1 25.0 (60.7) 4.0 7.0 114.6 23.3 44.6 36.2

Andrew Zimmermann

n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a n/a

Martin Davis 15.0 125.0 142.7 3.1 25.0 (60.7) 3.9 (6.9) 114.4 (39.0) (3.4) (13.2)

Non-Executive Directors

Laurence Hollingworth

n/a n/a n/a n/a n/a n/a n/a n/a n/a 300.0 n/a n/a

Grahame Cook

33.3 n/a n/a 5.6 n/a n/a 32.7 n/a n/a (30.2) n/a n/a

Sarah Gentleman

n/a n/a n/a 79.5 n/a n/a 0 n/a n/a 8.6 n/a n/a

Richard Pelly

17.6 n/a n/a 0 n/a n/a (76.4) n/a n/a n/a n/a n/a

Gervaise Slowey

n/a n/a n/a 46.3 n/a n/a 16.6 n/a n/a 15.8 n/a n/a

Lara Naqushbandi

n/a n/a n/a n/a n/a n/a n/a n/a n/a 91.3 n/a n/a

All employees 23.2 (44.2) 12.9 14.6 33.9 (4.2) 10.0 4.6 32.5 28.0 25.8 42.0

1 Appointed on 28 January 2025.

2 Karen Slatford resigned on 17 January 2023 and Grahame Cook was appointed Interim Chair. Laurence Hollingworth was appointed as Chairman with effect from 2 January 2024.

3 Appointed on 23 July 2021.

4 Richard Pelly retired from the Board following the AGM on 26 July 2023.

5 Appointed on 11 September 2023.

112 ANNUAL REPORT FY25

Directors’ Remuneration Report continued

CEO pay ratio

As the Company has fewer than 250 employees it is not required to include a CEO pay ratio disclosure.

Relative importance of spend on pay

The table below sets out the relative importance of the spend on pay in FY24 and FY25 compared with other disbursements. All figures provided

are taken from the relevant Company accounts.

FY24

£m

FY25

£m

Percentage

change

Distributions to shareholders 0 0 0%

Overall spend on pay including Executive Directors 14.8 19.0 28%

Payments for loss of office (audited)

Martin Davis stepped down as CEO and from the Board on 29 October 2024 and remained with the Company as an employee until 29 April 2025.

His remuneration for the proportion of FY25 where he was not a Director was as follows:

i. For the period between 30 October 2024 and 29 April 2025, Martin Davis continued to receive his base salary and contractual benefits,

including pension. The aggregate value of these payments from 30 October 2024 to 29 April 2025 was £268,000 and comprised a salary of

£228,000, cash in lieu of pension allowance of £34,000 and benefits totalling £6,000, which included a contribution towards his legal and

outplacement fees in connection with his departure and cash in lieu of unused holiday on the expiry of his notice period.

ii. Martin Davis received a pro-rated bonus to 29 December 2024 to reflect the period of time he was CEO and while he was providing active

services to facilitate an orderly handover to Ben Wilkinson. The bonus was pro-rated for performance in line with the approach for the other

Executive Directors as set out on page 106 and is subject to deferral in line with the shareholder-approved Remuneration Policy.

iii. Martin is not eligible for an annual bonus in respect of the remainder of FY25 (through to 31 March 2025) or the FY26 performance year, nor is

he eligible for an FY26 LTIP award.

In accordance with our approved Directors' Remuneration Policy, Martin was granted "good leaver" status in respect of his outstanding awards

under the Deferred Bonus Plan and LTIP. As a "good leaver", his deferred share awards will continue to vest and be released on their scheduled

vesting dates. Any vesting of his LTIP awards will be pro-rated for the period up to his departure date and will be subject to the achievement of

the required performance conditions and subject to the normal vesting time horizons including the holding period.

Martin Davis is expected to maintain his full holding of Molten Ventures plc shares until the second anniversary of termination of employment as

an Executive Director.

Payments to past Directors (audited)

No payments were made to, or in respect of, former Directors in excess of the minimum threshold of £25,000 set for this purpose.

Service agreements and letters of appointment

Each of the Executive Directors’ service agreements is for a rolling term and may be terminated by the Company or the Executive Director by

giving six months’ notice. The Remuneration Committee’s policy for setting notice periods is that a six-month period will apply for Executive

Directors. The Remuneration Committee may in exceptional circumstances arising on recruitment allow a longer period, which would in any event

reduce to six months following the first year of employment.

Name Position

Date of

current service

agreement

Notice period

by Company

(months)

Notice period

by Director

(months)

Ben Wilkinson CEO 29 October 2024 6 6

Stuart Chapman Director 19 July 2021 6 6

Andrew Zimmermann CFO 28 January 2025 6 6

The Non-Executive Directors of the Company do not have service contracts and are appointed by letters of appointment. Their terms are subject

to their re-election by the Company’s shareholders at any AGM at which the Non-Executive Directors stand for re-election (in accordance with the

Company’s Articles of Association). The details of each Non-Executive Director’s current terms are set out below:

Name Date of appointment Commencement date of current term Unexpired term as at 7 June 2025

Laurence Hollingworth 2 January 2024 2 January 2024

Continuation of appointment

is subject to re-election by

shareholders at each AGM.

Grahame Cook 15 June 2016 19 July 2021

Sarah Gentleman 8 September 2021 8 September 2021

Lara Naqushbandi 11 September 2023 11 September 2023

Gervaise Slowey 19 July 2021 19 July 2021

MOLTENVENTURES.COM 113

GOVERNANCE REPORT

Statement of voting at general meetings

The following votes were cast in respect of the Directors’ Remuneration Policy at the 2022 AGM and Directors’ Remuneration Report at the

Company’s 2024 AGM:

Approval of the Directors’

Remuneration Policy (2022)

No. of votes % of votes cast

For (including discretionary) 82,692,926 79.9

Against 20,802,605 20.1

Withheld 12,189,373 –

Approval of the Directors’

Remuneration Report (2024)

No. of votes % of votes cast

For (including discretionary) 120,038,416 85.3

Against 20,666,144 14.7

Withheld 11,410,410 –

Remuneration Committee composition

and responsibilities

Composition

The UK Corporate Governance Code recommends that all members

of the Remuneration Committee be Non-Executive Directors,

independent in character and judgement and free from any

relationship or circumstance which may, could or would be likely

to, or appear to, affect their judgement. The composition of the

Committee has comprised only the independent Non-Executive

Directors for the year under review. In accordance with provision 32

of the UK Corporate Governance Code, Sarah Gentleman had served

as a member of the Remuneration Committee of Rathbones Group

plc for more than 12 months prior to her appointment as Chair of the

Committee.

Role and responsibilities

The Committee operates under terms of reference, which are reviewed

annually and approved by the Board. A copy of the Terms of Reference

are available on the Company’s website, investors.moltenventures.com.

The Remuneration Committee receives assistance from the Chairman of

the Board, CEO and Company Secretary (each of whom attend meetings

by invitation except when decisions relating to their own remuneration

are being discussed) and independent advisers. The Remuneration

Committee will normally meet at least three times per year. Executive

Director remuneration is communicated to employees after financial

year end, with performance against bonus and LTIP targets explained as

well as the targets for the year financial year ahead being presented. The

Committee receives insights from the broader employee population

from management and the DNED can update the Committee on

feedback received at any of the employee engagement sessions held

during the year.

Advisers

The Committee appointed Deloitte LLP following a competitive

tender process, to provide independent advice on Executive

remuneration matters with effect from 10 October 2022. Deloitte is

a founding member of the Remuneration Consultants Group and

voluntarily operates under the code of conduct in relation to Executive

remuneration consulting in the UK. The fees paid to Deloitte in relation

to advice provided to the Committee for FY25 were £185,880 on a

time and materials basis.

The Committee assesses the performance of its advisers, the

associated fees and the quality of advice provided annually, to

ensure that the advice is independent of any support provided to

management and monitors adviser independence, noting advice

received is predominantly based on objective data trends/facts. The

Committee is comfortable that the remuneration advisers do not have

any connections with the Group or any Director that may impair their

independence.

On behalf of the Board

Sarah Gentleman

Chair of the Remuneration Committee

10 June 2025

114 ANNUAL REPORT FY25

Directors’ Remuneration Report continued

The Directors present their report and audited consolidated financial statements for the year ended

31 March 2025. The Strategic Report on pages 4 to 76, the Corporate Governance Statement on page 79

and this Directors’ Report have been drawn up and presented in accordance with, and in reliance upon,

applicable English company law and any liability of the Directors in connection with these reports shall be

subject to the limitations and restrictions provided by such law.

Additional information which is incorporated by reference into this

Directors’ Report, including information required in accordance with

the Companies Act 2006 and the Listing Rule 6.6.1R of the UK Financial

Conduct Authority’s Listing Rules, can be located as follows:

Disclosure Location

Future business developments Strategic Report – pages 4 to 76

Research and development

activities

We do not perform any research

and development activities

Greenhouse gas emissions Sustainability – pages 61 to 62

Financial risk management

objectives and policies

(including hedging policy and

use of financial instruments)

Note 31 to the Financial

Statements – pages 162 to 164

Exposure to price risk, credit

risk, liquidity risk and cash

flow risk

Note 31 to the Financial

Statements – pages 162 to 164

Details of long-term incentive

schemes

Directors’ Remuneration Report

– pages 96 to 114

Statement of Directors’

responsibilities

Can be found on page 118

Directors’ interests Details can be found on

page 110 of the Directors’

Remuneration Report

s172 Statement Can be found on pages 52 to 55

of the Strategic Report

Stakeholder engagement in

key decisions

Details can be found on pages

52 to 55

Corporate Governance

Statement

Can be found on page 79

Directors

The Directors of the Company who held office during the year are:

• Laurence Hollingworth (Chairman)

• Grahame Cook (Senior Independent Director)

• Sarah Gentleman (Independent Non-Executive Director)

• Lara Naqushbandi (Independent Non-Executive Director)

• Gervaise Slowey (Independent Non-Executive Director)

• Ben Wilkinson (promoted to Chief Executive Officer on

29 October 2024 having previously served as Chief Financial

Officer)

• Stuart Chapman (Executive Director)

• Andrew Zimmermann (Chief Financial Officer, appointed

28 January 2025)

• Martin Davis (Chief Executive Officer until 29 October 2024)

The roles and biographies of the Directors in office as at the date of this

report are set out on pages 80 and 81. The appointment and replacement

of Directors is governed by the Company’s Articles of Association, the UK

Corporate Governance Code and the Companies Act 2006.

Regulation

The Company has three wholly owned subsidiaries which are

authorised and regulated by the UK Financial Conduct Authority:

(1) Esprit Capital Partners LLP (FRN: 451191) a full-scope AIFM and

investment manager of Molten Ventures plc; (2) Encore Ventures LLP

(FRN: 510101) a small authorised AIFM and investment manager of the

EIS Funds; and (3) Elderstreet Investments Limited (FRN: 148527) a small

authorised AIFM and, via Elderstreet Holdings Limited, manager to

Molten Ventures VCT plc. Esprit Capital Partners LLP does not employ

any staff. Molten Ventures plc employees provide services to the

regulated entities named above via services agreements.

Investment objective and

investment policy

The investment objective of the Molten Group is to generate capital

growth for Molten shareholders by the creation, funding, incubation

and development of high-growth technology businesses.

The Molten Group intends to meet its investment objective by: (i)

providing early-stage businesses with initial smaller rounds of seed

and Series A primary investments, co-investments and commitments

to third-party seed funds; (ii) making larger Series B+ and later Series

C+ primary investments and co-investments for scaling technology

companies; and (iii) undertaking secondary transactions (including

through the acquisition of investment funds (private and/or public)).

The Molten Group will seek exposure to early-stage companies that

combine technology and service provision, are able to generate

strong margins through significant intellectual property or strong

barriers to entry, are scalable and require relatively modest investment.

The Molten Group will primarily seek exposure to developing

companies in, but not limited to, the following sectors of the digital

economy: consumer technology, enterprise technology, hardware and

deeptech, and digital health and wellness.

The Molten Group’s main focus is on making investments in the UK and

Europe.

No investment will be made if its costs exceed 15 per cent of the Gross

Portfolio Value at the time of investment. A further investment may be

made in an existing portfolio business provided the aggregate cost of

that investment and of all other unrealised investments in that portfolio

business does not exceed 15 per cent of the Gross Portfolio Value.

Dividends

The Group’s loss after tax for the year was £0.8 million (year ended

31 March 2024: loss of £41 million). The Directors’ current intention is to

reinvest any income received from investee companies as well as the

net proceeds of any realisations in the Group’s portfolio. Accordingly,

the Directors do not recommend the payment of a dividend in respect

of the financial year ended 31 March 2025.

MOLTENVENTURES.COM 115

GOVERNANCE REPORT

Directors’ Report

Articles of Association

The rules governing the appointment and replacement of Directors can

be found in the Company’s Articles of Association (the “Articles”), which

may be amended by a special resolution of the Company’s shareholders.

A copy of the Articles can be found on the Company’s website:

investors.moltenventures.com/investor-relations/plc/documents.

Directors’ indemnity provisions

As permitted by the Articles, the Directors have the benefit of an

indemnity, which is a qualifying third-party indemnity provision as

defined by Section 234 of the Companies Act 2006. The indemnity was

in force throughout the financial period and at the date of approval of

the financial statements.

The Company has purchased and maintained throughout the financial

period Directors’ and Officers’ liability insurance in respect of itself and

its Directors.

Compensation for loss of office

The Company does not have any agreements with any Executive

Director or employee that would provide compensation for loss of

office or employment resulting from a takeover except that provisions

of the Company share schemes may cause options and awards

outstanding under such schemes to vest on a takeover.

Political donations

The Company made no political donations during the year ended

31 March 2025.

Branches

The Company has a branch in the Republic of Ireland.

Share capital

At 31 March 2025, the Company’s issued share capital consisted of

189,046,450 (2024: 189,046,450) ordinary shares of £0.01 each. The

total number of ordinary shares in treasury was 4,871,767 and the total

number of voting rights in the Company was 184,174,683. Details of the

movements in issued share capital in the year are set out in Note 26 to

the financial statements.

Ordinary Shareholders are entitled to receive notice of, and to attend

and speak at, any general meeting of the Company. On a show of

hands, every shareholder present in person or by proxy (or being a

corporation represented by a duly authorised representative) shall

have one vote, and on a poll every shareholder who is present in

person or by proxy shall have one vote for every share of which he

or she is the holder. The Notice of Annual General Meeting specifies

deadlines for exercising voting rights and appointing a proxy or

proxies.

The holders of ordinary shares are entitled to one vote per share at

meetings of the Company. There are no restrictions on the transfer of

shares. No shareholder holds securities carrying any special rights or

control over the Company’s share capital.

The Directors are not aware of any agreements between holders of

the Company’s shares that may result in the restriction of the transfer

of securities or of voting rights. Shares held by the Company’s

Employee Benefit Trust rank pari passu with the shares in issue and

have no special rights, but voting rights and rights of acceptance of

any offer relating to the shares rest with the plan’s Trustees and are not

exercisable by employees.

Authority for the Company to issue

and make market purchases of

ordinary shares

At the Company’s AGM held on 24 July 2024, the Company was

generally and unconditionally authorised by its shareholders to make

market purchases of up to a maximum of 15,299,985 of its ordinary

shares. As of 9 June 2025, the Company has repurchased 7,342,166

ordinary shares under this authority, which is due to expire at the next

AGM. Any shares bought back have been held as treasury shares. The

Company was also granted authority to allot equity securities up to a

nominal value of £509,999.51 and to issue those shares for cash without

offering those shares to shareholders in accordance with their statutory

pre-emption rights. These powers will expire at the AGM to be held on

8 July 2025 and renewal of the authorities will be sought at that AGM.

Change of control – significant

agreements

There are a number of agreements that take effect, alter, or terminate

upon a change of control of the Company following a takeover

bid, for example a change in control may result in awards under the

Company’s employee share plans vesting or becoming exercisable.

These agreements also include certain banking arrangements and

commercial contracts. The Board considers that the disclosure of

specific terms could be seriously prejudicial to the Company and

therefore relies on the exemption permitted under paragraph 13(2)

of Schedule 7, Part 6 of the Large and Medium-sized Companies and

Groups (Accounts and Reports) Regulations 2008.

116 ANNUAL REPORT FY25

Directors’ Report continued

Substantial shareholdings

Notifications provided to the Company by substantial shareholders pursuant to the FCA’s Disclosure Guidance and Transparency Rules (DTR) are

published via a Regulatory Information Service and available on the Company’s website. The table below shows the interests in shares disclosed

to the Company in accordance with DTR 5:

At 31 March 2025 At 9 June 2025

Name of Shareholder

Number of

ordinary shares

of 1 pence each

held

Percentage of

total voting

rights held

Number of

ordinary shares

of 1 pence each

held

Percentage of

total voting

rights held

BlackRock, Inc. 23,580,827 12.67 19,456,781 10.63

National Treasury Management Agency, as controller and manager of the

Ireland Strategic Investment Fund (“ISIF”) 14,004,502 7.41 - -

Schroders plc 8,927,199 5.83 - -

Baillie Gifford 9,308,452 4.99 9,279,162 5.08

Border to Coast Pensions Partnership Limited 8,707,378 4.99 - -

Liontrust Investment Partners LLP 9,278,704 4.98 - -

Canaccord Genuity Group Inc. 7,615,956 4.98 - -

Ticketridge Limited 5,578,000 3.65 - -

FIL Limited 5,343,021 2.85 - -

Going concern

The Directors confirm that they have a reasonable expectation that

the Group will have adequate resources to continue in operational

existence for at least the next 12 months from the date of the approval

of the financial statements and accordingly they continue to adopt the

going concern basis in preparing the financial statements. A statement

in compliance with provision 31 of the Code can be found on page 76.

External Auditors

As far as the Directors are aware, there is no relevant audit information

of which the Group’s Auditors are unaware, and each Director has taken

all reasonable steps that he or she ought to have taken as a Director in

order to make himself or herself aware of any relevant audit information

to establish that the Group’s Auditors are aware of that information.

PwC has indicated its willingness to continue in office as Auditors and

a resolution to reappoint them will be proposed at the forthcoming

Annual General Meeting.

Post balance sheet events

Details of post balance sheet events can be found in Note 37 of the

financial statements on page 168.

Annual General Meeting

The next AGM of the Company will be held on 8 July 2025 at midday.

The notice convening the meeting, together with details of the

business to be considered and explanatory notes for each resolution,

will be published separately and will be available on the Company’s

website and distributed to shareholders who have elected to receive

hard copies of shareholder information.

By order of the Directors

Gareth Faith

Company Secretary

10 June 2025

MOLTENVENTURES.COM 117

GOVERNANCE REPORT

The Directors are responsible for preparing the Annual Report and the financial statements in accordance

with applicable law and regulation.

Company law requires the Directors to prepare financial statements

for each financial year. Under that law the Directors have prepared

the group financial statements in accordance with UK-adopted

international accounting standards and the company financial

statements in accordance with United Kingdom Generally Accepted

Accounting Practice (United Kingdom Accounting Standards,

comprising FRS 101 "Reduced Disclosure Framework", and

applicable law).

Under company law, Directors must not approve the financial

statements unless they are satisfied that they give a true and fair view

of the state of affairs of the group and company and of the profit

or loss of the group and company for that period. In preparing the

financial statements, the Directors are required to:

• select suitable accounting policies and then apply them

consistently;

• state whether applicable UK-adopted international accounting

standards have been followed for the group financial statements

and United Kingdom Accounting Standards, comprising FRS 101

have been followed for the company financial statements, subject

to any material departures disclosed and explained in the financial

statements;

• make judgements and accounting estimates that are reasonable

and prudent; and

• prepare the financial statements on the going concern basis unless

it is inappropriate to presume that the group and company will

continue in business.

The group has also prepared financial statements in accordance

with international financial reporting standards adopted pursuant to

Regulation (EC) No 1606/2002 as it applies in the European Union.

Directors are responsible for safeguarding the assets of the group and

company and hence for taking reasonable steps for the prevention

and detection of fraud and other irregularities.

The Directors are also responsible for keeping adequate accounting

records that are sufficient to show and explain the group’s and

company’s transactions and disclose with reasonable accuracy at any

time the financial position of the group and company and enable them

to ensure that the financial statements and the Directors’ Remuneration

Report comply with the Companies Act 2006.

The Directors are responsible for the maintenance and integrity of the

company’s website. Legislation in the United Kingdom governing the

preparation and dissemination of financial statements may differ from

legislation in other jurisdictions.

Directors’ confirmations

The Directors consider that the Annual Report and accounts, taken

as a whole, is fair, balanced and understandable and provides the

information necessary for shareholders to assess the group’s and

company’s position and performance, business model and strategy.

Each of the Directors, whose names and functions are listed in Board of

Directors section on pages 80 and 81 confirm that, to the best of their

knowledge:

• the group financial statements, which have been prepared in

accordance with UK-adopted international accounting standards

and international financial reporting standards adopted pursuant

to Regulation (EC) No 1606/2002 as it applies in the European

Union, give a true and fair view of the assets, liabilities, financial

position and loss of the group;

• the company financial statements, which have been prepared

in accordance with United Kingdom Accounting Standards,

comprising FRS 101, give a true and fair view of the assets,

liabilities, financial position and loss of the company; and

• the Strategic Report includes a fair review of the development and

performance of the business and the position of the group and

company, together with a description of the principal risks and

uncertainties that it faces.

By order of the Board

Andrew Zimmermann

Chief Financial Officer

10 June 2025

118 ANNUAL REPORT FY25

Statement of Directors’ responsibilities

in respect of the financial statements

Contents

Financial Report

120 Independent Auditors’ Report

127 Consolidated statement

of comprehensive income

128 Consolidated statement of financial position

129 Consolidated statement of cash flows

130 Consolidated statement of changes in equity

131 Notes to the consolidated financial statements

169 Company statement of financial position

170 Company statement of changes in equity

171 Notes to the Company financial statements

178 Board, management and administration

179 Glossary

Financials

Molten Ventures team networking at Investor Day

MOLTENVENTURES.COM 119

FINANCIALS

Report on the audit of the financial statements

Opinion

In our opinion:

• Molten Ventures plc’s group financial statements and company financial statements (the “financial statements”) give a true and fair view

of the state of the group’s and of the company’s affairs as at 31 March 2025 and of the group’s loss and the group’s cash flows for the year

then ended;

• the group financial statements have been properly prepared in accordance with UK-adopted international accounting standards as applied in

accordance with the provisions of the Companies Act 2006;

• the company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice

(United Kingdom Accounting Standards, including FRS 101 “Reduced Disclosure Framework”, and applicable law); and

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

We have audited the financial statements, included within the Annual Report, which comprise: the Consolidated and Company statements of

financial position as at 31 March 2025; the Consolidated statement of comprehensive income, the Consolidated statement of cash flows, and

the Consolidated and Company statements of changes in equity for the year then ended; and the notes to the financial statements, comprising

material accounting policy information and other explanatory information.

Our opinion is consistent with our reporting to the Audit, Risk and Valuations Committee.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities under

ISAs (UK) are further described in the Auditors’ responsibilities for the audit of the financial statements section of our report. We believe that the

audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Independence

We remained independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements

in the UK, which includes the FRC’s Ethical Standard, as applicable to listed public interest entities, and we have fulfilled our other ethical

responsibilities in accordance with these requirements.

To the best of our knowledge and belief, we declare that non-audit services prohibited by the FRC’s Ethical Standard were not provided.

Other than those disclosed in Note 10, we have provided no non-audit services to the company or its controlled undertakings in the period

under audit.

Our audit approach

Overview

Audit scope

• The scope of our audit and the nature, timing and extent of audit procedures performed were determined by our risk assessment, the

significance of components due to risk or size and other qualitative factors (including history of misstatement through fraud and error). We

performed audit procedures over components considered to be significant due to risk or size in the context of the group (full scope audit).

Key audit matters

• Valuation of financial assets held at fair value through profit or loss (group and parent)

Materiality

• Overall group materiality: £24.7m (2024: £25.0m) based on 2% of net assets.

• Overall company materiality: £23.5m (2024: £24.7m) based on 2% of net assets of the company constrained by the allocation of overall group

materiality.

• Performance materiality: £18.5m (2024: £18.8m) (group) and £17.6m (2024: £18.5m) (company).

The scope of our audit

As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements.

Key audit matters

Key audit matters are those matters that, in the auditors’ professional judgement, were of most significance in the audit of the financial statements

of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) identified by the

auditors, including those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the

efforts of the engagement team. These matters, and any comments we make on the results of our procedures thereon, were addressed in the

context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on

these matters.

This is not a complete list of all risks identified by our audit.

120 ANNUAL REPORT FY25

Independent Auditors’ report

to the members of Molten Ventures plc

The key audit matters below are consistent with last year.

Key audit matter How our audit addressed the key audit matter

Valuation of financial assets held at fair

value through profit or loss (group and

parent)

Refer to Audit, Risk and Valuations

Committee Report, Note 4 (Material

accounting policy information),

Note 5 (Critical accounting estimates

and judgements), Note 17 (Financial

assets held at fair value through

profit and loss), Note 30 (Fair value

measurements).

The fair value of unquoted financial

assets (“portfolio company(s)” or

“investment(s)”) is an area of focus due

to the fact that unquoted investments

do not have readily determinable

prices and involve a number of

estimates and unobservable inputs.

As detailed in Note 31 (Financial

instruments risk) to the financial

statements the level of estimation

uncertainty can produce a valuation

range. The fair value of investments

is established in accordance with

UK-adopted international accounting

standards and with reference to the

International Private Equity and Venture

Capital Valuation Guidelines issued by

the International Private Equity and

Venture Capital Valuation Board dated

December 2022 (‘IPEV Guidelines’).

The valuation methodologies primarily

used by the group are the ‘calibrated

price of recent investment’, ‘revenue-

multiple’ and ‘NAV of underlying fund’

approaches as detailed in Note 5 and

30 to the financial statements.

Whilst the underlying investments

are held within Molten funds or

other investment entities such as

Molten Ventures (Ireland) Limited,

management looks through these

vehicles to fair value the underlying

investments.

We understood and evaluated the valuation methodologies applied, by reference to industry

practice, guidelines and applicable accounting standards, and tested the techniques used by

management in determining the fair value of the investments.

For a selection of investments valued on ‘calibrated price of recent investment’ and ‘revenue-

multiple’ valuation methodologies, we performed the following, where applicable:

• Held discussions with management to understand the performance of the portfolio company,

and the key drivers of the valuation;

• Discussed with management and challenged the methodology, key judgements and

assumptions adopted in the valuations, understanding whether alternatives had been considered

and evaluated before determining the final valuation;

• Agreed recent transaction prices to supporting documentation such as purchase agreements,

funding drawdown requests or bank statements;

• Reviewed management’s calibration analysis to evaluate post transaction performance against

relevant milestones and comparable public companies;

• Obtained management information, board reports and external market data to validate

management’s calibration analysis and adjustments made, if any, to the recent transaction price

and challenged assumptions made, where appropriate;

• Reviewed the comparable companies, and evaluated the range of comparable companies used

in the valuation and understood the rationale and consistency of discounts or premiums applied;

• Verified revenue multiples to independent sources;

• Performed back testing over portfolio company management accounts, comparing prior

reported results to audited accounts and/or forecasts to actual results to assess portfolio company

ability to appropriately report and forecast results;

• Agreed inputs into the valuation model to financial information and board papers from the

portfolio companies and publicly available information and understood the basis for forecast

revenue figures used; and

• Confirmed the capital structure with the portfolio company and reviewed the allocation of

value between the capital structure to ensure the amount attributable to the group entities was

appropriate.

For a selection of investments where the group invested capital into a separately managed fund (a

‘Fund’), and valuation is based on ‘NAV of underlying fund’ we:

• Performed back testing by comparing the most recent audited financial statements to that

period's corresponding quarterly report to assess fund managers’ ability to accurately report the

net asset value of the Fund;

• Confirmed the commitments and capital drawn down with the Fund;

• Reviewed the latest investor reports of the Fund and agreed the net assets of the fund and

reperformed the valuation calculation for accuracy; and

• Assessed the appropriateness of any adjustments necessary from the latest reported net asset

value to fair value.

We considered the appropriateness and adequacy of the disclosures around the estimation

uncertainty and sensitivities on the accounting estimates.

Based on the work performed and the evidence obtained, we consider the valuations to be

reasonable.

How we tailored the audit scope

We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial statements as a

whole, taking into account the structure of the group and the company, the accounting processes and controls, and the industry in which they

operate.

We have performed a top-down scoping approach to assess group scoping, taking into consideration the Molten standalone company including

investment entities held at fair value, its consolidated subsidiaries, and the consolidation adjustments. As a result, Molten Ventures plc is the

sole significant component within the group. We have extended our scope to include six additional components, namely, the consolidation

adjustments, Esprit Capital Partners LLP, Encore Ventures LLP, Elderstreet Investments Limited, Forward Partners Group Limited and Forward

Partners General Partner Limited based on our risk assessment.

MOLTENVENTURES.COM 121

FINANCIALS

The impact of climate risk on our audit

In planning our audit, we made enquiries with management to understand the extent of the potential impact of climate change risk on the group’s

and company’s financial statements. Management concluded that there was no material impact on the financial statements. Our evaluation of

this conclusion included challenging key judgements and estimates in areas where we considered that there was greatest potential for climate

change impact such as the valuation of unquoted investments. We found management’s assessment to be consistent with our understanding of

the investment portfolio. We also considered the consistency of the climate change disclosures included in the Strategic Report with the financial

statements and our knowledge from our audit.

Materiality

The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality. These, together

with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our audit procedures on the

individual financial statement line items and disclosures and in evaluating the effect of misstatements, both individually and in aggregate on the

financial statements as a whole.

Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:

Financial statements - group Financial statements - parent company

Overall materiality £24.7m (2024: £25.0m). £23.5m (2024: £24.7m).

How we

determined it

2% of net assets. 2% of net assets of the company constrained by the

allocation of overall group materiality.

Rationale for

benchmark applied

Net assets is the primary measure used by the

shareholders in assessing the performance of the group,

and is a generally accepted auditing benchmark for

a business such as the group, which invests in other

businesses for capital appreciation.

Net assets is the primary measure used by the

shareholders in assessing the performance of the

company, and is a generally accepted auditing

benchmark for a business such as the company, which

invests in other businesses for capital appreciation.

For each component in the scope of our group audit, we allocated a materiality that is less than our overall group materiality. The range of

materiality allocated across components was between £0.02m and £23.5m. Certain components were audited to a local statutory audit materiality

that was also less than our overall group materiality.

We use performance materiality to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected

misstatements exceeds overall materiality. Specifically, we use performance materiality in determining the scope of our audit and the nature and

extent of our testing of account balances, classes of transactions and disclosures, for example in determining sample sizes. Our performance

materiality was 75% (2024: 75%%) of overall materiality, amounting to £18.5m (2024: £18.8m) for the group financial statements and £17.6m (2024:

£18.5m) for the company financial statements.

In determining the performance materiality, we considered a number of factors - the history of misstatements, risk assessment and aggregation

risk and the effectiveness of controls - and concluded that an amount at the upper end of our normal range was appropriate.

We agreed with the Audit, Risk and Valuations Committee that we would report to them misstatements identified during our audit above £1.2m

(group audit) (2024: £1.3m) and £1.2m (company audit) (2024: £1.2m) as well as misstatements below those amounts that, in our view, warranted

reporting for qualitative reasons.

122 ANNUAL REPORT FY25

Independent Auditors’ report

to the members of Molten Ventures plc

continued

Conclusions relating to going concern

Our evaluation of the directors’ assessment of the group's and the company’s ability to continue to adopt the going concern basis of accounting

included:

• Obtained the Directors’ going concern assessment, attended the Audit, Risk and Valuations Committee meeting where the assessment was

discussed and corroborated key assumptions to underlying documentation and ensured this was consistent with our audit work in these areas;

• Assessed the appropriateness of the key assumptions used both in the base case and in the severe but plausible downside scenario, including

assessing whether we considered the downside sensitivities to be appropriately severe;

• Tested the cash flows and the integrity of the underlying formulae and calculations within the going concern base case and severe but

plausible downside case cash flow models;

• Considered the appropriateness of the mitigating actions available to management in the event of the downside scenario materialising.

Specifically, we focused on whether these actions are within the Directors’ control and are achievable;

• Evaluated access to credit facilities through review of the facility agreements; and

• Reviewed the disclosures provided relating to the going concern basis of preparation and found that these provided an explanation of the

Directors’ assessment that was consistent with the evidence we obtained.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or

collectively, may cast significant doubt on the group's and the company’s ability to continue as a going concern for a period of at least twelve

months from when the financial statements are authorised for issue.

In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the

financial statements is appropriate.

However, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the group's and the company's

ability to continue as a going concern.

In relation to the directors’ reporting on how they have applied the UK Corporate Governance Code, we have nothing material to add or draw

attention to in relation to the directors’ statement in the financial statements about whether the directors considered it appropriate to adopt the

going concern basis of accounting.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Reporting on other information

The other information comprises all of the information in the Annual Report other than the financial statements and our auditors’ report thereon.

The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and,

accordingly, we do not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether

the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to

be materially misstated. If we identify an apparent material inconsistency or material misstatement, we are required to perform procedures to

conclude whether there is a material misstatement of the financial statements or a material misstatement of the other information. If, based on the

work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have

nothing to report based on these responsibilities.

With respect to the Strategic report and Directors’ Report, we also considered whether the disclosures required by the UK Companies Act 2006

have been included.

Based on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as

described below.

Strategic Report and Directors’ Report

In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic report and Directors’ Report for the

year ended 31 March 2025 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements.

In light of the knowledge and understanding of the group and company and their environment obtained in the course of the audit, we did not

identify any material misstatements in the Strategic report and Directors’ Report.

Directors’ Remuneration

In our opinion, the part of the Directors’ remuneration report to be audited has been properly prepared in accordance with the Companies

Act 2006.

MOLTENVENTURES.COM 123

FINANCIALS

Corporate governance statement

The Listing Rules require us to review the directors’ statements in relation to going concern, longer-term viability and that part of the corporate

governance statement relating to the company’s compliance with the provisions of the UK Corporate Governance Code specified for our review.

Our additional responsibilities with respect to the corporate governance statement as other information are described in the Reporting on other

information section of this report.

Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the corporate governance

statement, included within the Strategic Report and Governance Report is materially consistent with the financial statements and our knowledge

obtained during the audit, and we have nothing material to add or draw attention to in relation to:

• The directors’ confirmation that they have carried out a robust assessment of the emerging and principal risks;

• The disclosures in the Annual Report that describe those principal risks, what procedures are in place to identify emerging risks and an

explanation of how these are being managed or mitigated;

• The directors’ statement in the financial statements about whether they considered it appropriate to adopt the going concern basis of

accounting in preparing them, and their identification of any material uncertainties to the group’s and company’s ability to continue to do so

over a period of at least twelve months from the date of approval of the financial statements;

• The directors’ explanation as to their assessment of the group's and company’s prospects, the period this assessment covers and why the

period is appropriate; and

• The directors’ statement as to whether they have a reasonable expectation that the company will be able to continue in operation and meet its

liabilities as they fall due over the period of its assessment, including any related disclosures drawing attention to any necessary qualifications

or assumptions.

Our review of the directors’ statement regarding the longer-term viability of the group and company was substantially less in scope than an

audit and only consisted of making inquiries and considering the directors’ process supporting their statement; checking that the statement is

in alignment with the relevant provisions of the UK Corporate Governance Code; and considering whether the statement is consistent with the

financial statements and our knowledge and understanding of the group and company and their environment obtained in the course of the audit.

In addition, based on the work undertaken as part of our audit, we have concluded that each of the following elements of the corporate

governance statement is materially consistent with the financial statements and our knowledge obtained during the audit:

• The directors’ statement that they consider the Annual Report, taken as a whole, is fair, balanced and understandable, and provides the

information necessary for the members to assess the group’s and company's position, performance, business model and strategy;

• The section of the Annual Report that describes the review of effectiveness of risk management and internal control systems; and

• The section of the Annual Report describing the work of the Audit, Risk and Valuations Committee.

We have nothing to report in respect of our responsibility to report when the directors’ statement relating to the company’s compliance with the

Code does not properly disclose a departure from a relevant provision of the Code specified under the Listing Rules for review by the auditors.

Responsibilities for the financial statements and the audit

Responsibilities of the directors for the financial statements

As explained more fully in the Statement of Directors’ responsibilities in respect of the financial statements, the directors are responsible for the

preparation of the financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view. The

directors are also responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free

from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group’s and the company’s ability to continue as a going

concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either

intend to liquidate the group or the company or to cease operations, or have no realistic alternative but to do so.

Auditors’ responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether

due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a

guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise

from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic

decisions of users taken on the basis of these financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities,

outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of

detecting irregularities, including fraud, is detailed below.

124 ANNUAL REPORT FY25

Independent Auditors’ report

to the members of Molten Ventures plc

continued

Based on our understanding of the group and industry, we identified that the principal risks of non-compliance with laws and regulations related

to UK regulatory principles, such as those governed by the Financial Conduct Authority, and we considered the extent to which non-compliance

might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact on the financial

statements such as Companies Act 2006 and relevant UK and other tax legislation. We evaluated management’s incentives and opportunities for

fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related

to the posting of inappropriate journal entries and the potential for intentional bias in accounting estimates in the financial statements such as the

valuation of unquoted financial assets held at fair value through profit or loss. Audit procedures performed by the engagement team included:

• Challenging assumptions and judgements made by management in their significant areas of estimation such as procedures relating to the

valuation of unquoted investments described in the related key audit matter;

• Reviewing correspondence with the Financial Conduct Authority in relation to compliance with laws and regulations;

• Enquiring with management as to any actual or suspected instances of fraud or non compliance with laws and regulations;

• Designing audit procedures to incorporate unpredictability around the nature, timing or extent of our testing;

• Identifying and testing journal entries with unusual characteristics such as unexpected account combinations; and

• Reviewing relevant meeting minutes, including those of the Board of Directors, for additional matters relevant to the audit

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with

laws and regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a

material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment

by, for example, forgery or intentional misrepresentations, or through collusion.

Our audit testing might include testing complete populations of certain transactions and balances, possibly using data auditing techniques.

However, it typically involves selecting a limited number of items for testing, rather than testing complete populations. We will often seek to target

particular items for testing based on their size or risk characteristics. In other cases, we will use audit sampling to enable us to draw a conclusion

about the population from which the sample is selected.

A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website

at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report.

Use of this report

This report, including the opinions, has been prepared for and only for the company’s members as a body in accordance with Chapter 3 of Part

16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other

purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent

in writing.

MOLTENVENTURES.COM 125

FINANCIALS

Other required reporting

Companies Act 2006 exception reporting

Under the Companies Act 2006 we are required to report to you if, in our opinion:

• we have not obtained all the information and explanations we require for our audit; or

• adequate accounting records have not been kept by the company, or returns adequate for our audit have not been received from branches

not visited by us; or

• certain disclosures of directors’ remuneration specified by law are not made; or

• the company financial statements and the part of the Directors’ remuneration report to be audited are not in agreement with the accounting

records and returns.

We have no exceptions to report arising from this responsibility.

Appointment

We were appointed by the directors on 25 September 2018 to audit the financial statements for the year ended 31 March 2019 and subsequent

financial periods. The period of total uninterrupted engagement is seven years, covering the years ended 31 March 2019 to 31 March 2025.

Other matter

The company is required by the Financial Conduct Authority Disclosure Guidance and Transparency Rules to include these financial statements

in an annual financial report prepared under the structured digital format required by DTR 4.1.15R - 4.1.18R and filed on the National Storage

Mechanism of the Financial Conduct Authority. This auditors’ report provides no assurance over whether the structured digital format annual

financial report has been prepared in accordance with those requirements.

Jeremy Jensen (Senior Statutory Auditor)

for and on behalf of PricewaterhouseCoopers LLP

Chartered Accountants and Statutory Auditors

London

10 June 2025

126 ANNUAL REPORT FY25

Independent Auditors’ report

to the members of Molten Ventures plc

continued

Notes

Year ended

31 March 2025 31 March 2024

£m £m

Movements on investments held at fair value through profit or loss 6 22.7 (67.6)

Gain on bargain purchase

14 – 38.6

Total movement in fair value through the profit and loss 22.7 (29.0)

Fee income

7 20.9 19.8

Total investment gain/(loss)

43.6 (9.2)

Operating expenses

General administrative expenses

8 (28.4) (21.2)

Depreciation and amortisation

16, 19 (0.3) (0.4)

Share-based payments – resulting from Company share option scheme

15 (4.9) (4.8)

Exceptional items

36 – (3.6)

Total operating expenses

(33.6) (30.0)

Gain/(loss) from operations

10.0 (39.2)

Finance income

11 2.9 0.6

Finance expense

11 (12.7) (11.2)

Gain/(loss) before tax

0.2 (49.8)

Tax (Expense)/benefit

12 (1.0) 9.2

Loss for the year

(0.8) (40.6)

Other comprehensive income

– –

Total comprehensive loss for the year

(0.8) (40.6)

Loss per share attributable to owners of the parent:

Basic loss per weighted average share

13 (0p) (21p)

Diluted loss per weighted average share

13 (0p) (21p)

The consolidated financial statements should be read in conjunction with the accompanying notes.

MOLTENVENTURES.COM 127

FINANCIALS

Consolidated statement of comprehensive income

For the year ended 31 March 2025

Notes

Year ended

31 March 2025 31 March 2024

£m £m

Non-current assets

Intangible assets

16 10.4 10.4

Financial assets held at fair value through profit or loss

17 1,279.9 1,292.1

Property, plant and equipment

19 1.8 0.1

Total non-current assets

1,292.1 1,302.6

Current assets

Trade and other receivables

22 1.9 1.6

Cash and cash equivalents

21 89.0 57.0

Total current assets

90.9 58.6

Current liabilities

Trade and other payables

23 (13.1) (9.1)

Financial liabilities

24 (0.3) –

Total current liabilities

(13.4) (9.1)

Non-current liabilities

Deferred tax

25 (12.7) (11.7)

Provisions

(0.1) (0.3)

Financial liabilities

24 (121.0) (89.4)

Total non-current liabilities

(133.8) (101.4)

Net assets

1,235.8 1,250.7

Equity

Share capital

26 1.9 1.9

Share premium account

26 671.2 671.2

Own shares reserve

27(i) (27.8) (8.8)

Other reserves

27(ii) 79.6 74.7

Retained earnings

510.9 511.7

Total equity

1,235.8 1,250.7

Net assets per share (pence)

13 671 662

The consolidated financial statements should be read in conjunction with the accompanying notes. The consolidated financial statements were

authorised for issue by the Board of Directors on 10 June 2025 and were signed on its behalf by:

Andrew Zimmermann

Chief Financial Officer

Molten Ventures plc registered number 09799594

128 ANNUAL REPORT FY25

Consolidated statement of financial position

As at 31 March 2025

Notes

Year ended

31 March 2025 31 March 2024

£m £m

Cash flows from operating activities

Loss after tax (0.8) (40.6)

Adjustments to reconcile loss to net cash inflow/(outflow) in operating activities 28 (2.9) 36.7

Purchase of investments 17 (72.6) (39.5)

Proceeds from realisation of investments 17 134.6 38.9

Non-investment cash movements to underlying investment vehicles 17 (27.1) (17.8)

Share options exercised and paid to employees – (0.3)

Interest received 11 2.7 0.6

Net cash inflow/(outflow) from operating activities 33.9 (22.0)

Cash flows from investing activities

Net purchase of property, plant and equipment 19 (0.4) –

Cash acquired on purchase of subsidiary 14 – 12.0

Net cash (outflow)/inflow from investing activities (0.4) 12.0

Cash flows from financing activities

Loan repayments 24 – (38.0)

Loan proceeds 24 30.0 38.0

Fees paid on issuance of loan 24(i) (0.9) –

Interest paid 11 (11.3) (11.0)

(Acquisition)/disposal of own shares 27(i) (19.0) 0.1

Cost of acquisition of own shares (0.2) –

Repayments of leasing liabilities 24 (0.3) (0.3)

Gross proceeds from issue of share capital 26 – 57.3

Equity issuance costs 26 – (1.8)

Net cash (outflow)/inflow from financing activities (1.7) 44.3

Net increase in cash and cash equivalents 31.8 34.3

Cash and cash equivalents at beginning of year 57.0 22.9

Exchange differences on cash and cash equivalents 11 0.2 (0.2)

Cash and cash equivalents at end of year 89.0 57.0

Total cash and cash equivalents at year end 21 89.0 57.0

The consolidated financial statements should be read in conjunction with the accompanying notes.

MOLTENVENTURES.COM 129

FINANCIALS

Consolidated statement of cash flows

For the year ended 31 March 2025

Year ended 31 March 2025

£m Note

capital

premium

Own shares

reserve

Other

Retained

earnings

Total

equityreserves

Brought forward as at 1 April 2024 1.9 671.2 (8.8) 74.7 511.7 1,250.7

Comprehensive loss

for the year

Loss for the year – – – – (0.8) (0.8)

Total comprehensive loss

for the year – – – – (0.8) (0.8)

Contributions by and distributions

to the owners:

Contributions of equity,

26, 27 – – –

–net of transaction costs and tax – –

Options granted and awards

exercised 15, 27 – – – 4.9 – 4.9

(Acquisition)/Disposal of treasury

shares 27 – – (19.0) – (19.0)

Total contributions by and

distributions to the owners – – (19.0) 4.9 – (14.1)

Balance as at 31 March 2025 1.9 671.2 (27.8) 79.6 510.9 1,235.8

Year ended 31 March 2024

£m Note

capital

premium

Own shares

reserve

Other

Retained

earnings

Total

equityreserves

Brought forward as at 1 April 2023 1.5 615.9 (8.9) 33.3 552.3 1,194.1

Comprehensive loss

for the year

Loss for the year – – – – (40.6) (40.6)

Total comprehensive loss

– – – – (40.6) (40.6)for the year

Contributions by and distributions

to the owners:

Contributions of equity,

26, 27 0.4 55.3 – 36.9 – 92.6 net of transaction costs and tax

Options granted and awards

exercised 15, 27 – – – 4.5 – 4.5

(Acquisition)/Disposal of treasury

shares 27 – – 0.1 – – 0.1

Total contributions by and

distributions to the owners 0.4 55.3 0.1 41.4 – 97.2

Balance as at 31 March 2024 1.9 671.2 (8.8) 74.7 511.7 1,250.7

The consolidated financial statements should be read in conjunction with the accompanying notes.

130 ANNUAL REPORT FY25

Consolidated statement of changes in equity

For the year ended 31 March 2025

1. General information

Name of the Company Molten Ventures plc LEI code of the Company 213800IPCR3SAYJWSW10 Domicile of Company United Kingdom Legal form of the Company Public limited company Country of incorporation United Kingdom Address of Company’s registered office 20 Garrick Street, London, WC2E 9BT Principal place of business 20 Garrick Street, London, WC2E 9BT Description of nature of entity’s operations and principal activities Venture capital firm Name of parent entity Molten Ventures plc Name of ultimate parent of Group Molten Ventures plc Period covered by financial statements 1 April 2024 – 31 March 2025

Molten Ventures plc (the “Company”) is a public limited company incorporated and domiciled in England and Wales.

The Company is the ultimate parent company in which the results of all subsidiaries are consolidated in line with IFRS 10 (see Note 4(b) for further

details). The consolidated financial statements for the year ended 31 March 2025 and for the comparative year ended 31 March 2024 comprise the

consolidated financial statements of the Company and its subsidiaries (together, the “Group”).

The consolidated financial statements are presented in Pounds Sterling (GBP/£), which is the currency of the primary economic environment in

which the Group operates. All amounts are presented in millions, unless otherwise stated.

2. Going concern assessment and principal risks

Going concern

The Group’s primary sources of liquidity are the cash flows it generates from its operations, realisations of its investments and borrowings. The

primary use of this liquidity is to fund the Group’s operations (including the purchase of investments). Responsibility for liquidity risk management

rests with the Board, which has established a framework for the management of the Group’s funding and liquidity management requirements.

The Group manages liquidity risk by maintaining adequate reserves and with ongoing monitoring of forecast and actual cash flows. The Group

has undertaken a going concern assessment and the latest assessment showed sufficient headroom for liquidity for at least the next 12 months

from the date of signing of these financial statements.

The assessment of going concern considered both the Group’s current performance and future outlook, including:

• An assessment of the Group’s liquidity and solvency position using a severe but plausible downside case to assess the potential impact on

the Group’s operations and portfolio companies. This downside scenario includes (i) unpredictability of exit timing, being only contractually

committed realisations throughout the Going Concern period; and (ii) portfolio company valuations subject to change, being a 25% decrease

in GPV to assess the impact on covenant compliance. This is consistent with prior year and deemed appropriately severe given historic

GPV movements and current market conditions. The Group manages and monitors liquidity regularly and continually assesses investments,

commitments, realisations, operating expenses and receipt of portfolio cash income including under stress scenarios ensuring liquidity is

adequate and sufficient. As at the date of signing, the Directors believe the Group has sufficient cash resources and liquidity, and is well placed

to manage the business risks in the current economic environment with the ability to utilise the Debt Facility as required.

• The Group must comply with financial and non-financial covenants as part of its Debt Facility agreement (see Note 24(i) for further details).

In order to assess forecast covenant compliance, management has performed an assessment to identify the level at which covenants would

be breached. This is based on the current portfolio and assuming no intervention to manage a breach. For a breach to occur under these

circumstances, a 26% decrease in gross asset value would need to occur which would trigger debt repayment. The Directors do not consider

this to be likely based on historic gross asset value movements, the performance in the year, and the current outlook. Management action

would be taken in advance of such a significant decrease to the gross asset value such as the sale of investments in the secondaries market to

repay the Debt Facility.

After making enquiries and following challenge and review, the Directors have a reasonable expectation that the Group has adequate resources

to continue in operational existence for 12 months from the date of approval of these financial statements. For this reason, they continue to adopt

the going concern basis in preparing the financial statements.

For further information, please refer to the Audit, Risk and Valuations Committee Report on pages 93 to 95 and the Directors’ Report on

pages 115 to 117.

Principal risks

The Group has reviewed its exposure to its principal risks and concluded that these did not have a significant impact on the financial performance

and/or position of the Group for the year and as at 31 March 2025, respectively. For further details on the Group’s principal risks, as well as its risk

management processes, please see the Risk Management and Principal Risks section in the Strategic Report to these financial statements.

MOLTENVENTURES.COM 131

FINANCIALS

Notes to the consolidated financial statements

3. Adoption of new and revised standards

i. Adoption of new and revised standards

No changes to IFRS have impacted this year’s financial statements.

ii. Impact of standards issued not yet applied

The new and amended standards and interpretations that are issued, but not yet effective, up to the date of issuance of the Group’s financial

statements are disclosed below. The Group intends to adopt these new and amended standards and interpretations, if applicable, when they

become effective.

IFRS 18 Presentation and Disclosure in Financial Statements

In April 2024, the IASB issued IFRS 18, which replaces IAS 1 Presentation of Financial Statements. IFRS 18 introduces new requirements for

presentation within the statement of profit or loss, including specified totals and subtotals. Furthermore, entities are required to classify all income

and expenses within the statement of profit or loss into one of five categories: operating, investing, financing, income taxes and discontinued

operations, whereof the first three are new.

It also requires disclosure of newly defined management-defined performance measures, subtotals of income and expenses, and includes new

requirements for aggregation and disaggregation of financial information based on the identified "roles" of the primary financial statements (PFS)

and the notes.

In addition, narrow-scope amendments have been made to IAS 7 Statement of Cash Flows, which include changing the starting point for

determining cash flows from operations under the indirect method, from "profit or loss" to "operating profit or loss’ and removing the optionality

around classification of cash flows from dividends and interest. In addition, there are consequential amendments to several other standards.

IFRS 18, and the amendments to the other standards, is effective for reporting periods beginning on or after 1 January 2027, but earlier application

is permitted and must be disclosed. IFRS 18 will apply retrospectively.

The Group is currently working to identify all impacts the amendments will have on the primary financial statements and notes to the financial

statements.

Classification and Measurement of Financial Instruments – Amendments to IFRS 9 and IFRS 7

In May 2024, the Board issued Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS

7), which clarifies that a financial liability is derecognised when the related obligation is discharged, cancelled, expires or the liability otherwise

qualifies for derecognition (the "settlement date"). It also allows for the option to derecognise financial liabilities that are settled through an

electronic payment system before settlement date if certain conditions are met. It also clarifies how to assess contractual cash flow characteristics

of financial assets that include environmental, social and governance (ESG)-linked features and other similar contingent features, and the treatment

of non-recourse assets and contractually linked instruments.

Additional disclosures in IFRS 7 will also be required for financial assets and liabilities with contractual terms that reference a contingent event

(including those that are ESG-linked), and equity instruments classified at fair value through other comprehensive income The publication of the

amendments concludes the classification and measurement phase of the lASB’s post implementation review (PIR) of IFRS 9 Financial Instruments.

The amendments will be effective for annual reporting periods beginning on or after 1 January 2026, with early adoption allowed for

amendments that relate to the classification of financial assets and the related disclosures. The rest of the amendments may be applied at a later

date. The new requirements will be applied retrospectively with an adjustment to opening retained earnings.

The Group is currently working to identify all impacts the amendments will have on the primary financial statements and notes to the financial

statements.

4. Material accounting policy information

a) Basis of preparation

The financial statements have been prepared in accordance with UK-adopted International Accounting Standards (“IAS”) and the requirements

of the Companies Act 2006 as applicable to companies reporting under those standards and International Financial Reporting Standards (“IFRS”)

adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union ("EU").

UK-adopted International Accounting Standards differ in certain respects from International Financial Reporting Standards as adopted by the

EU. The differences have no material impact on the financial statements for the years presented, which, therefore, also comply with International

Financial Reporting Standards as adopted by the EU.

The consolidated financial statements have been prepared under the historical cost convention as modified for the revaluation of certain financial

assets and financial liabilities held at fair value. A summary of the Group’s principal accounting policies, which have been applied consistently

across the Group, is set out below. The consolidated financial statements have been approved for issue by the Board of Directors on 10 June 2025.

The financial reporting framework that has been applied in the preparation of the Company’s financial statements (beginning on page 127) is

Financial Reporting Standard 101, ‘Reduced Disclosure Framework’ ("FRS 101"). The financial statements have been prepared under the historical

cost convention, as modified by the revaluation of certain financial assets and financial liabilities measured at fair value through profit or loss, and

in accordance with the Companies Act 2006. The Company has taken advantage of disclosure exemptions available under FRS 101 as explained

132 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

further in Note 1 of the Company’s financial statements. The financial statements are prepared on a going concern basis as disclosed in the Audit,

Risk and Valuations Committee Report (pages 93 to 95), in the Directors’ Report (pages 115 to 117) and in Note 2.

In preparing the financial statements we have considered the impact of climate change, particularly in the context of the disclosures included

in the Strategic Report this year. There has not been a material impact on the financial reporting judgements and estimates arising from our

considerations. Specifically, we note the following:

• We measure our full carbon footprint and have offset Scope 1 and Scope 2 and select Scope 3 emissions for the financial year (see more details

on page 61 of the Annual Report).

• We continue to engage sustainability consulting partners to support us with respect to our sustainability roadmap including our Climate

Strategy, GHG verification and TCFD analysis.

• As stated in Note 30, based on work performed so far, management has considered climate-related risks and considers these to be currently

immaterial to the value of our portfolio for FY25 (FY24: immaterial).

A summary of the Group’s principal accounting policies, which have been applied consistently across the Group, is set out below.

b) Basis of consolidation

The consolidated financial statements comprise the Company (Molten Ventures plc, 20 Garrick Street, London, England WC2E 9BT) and the results,

cash flows and changes in equity of the following subsidiary undertakings as well as the Molten Ventures Employee Benefit Trust:

Name of undertaking Nature of business Country of incorporation % ownershipAIFM to the Company, Molten Ventures FoF I LP, Esprit Esprit Capital Partners LLP^England and Wales 100%Fund 3(i) and Molten Ventures Investments (Ireland) LP Elderstreet Holdings Limited^ Intermediate holding company England and Wales 100% Elderstreet Investments Limited^ AIFM to Molten Ventures VCT plc and Molten SP I LLP England and Wales 100% Grow Trustees Limited^ Trustee of the Group’s employment benefit trust England and Wales 100% Molten Ventures Advisors Limited^ Investment Adviser England and Wales 100% Molten Ventures (Nominee) Limited^ Dormant England and Wales 100% Encore Ventures LLP^ AIFM to the Encore Funds England and Wales 100% Esprit Capital I (GP) Limited^ General Partner and co-invest vehicle England and Wales 100% Esprit Capital I General Partner^ General Partner England and Wales 100%Esprit Capital II (GP) Limited* General Partner Cayman Island 100% Esprit Capital III Founder GP Limited* General Partner Scotland 100% Esprit Capital III GP LP* General Partner Scotland 100%† Encore I Founder GP Limited General Partner Cayman Islands 100%† Encore I GP Limited Intermediate holding company Cayman Islands 100% Esprit Capital Holdings Limited^ Dormant England and Wales 100% Esprit Nominees Limited^ Nominee company England and Wales 100% Esprit Capital I (CIP) Limited^ Dormant England and Wales 100% Esprit Capital III MLP LLP^ Intermediate holding company England and Wales 100% Esprit Capital III GP Limited^ General Partner (dormant) England and Wales 100%‡ Molten Ventures Growth Fund I GP S.a.r.l General Partner (dormant) Luxembourg 100% Molten Ventures Growth SP GP LLP^ General Partner (dormant) England and Wales 100% Molten Ventures FoF I GP LLP^ General Partner England and Wales 100%Molten Ventures Investments GP LLP^ General Partner England and Wales 100% Molten Ventures Ireland (GP) LLP^ General Partner England and Wales 100% Forward Partners Group Limited^ Intermediate holding company England and Wales 100%Forward Partners Management Company Intermediate holding company England and Wales 100%Limited^ Forward Partners Venture Advance Ltd^ Revenue-based financing England and Wales 100% Forward Partners General Partner Limited^ General Partner England and Wales 100%Forward Partners Carried Interest General General Partner Scotland 100%Partner Limited* FPGP Nominees Limited^ Dormant England and Wales 100%

* Esprit Capital II GP Limited was dissolved during the year.

Registered addresses

^ 20 Garrick Street, London, England, WC2E 9BT

* 50 Lothian Road, Festival Square, Edinburgh, Scotland, EH3 9WJ

† c/o Maples Corporate Services Limited at PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands

‡ 412F, Route d’Esch, Grand Duchy of Luxembourg, 1471, Luxembourg

MOLTENVENTURES.COM 133

FINANCIALS

4. Material accounting policy information continued

Subsidiaries

Subsidiaries are entities controlled by the Group. Control, as defined by IFRS 10, is achieved when the Group is exposed, or has rights, to variable

returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. Subsidiaries are fully

consolidated from the date on which the Group effectively obtains control. They are deconsolidated from the date that control ceases. Control is

reassessed whenever circumstances indicate that there may be a change in any of these elements of control.

All transactions and balances between Group subsidiaries are eliminated on consolidation, including unrealised gains and losses on transactions

between Group companies. Where unrealised losses on intra-group asset sales are reversed on consolidation, the underlying asset is also tested

for impairment from a Group perspective. Amounts reported in the financial statements of subsidiaries have been adjusted where necessary to

ensure consistency with consolidated accounting policies adopted by the Group. Profit or loss and other comprehensive income of subsidiaries

acquired or disposed of during the year are recognised from the effective date of acquisition, or up to the effective date of disposal, as

applicable. The Group attributes total comprehensive income or loss of subsidiaries between the owners of the parent and the non-controlling

interests based on their respective ownership interests.

Employee Benefit Trust

On 27 November 2020, Molten Ventures Employee Benefit Trust (the “Trust”) was set up to operate as part of the Molten Ventures employee

share option schemes. The substance of the relationship is considered to be one of control by the Group and, therefore, the Trust is consolidated,

and all assets and liabilities are consolidated into the Group. Grow Trustees Limited was appointed trustee of the Trust and the substance of this

relationship is also considered to be one of control by the Group and, as such, Grow Trustees Limited is consolidated.

Investment entity

In accordance with the provisions of IFRS 10, Molten Ventures plc considers itself to be an investment entity. As a result of its listed status, it

obtains funds from its shareholders to acquire equity interests in multiple high-growth technology businesses (indirectly) with the purpose of

capital appreciation over the life of the investments. These investments are made on behalf of investors in Molten Ventures plc across a number

of deployment strategies – see page 19. Exit strategies for the portfolio vary depending on each investment, with realisations occurring typically

five to ten years after the investment is made. Exit strategies for each of the portfolio companies are documented and discussed as part of regular

portfolio reviews. The Group reviews exit opportunities regularly and each member of the Deal Team is responsible for an exit thesis for the

investee companies they are responsible for prior to any investment being made. An exit thesis is set out in the original investment papers and

it is reiterated or amended thereafter, as appropriate, in the Group’s regular quarterly reports. Exit strategies for successful investments include

the sale of the investment via private placement or in a public market, IPO, trade sale of a company, and distributions to investors from funds

invested into. All exits are approved by a sub-committee of the Investment Committee, following a similar approval process to any approval of

a new investment, requiring a majority vote. Although Molten Ventures plc holds these investments indirectly, it has been deemed appropriate

to directly consider the investment strategies for the portfolio as the intermediary investment vehicles discussed below were formed to hold

investments on behalf of Molten Ventures plc. Molten Ventures plc evaluates its investments on a fair value basis and reports this financial

information to its shareholders.

The Directors have also satisfied themselves that Molten Ventures plc’s wholly owned subsidiaries, as well as certain partnerships listed below,

meet the characteristics of an investment entity. These partnerships and companies are investing funds on behalf of the shareholders of Molten

Ventures plc. They have obtained funds for the purpose of acquiring equity interests in high-growth technology businesses with the purpose

of capital appreciation over the life of the investments for the benefit of shareholders of Molten Ventures plc and this has been communicated

directly to the shareholders. Exit strategies for investments (directly or indirectly) are previously discussed. The Group evaluates its portfolio

on a fair value basis and this financial information is communicated directly to the Molten Ventures plc shareholders. In line with the IFRS 10

consolidation exemption, entities meeting the definition of investment entity do not consolidate certain subsidiaries and instead measure those

investments that are controlling interests in another entity (i.e., their subsidiaries) as investments held at fair value through profit or loss on the

consolidated balance sheet. Loans to investment vehicles are treated as net investments at fair value through profit or loss.

134 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

The below is a list of entities that are controlled and not consolidated but held as investments at fair value through profit or loss on the

consolidated balance sheet.

Name of undertakingPrincipal activity Country of incorporation% ownership1Molten Ventures (Ireland) LimitedInvestment entity Republic of Ireland 100%Limited partnership pursuant to which the Group makes 2Esprit Capital III, L.P. England and Wales 100%certain investmentsLimited partnership pursuant to which the Group makes 2 Esprit Capital III B, L.P. England and Wales 100%certain investmentsLimited partnership pursuant to which the Group makes 2 Esprit Capital IV LP England and Wales 100%certain investmentsLimited partnership pursuant to which the Group makes 2 Esprit Investments (1) L.P. England and Wales 100%certain investmentsLimited partnership pursuant to which the Group makes 2 Esprit Investments (2) LP England and Wales 100%certain investmentsLimited partnership pursuant to which the Group 2and Molten Ventures FoF I LP hold Fund of Fund England and Wales 89%Esprit Investments (1)(B) LPinvestmentsLimited liability partnership which holds investments Seedcamp Holdings LLP²England and Wales 100%acquired from SeedcampLimited liability partnership which holds investments Seedcamp Investments LLP⁴England and Wales 100%acquired from SeedcampLimited liability partnership which holds investments Seedcamp Investments II LLP⁴England and Wales 100%acquired from SeedcampLimited partnership pursuant to which the Group 2and Molten Ventures FoF I LP hold Fund of Fund England and Wales 89%Esprit Investments (2)(B) LPinvestmentsLimited partnership pursuant to which the Group holds 5SC_4_OF1 LP England and Wales 100%certain investmentsLimited partnership pursuant to which the Group makes 2Molten Ventures Investments LP England and Wales 100%certain investmentsLimited partnership pursuant to which the Group makes 6Molten Ventures Growth Fund I SCSp Luxembourg 100%certain investments (dormant)Intermediate Company and Qualifying Asset Holding 2Molten Ventures Holdings Ltd England and Wales 100%Company (“QAHC”)Limited partnership uses to hold the Group's 2Esprit Investments (1)(B)(SC) LPinvestments which were previously held by Seedcamp England and Wales 100%Fund's I and II Limited partnership pursuant to which the Group makes 2Esprit Investments (2)(B)(II) LP England and Wales 100%certain investmentsLimited partnership under the Group’s management 2Molten Ventures FoF I LP England and Wales 50%which makes Fund of Fund investmentsLimited Partnership under the Group's management Molten Venture Investments (Ireland) I LPEngland and Wales 55%which makes Irish domiciled investmentsLimited partnership pursuant to which the Group makes 2Forward Partners 1 L.P.England and Wales 100%certain investmentsLimited partnership pursuant to which the Group makes 2Forward Partners II L.P.England and Wales 100%certain investmentsLimited partnership pursuant to which the Group makes 2Forward Partners III L.P.England and Wales 100%certain investments

32 Molesworth Street, Dublin 2, Ireland D02 Y512.

20 Garrick Street, London, England WC2E 9BT.

c/o Maples Corporate Services Limited at PO Box 309, Ugland House, Grand Cayman, KY1–1104, Cayman Islands.

16 Great Queen Street, London, England WC2B 5AH.

35 New Bridge Street, London, England EC4V 6BW.

412F, Route d’Esch, Grand Duchy of Luxembourg, 1471, Luxembourg.

c.22% is held by Molten Ventures FoF I LP of which Molten and a third party are both 50% LPs.

MOLTENVENTURES.COM 135

FINANCIALS

4. Material accounting policy information continued

Limited partnerships (carried interest and co-invest)

Carried interest vehicles and co-investment limited partnerships (“CIPs”) – the Group’s general partners are members of these limited partnerships.

These vehicles are set up with two purposes: 1) to facilitate payments of carried interest from the fund to carried interest participants; and 2)

in certain circumstances to facilitate co-investment into the funds. Carried interest and co-investment partnerships are investment entities and

are measured at FVTPL with reference to the performance conditions described in Note 4(u) and held at FVTPL, which equates to the net asset

value attributable to the Group, in the statement of financial position in line with our application of IFRS 10 for investment entities. The vehicles in

question are as follows: Name of undertaking Principal activity Country of incorporation Encore I GP LP^ General partner Cayman Islands Encore I Founder LP^ Co-investment limited partnership Cayman Islands Encore I Founder 2014 LP^ Co-investment limited partnership Cayman Islands Encore I Founder 2014-A LP^ Co-investment limited partnership Cayman Islands Esprit Capital III Founder LP* Co-investment limited partnership/carry partner Scotland Esprit Investments (2) (Carried Interest) LP* Carry vehicle Scotland Esprit Capital III (Carried Interest) LP* Carry vehicle Scotland Esprit Investments (1) (Carried Interest) LP* Carry vehicle Scotland Molten Ventures Growth I Special Partner LP* Carry vehicle Scotland Molten Ventures Investments (Carried Interest) LP* Carry vehicle Scotland Molten Ventures FoF I (Special Partner) LP* Carry vehicle ScotlandThird Party Capital Investment vehicle structured as a †Molten SP I LLP England and Waleslimited liability partnership Forward Partners Carried Interest L.P.* Carry vehicle Scotland

^ c/o Maples Corporate Services Limited at PO Box 309, Ugland House, Grand Cayman, KY1–1104, Cayman Islands.

* 50 Lothian Road, Festival Square, Edinburgh, Scotland EH3 9WJ.

†

20 Garrick Street, London WC2E 9BT.

Each carry vehicle indirectly holds interests in a vintage of investments within our portfolio with the purpose of producing profits for distribution

among the carried interest partners. The Group evaluates its interest in carried interest at fair value as part of the valuations cycle. Indirectly, the

carry partnerships have exit strategies for each investment within which they have an interest as the manager of both the carry partner and the

investment vehicles regularly considers exit strategies as discussed above.

Limited partnerships (managed by Group entities)

A number of limited partnerships and discretionary managed portfolios are managed by entities within the Group but are not considered to be

controlled and, therefore, they are not consolidated in these financial statements.

Legacy funds

The Group continues to service one legacy fund, Esprit Fund 3(i), and its general partner is consolidated within the Group. The fund distributed

all remaining cash and assets prior to the financial year end and is pending dissolution post-year end. Two legacy funds previously managed by

the Group, Esprit Capital I Fund No.1 Limited Partnership, Esprit Capital I Fund No.2 Limited Partnership and Esprit Capital II LP, were dissolved in

January 2025 and June 2024 respectively.

Management considers the legacy fund is held under an agency relationship with the fund where the Group acts as an agent which is primarily

engaged to act on behalf, and for the benefit, of the fund investors rather than for its own benefit. As a result, the Group is not deemed to control

this managed fund and it is not consolidated.

The legacy fund has the following details:

Esprit Capital 3(i): Esprit Capital Fund III(i) LP – c/o Maples Corporate Services Limited at PO Box 309, Ugland House, Grand Cayman, KY1–1104,

Cayman Islands.

EIS/VCT funds

Enterprise Investment Scheme funds and Molten Ventures VCT plc are managed by the Group. The Group has no direct beneficial interest in

the assets being managed and its sole exposure to variable returns are to performance fees payable on exits above a specified hurdle and

management fees based on subscriptions (and Promoter’s fees in certain cases), which is a small proportion of the total capital within each fund.

The Board believes that this results in an agency relationship with the funds where the Group acts as an agent, which is primarily engaged to act

on behalf, and for the benefit, of the fund investors rather than for its own benefit. Although the managers (Encore Ventures LLP – EIS funds,

Elderstreet Investments Limited – VCT fund and Molten SP I LLP) have the power to influence the returns generated by the fund, the Group only

has an insignificant interest in their returns. As a result, the Group is not deemed to control these managed funds and they are not consolidated.

The EIS/VCT funds have the following details:

EIS funds: DFJ Esprit Angels’ EIS Co-Investment Fund, DFJ Esprit Angels’ EIS Co-Investment II, DFJ Esprit EIS III, DFJ Esprit EIS IV, Draper Esprit EIS

5, Molten Ventures EIS, Molten Ventures Approved KI EIS 23/24 and Molten Ventures Approved KI EIS 24/25.

VCT funds: Molten Ventures VCT plc – The Office Suite, Den House, Den Promenade, Teignmouth, United Kingdom, TQ14 8SY.

136 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

Audit exemption for members of the Group

The following entities are included in the parent’s consolidated financial statements. As a result of section 479A of the Companies Act 2006, these

subsidiaries are exempt from the requirements of the Companies Act 2006 relating to the audit of financial statements under section 475 of the

Companies Act 2006.

Esprit Capital Holdings Limited, Esprit Capital I (CIP) Limited, Molten Ventures (Nominee) Limited, Esprit Nominees Limited, Grow Trustees Limited,

Esprit Capital III MLP LLP, Esprit Capital III GP Limited, Esprit Capital I (GP) Limited, Esprit Capital III Founder GP Limited, Elderstreet Holdings

Limited, Encore I GP Limited, Encore I Founder GP Limited, Esprit Capital I General Partner, Esprit Capital III GP LP, Molten Ventures Growth Fund I

GP S.a.r.l, Molten Ventures Growth SP GP LLP, Molten Ventures FoF I GP LLP, Molten Ventures Investments GP LLP, Forward Partners Management

Company Limited, Forward Partners Venture Advance Ltd, and Forward Partners Carried Interest General Partner Limited.

Esprit Foundation

Molten Ventures plc is the sole member of the Foundation. However, this is not controlled by Molten Ventures plc or the Group, as the Esprit

Foundation has a separate board of trustees with a separate governance and decision-making process. A donation was received during the years

ended 31 March 2025 and 31 March 2024. A total of £50k in grants were made for the year ended 31 March 2025 (31 March 2024: £0.1 million).

Charitable Incorporated Organisation status was entered onto the Register of Charities with the Registered Charity Number 1198436 on 30 March

2022. Stuart Chapman is one of, and a donor to, the three Trustees of the Esprit Foundation and is also an Executive Director on the Board of

Molten Ventures plc.

c) Operating segment

IFRS 8, ‘Operating Segments’, defines operating segments as those activities of an entity about which separate financial information is available

and which are evaluated by the Chief Operating Decision Maker to assess performance and determine the allocation of resources.

The Board of Directors has identified Molten’s Chief Operating Decision Maker to be the Chief Executive Officer (“CEO”). The Group’s investment

portfolio engages in business activities from which it earns revenues and incurs expenses, has operating results, which are regularly reviewed by

the CEO to make decisions about resources and assess performance, and the portfolio has discrete financial information available. The Group’s

investment portfolio has similar economic characteristics, and investments are similar in nature. Dealflow for the investment portfolio is consistent

across all funds (except for the Legacy funds – see below) and the Group’s Investment Committee reviews and approves (where appropriate)

investments for all of the investment portfolio in line with the strategy set by the Molten Ventures plc Board of Directors (approvals from the

Molten Ventures plc Board of Directors is required for higher value investments where the proposed value of the investment to be made by plc

is above £3.0 million). Although the managers of our EIS funds, VCT funds and plc funds have a separate management committee, the majority

of those sitting on the committees are consistent across all. Taking into account the above points, and in line with IFRS 8, the investment portfolio

(across all funds) has been aggregated into one single operating segment.

Legacy funds – the legacy fund (Esprit Fund 3(i)) continues to be serviced by the Group (Esprit Capital Partners LLP). The fund distributed all

remaining cash and assets prior to the financial year end and is pending dissolution post-year end. Management does not believe that separate

disclosure of information relating to the legacy fund would be useful to users of the financial statements.

The majority of the Group’s revenues are not from interest, and Management does not primarily rely on net interest revenue to assess the

performance of the Group and make decisions about resource allocation. Therefore, the Group reports interest revenue separately from interest

expense.

The Group’s management considers the Group’s investment portfolio represents a coherent and diversified portfolio with similar economic

characteristics and as a result these individual investments have been aggregated into a single operating segment. In the view of the Directors,

there is accordingly one reportable segment under the provisions of IFRS 8.

d) Revenue recognition

Revenue is comprised of management fees from EIS/VCT funds and Molten SP I LLP, as well as performance fees and promoter fees. Priority Profit

Share is incorporated within management fees, presented as management fees charged on the underlying investment vehicles.

Revenue is also generated from Directors’ fees from a small number of portfolio companies where members of the Investment Team act as

Directors for portfolio companies.

Revenue is recognised at an amount that reflects the consideration to which the Group is expected to be entitled in exchange for transferring

services to a customer.

For each contract with a customer, the Group: identifies the contract with a customer, identifies the performance obligations in the contract;

determines the transaction price which takes into account the time value of money; allocates the transaction price to the separate performance

obligations on the basis of the relative standalone selling price of each distinct service to be delivered; and recognises revenue when or as each

performance obligation is satisfied in a manner that depicts the transfer to the customer of the services promised.

All revenue from services is generated within the UK and is stated exclusive of value added tax.

MOLTENVENTURES.COM 137

FINANCIALS

4. Material accounting policy information continued

Revenue presented as fee income are services comprised of:

i. Management fees (Priority Profit Share)

Management fees are earned by General Partners of Limited Partnerships, through a Priority Profit Share arrangement. The basis of calculation of

fund management fees differs depending on the fund and its stage. Fund management fees are either earned at a fixed annual rate or are set at a

fixed percentage of funds under management, measured by commitments or invested cost, depending on the stage of the fund being managed.

Revenues are recognised as the related services are provided.

ii. Management fees earned by Encore Ventures LLP.

Fund Close April 2019 and prior.

Management fees are charged on the Net Subscription per annum for the first four years of the life of the portfolio. Management fees are charged

annually in advance. Cash received from the investor’s Net Subscription is received and will be recognised as revenue in the year they become

due, across the first four years in line with the investment and follow-on period for investing activities.

In this case, the transaction price is fixed for the life of the contract and, if management fees are recognised in the year for which they are

receivable.

Fund Close July 2019 onwards.

Management fees are charged on Net Subscription per annum for the first five years of the life of the portfolio, payable annually in advance. Cash

received from the investor’s Net Subscription is received and will be recognised as revenue in the year they become due, across the first five years

in line with the investment and follow-on period for investing activities.

Management fees are charged annually in advance. Cash received from the investor’s Net Subscription to cover the payment of management fees

relating to the first 2.75 years of the life of the portfolio. Thereafter, fees will be accrued and deducted from cash proceeds from exits at the time of

becoming highly probable. If no proceeds are received, these fees will not be charged to investors.

iii. Performance fees

Performance fees are earned on a percentage of returns over a hurdle rate. These are recognised in the statement of comprehensive income on

realisation of underlying investment. Amounts are recognised as revenue when it can be reliably measured and is highly probable funds will flow

to the Group, which is generally at the point of invoicing or shortly before due to the unpredictability associated with realisations but is assessed

on a case-by-case basis.

iv. Promoter’s fees

Promoter’s fees are earned by Elderstreet Investments Limited, as manager of the VCT funds, based on amounts subscribed during each offer.

Fees are agreed on an offer-by-offer basis and are receivable when the shares are allotted. Elderstreet Investments Limited may also be entitled

to promoter’s fees when it promotes offers for new subscriptions into the funds it manages. Promoter’s fees are earned at a percentage of

subscriptions received. Revenue is recognised in full at the time valid subscriptions are received.

v. Directors’ fees

Portfolio Directors’ fees are annual fees charged to an investee company. Directors’ fees are only charged on a limited number of the investee

companies. Revenues are recognised as services are provided.

e) Deferred income

The Group’s management fees are typically billed quarterly or half-yearly in advance. Where fees have been billed for an advance period, the

amounts are credited to deferred income, and then subsequently released through the statement of comprehensive income during the year

to which the fees relate. Certain performance fees and portfolio Directors’ fees are also billed in advance and these amounts are credited to

deferred income, and then subsequently released through the statement of comprehensive income accounting during the year to which the fees

relate.

f) Business combinations

The Group applies the acquisition method in accounting for business combinations. The consideration transferred by the Group to obtain control

of a subsidiary is calculated as the sum of the acquisition-date fair values of assets transferred, liabilities incurred, and the equity interests issued by

the Group, which includes the fair value of any asset or liability arising from a contingent consideration arrangement.

Acquisition costs are expensed as incurred. Assets acquired and liabilities assumed are generally measured at their acquisition-date fair values.

The Group recognises identifiable assets acquired and liabilities assumed in a business combination, regardless of whether they have been

previously recognised in the acquiree’s financial statements prior to the acquisition. Assets acquired and liabilities assumed are generally

measured at their acquisition-date fair values. Goodwill is stated after separate recognition of identifiable intangible assets. It is calculated as

the excess of the sum of: a) fair value of consideration transferred; b) the recognised amount of any non-controlling interest in the acquiree; and

c) acquisition-date fair value of any existing equity interest in the acquiree, over the acquisition-date fair values of identifiable net assets. If the

fair values of identifiable net assets exceed the sum calculated above, the excess amount (i.e. gain on a bargain purchase) is recognised in the

statement of comprehensive income immediately.

138 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

g) Goodwill and other intangible assets

Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree, and

the fair value of the acquirer’s previously held equity interest in the acquiree (if any) over the net of the acquisition-date amounts of the identifiable

assets acquired and the liabilities assumed. If, after reassessment, the net acquisition-date amounts of the identifiable assets acquired and liabilities

assumed exceed the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree and the fair value of the

acquirer’s previously held interest in the acquiree (if any), the excess is recognised immediately in profit or loss as a bargain purchase gain.

When the consideration transferred by the Group in a business combination includes an asset or liability resulting from a contingent consideration

arrangement, the contingent consideration is measured at its acquisition-date fair value and included as part of the consideration transferred

in a business combination. Changes in fair value of the contingent consideration that qualify as measurement period adjustments are adjusted

retrospectively, with corresponding adjustments against goodwill. Measurement period adjustments are adjustments that arise from additional

information obtained during the “measurement period” (which cannot exceed one year from the acquisition date) about facts and circumstances

that existed at the acquisition date.

Other intangible assets

Certain previously unrecognised assets acquired in a business combination that qualify for separate recognition are recognised as intangible

assets at their fair values, e.g. brand names, customer contracts and lists. All finite-lived intangible assets are accounted for using the cost model

whereby capitalised costs are amortised on a straight-line basis over their estimated useful lives. Residual values and useful lives are reviewed

at each reporting date. In addition, they are subject to impairment testing as described below. Customer contracts are amortised on a straight-

line basis over their useful economic lives, typically the duration of the underlying contracts. The following useful economic lives for customer

contracts were applied on the date of acquisition:

i. Encore Ventures LLP: eight years; and

ii. Elderstreet Investments Limited: three years.

h) Impairment

For the purposes of assessing impairment, assets are grouped at the lowest level for which there are largely independent cash inflows (“cash

generating units” or “CGU”). As a result, some assets are tested individually for impairment, and some are tested at cash-generating unit level.

Goodwill is allocated to those cash-generating units that are expected to benefit from synergies of the related business combination and

represent the lowest level within the Group at which management monitors goodwill. All other individual assets or cash-generating units are

tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

An impairment loss is recognised in the consolidated statement of total comprehensive income for the amount by which the assets or cash-

generating units carrying amount exceeds its recoverable amount that is the higher of fair value less costs to sell and value-in-use.

To determine value-in-use, management estimates expected future cash flows over five years from each cash-generating unit and determines

a suitable discount rate in order to calculate the present value of those cash flows. Discount factors are determined individually for each cash-

generating unit and reflect their respective risk profile as assessed by management. Impairment losses for cash-generating units reduce first

the carrying amount of any goodwill allocated to that cash-generating unit. Any remaining impairment loss is charged pro-rata to the other

assets in the cash-generating unit with the exception of goodwill, and all assets are subsequently reassessed for indications that an impairment

loss previously recognised may no longer exist. An impairment charge is reversed if the cash-generating unit’s recoverable amount exceeds its

carrying amount where there has been a change in estimates used for the calculation of the recoverable amount.

i) Foreign currency

Transactions entered into by Group entities in a currency other than the functional currency in which they operate are recorded at the rates

prevailing when the transactions occur. Foreign currency monetary assets and liabilities are translated at the rates prevailing at the reporting date.

Exchange differences arising on the retranslation of unsettled monetary assets and liabilities are recognised immediately in the statement of

comprehensive income.

The individual financial statements of the Group’s subsidiary undertakings are presented in their functional currency. For the purpose of these

consolidated financial statements, the results and financial position of each subsidiary undertaking are expressed in Pounds Sterling, which is the

presentation currency for these consolidated financial statements.

The assets and liabilities of the Group’s undertakings, whose functional currency is not Pounds Sterling, are translated at exchange rates prevailing

on the reporting date. Income and expense items are translated at the average exchange rates for the year.

j) Financial assets

All financial assets are recognised when economic benefit is expected to be transferred to the Group.

On recognition, a financial asset is initially measured at fair value, plus transaction costs, except for those financial assets classified at “fair value

through profit or loss” (“FVTPL”), which are initially measured at fair value.

Financial assets are classified by the Group into the following specified categories:

• Financial assets “FVTPL”; and

• Amortised cost.

The classification depends on the nature and purpose of the financial assets and is determined at the time of initial recognition.

MOLTENVENTURES.COM 139

FINANCIALS

4. Material accounting policy information continued

Financial assets through profit or loss

A financial asset may be designated as at FVTPL upon initial recognition if:

a. such designation eliminates or significantly reduces a measurement or recognition inconsistency that would otherwise arise; or

b. the financial asset forms part of a group of financial assets or financial liabilities, or both, which is managed, and its performance is evaluated on

a fair value basis, in accordance with the Molten Venture Group’s documented risk management or investment strategy, and information about

the grouping is provided internally on that basis; or

c. it forms part of a contract containing one or more embedded derivatives, and IFRS 9 ‘Financial Instruments’ permits the entire combined

contract (asset or liability) to be designated as at FVTPL.

The Group considers its investment interests referred to in Note 4(b) are appropriately designated as at FVTPL as they meet criteria (b) above.

Further details of the accounting policy can be found in Note 30, Fair value measurements. Financial assets through profit or loss are accounted for

at settlement date.

Amortised cost

A financial asset is held at amortised cost under IFRS 9 where it is held for the collection of cash flows representing solely payments of principal

and interest. These assets are measured at amortised cost using the effective interest method, less any expected losses.

The Group’s financial assets held at amortised cost comprise trade and other receivables, and cash and cash equivalents in the consolidated

statement of financial position. Financial assets held at amortised cost are accounted for at trade date.

k) Financial liabilities

The Group’s financial liabilities include trade and other payables, and borrowings.

Trade and other payables

Trade and other payables are recognised when the Group enters into contractual arrangements with an expectation that economic benefits will

flow from the Group.

The carrying amounts of trade and other payables are considered to be the same as their amortised cost, due to their short-term nature.

Loans and borrowings

Borrowings are initially recognised at fair value that is deemed to be the carrying value at inception. Fees related to the Debt Facility are amortised

over the term of the loan, see Note 24(i) for further detail regarding the Debt Facility.

The carrying amount of borrowings is deemed to be presented at amortised cost as the fair value of future cash flows have not been

incorporated.

All interest-related charges are reported in profit or loss and are included within finance costs.

l) Provisions

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that the outflow

of resources embodying the economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the

obligation.

m) Share capital

Financial instruments issued by the Group are classified as equity only to the extent that they do not meet the definition of a financial liability or

financial asset.

The Group’s shares are classified as equity instruments. Equity instruments are recorded at the proceeds received, net of direct issue costs.

Group shares acquired as part of Molten's share buyback programme are recognised at cost and deducted from equity. No gain or loss is

recognised in the Statement of Comprehensive Income on the purchase, sale, issue or cancellation of the Group's own equity instruments.

Shares held by Molten Ventures Employee Benefit Trust are held at cost and disclosed as own shares and deducted from other equity.

n) Defined contribution scheme

Contributions to the defined contribution pension scheme are charged to the consolidated statement of comprehensive income in the years to

which they relate.

o) Share-based payments

When equity-settled share options are awarded to employees, the fair value of the options at the date of grant is charged to the consolidated

statement of comprehensive income over the vesting period on a straight-line basis. Non-market vesting conditions are taken into account by

adjusting the number of equity instruments expected to vest at each reporting date so that, ultimately, the cumulative amount recognised over

the vesting period is based on the number of options that eventually vest. Non-vesting conditions and market vesting conditions are factored

into the fair value of the options granted. As long as all other vesting conditions are satisfied, a charge is made irrespective of whether the market

vesting conditions are satisfied. The cumulative expense is not adjusted for failure to achieve a market vesting condition or where a non-vesting

condition is not satisfied.

140 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately

before and after the modification, is also charged to the consolidated statement of comprehensive income over the remaining vesting period.

Where equity instruments are granted to persons other than employees, the consolidated statement of comprehensive income is charged with

the fair value of goods and services received.

The employee share option plans are administered by the Molten Ventures Employee Benefit Trust, which is consolidated in accordance with the

principles in Note 4(b).

p) Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the statement of

comprehensive income because it excludes items of income or expense that are taxable or deductible in other years, and it further excludes

items that are never taxable or deductible. The Group’s liability for current tax is calculated using tax rates that have been enacted or substantively

enacted by the balance sheet date.

q) Deferred tax

Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial

statements and the corresponding tax bases used in the computation of taxable profit and is accounted for using the balance sheet liability method.

Deferred tax liabilities are generally recognised for all taxable temporary differences, and deferred tax assets are recognised to the extent that

it is probable that taxable profits will be available, against which deductible temporary differences can be utilised. Such assets and liabilities are

not recognised if the temporary difference arises from the initial recognition of goodwill or from the initial recognition (other than in a business

combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.

Deferred tax liabilities are recognised for taxable temporary differences arising on investments in subsidiaries and associates, and interests in joint

ventures, except where the Group is able to control the reversal of the temporary difference and it is probable that the temporary difference will

not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and

interests are only recognised to the extent that it is probable that there will be sufficient taxable profits, against which to utilise the benefits of the

temporary differences and they are expected to reverse in the foreseeable future.

The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that

sufficient taxable profits will be available to allow all or part of the asset to be recovered.

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled, or the asset is realised based on

tax laws and rates that have been enacted or substantively enacted at the balance sheet date. Deferred tax is charged or credited in the income

statement, except when it relates to items charged or credited in other comprehensive income, in which case the deferred tax is also dealt with in

other comprehensive income.

The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Group

expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities. Deferred tax assets and liabilities

are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities, and when they relate to income taxes

levied by the same taxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.

r) Property, plant and equipment

Fixtures and equipment are stated at cost less accumulated depreciation and any recognised impairment loss. Depreciation is recognised to write

off the cost or valuation of assets less their residual values over their useful lives, using the straight-line method, on the following basis:

• Leasehold improvements – over the term of the lease

• Fixtures and equipment – 33% per annum straight line

• Computer equipment – 33% per annum straight line

The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any

changes in estimate accounted for on a prospective basis.

s) Cash and cash equivalents

Cash and cash equivalents comprise cash at bank and on hand, and short-term highly liquid money market funds and deposits with a maturity of

three months or less, that are held for the purpose of meeting short-term cash commitments and are readily convertible to a known amount of

cash and subject to an insignificant risk of changes in value.

t) Interest income

Interest income earned on cash and deposits and short-term liquidity investments is recognised when it is probable that the economic benefits

will flow to the Group and the amount of income recognised can be measured reliably. Interest income is accrued on a time basis, with reference

to the principal outstanding and at the effective interest rate applicable.

MOLTENVENTURES.COM 141

FINANCIALS

4. Material accounting policy information continued

5. Critical accounting estimates and judgements

The Directors have made the following judgements and estimates that have had the most significant effect on the carrying amounts of the assets

and liabilities in the consolidated financial statements. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to

accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the

revision and future periods if the revision affects both current and future periods. Actual results may differ from estimates. The key estimate, (5)

(a), and judgement, (5)(b), are discussed below. There have been no new critical accounting estimates and judgements in the financial year ended

31 March 2025.

Estimates:

a. Valuation of unquoted equity investments at fair value through profit or loss

The Group invests into Limited Companies and Limited Partnerships, which are considered to be investment companies that invest for the benefit

of the Group. These investment companies are measured at fair value through profit or loss based on their net asset value (“NAV”) at the year-

end. The Group controls these entities and is responsible for preparing their NAV, which is mostly based on the valuation of their unquoted

investments. The Group’s valuation of investments measured at fair value through profit or loss is, therefore, dependent upon estimations of the

valuation of the underlying portfolio companies.

The Group, through its controlled investment companies, also invests in investment funds which primarily focus on seed investments. These

investments are considered to be “Fund of Fund investments” for the Group and are recognised at their NAV at the year-end date. These Fund

of Fund investments are not controlled by the Group and some do not have coterminous year-ends with the Group. To value these investments,

management obtains the latest audited financial statements or partner reports of the investments and discusses further movements with the

management of the funds following consideration of whether the funds follow the IPEV Guidelines.

Where the Fund of Funds hold investments that are individually material to the Group, management performs further procedures to determine

that the valuation of these investments has been prepared in accordance with the Group’s valuation policies for portfolio companies, as outlined

below, and these valuations will be adjusted by the Group where necessary based on the Group valuation policy for portfolio companies.

u) Carried interest

The Company has carried interest plans for the Executive Directors (see the following associated note), other members of the Investment Team

and certain other employees (together the “Plan Participants”). Each carried interest plan operates in respect of investments made during the

24-month period from inception of the fund, being the investment period, and related follow-on investments made for a further 36-month

period. From April 2020 onwards, the Executive Directors were not eligible to participate in new carried interest plans. Continued participation in

existing carried interest schemes that pre-dated the start of the 2021 financial year were not affected.

Subject to certain exceptions, Plan Participants will receive, in aggregate, 15% of the net realised cash profits from the investments and follow-

on investments made over the relevant period once the Company has received an aggregate annualised 10% realised return on investments

and follow-on investments made during the relevant period. The carried interest plan from 1 April 2020 has an aggregate annualised 8%

realised return on investments and follow-on investments made during the relevant period, to bring the plans more in line with market. The

Plan Participants’ return is subject to a “catch-up” in their favour. Plan Participants’ carried interests vest over five years for each carried interest

plan and are subject to good and bad leaver provisions. Any unvested carried interest resulting from a Plan Participant becoming a leaver can

be reallocated by an adjudication committee formed by Esprit Capital Partners LLP as manager of the carried interest plan at their discretion,

including to the Group, and, therefore, an assumption is made in the financial statements that any unvested carried interest as at the reporting

date would be reallocated to the Group. See Note 30 for further information on amounts that have been attributed to the Group.

Carried interest is measured at FVTPL with reference to the performance conditions described above. This is deducted from the gross value of

our portfolio as an input to determine the fair value of our investment vehicles, which are held at FVTPL in the statement of financial position in

line with our application of IFRS 10 for investment entities. The external carry is deducted as it will be paid to members external to the Group from

proceeds of investments on realisation. Where the Group has a holding in the carried interest, this is recognised at FVTPL.

v) Fair value movement

Management uses valuation techniques to determine the fair value of financial assets. This involves developing estimates and assumptions

consistent with how market participants would price the assets. Management bases its assumptions on observable data as far as possible, but this

is not always available, in that case, management uses the best information available. Estimated fair values may vary from the amount which may

be received as consideration for investments in normal market conditions, between two willing parties, at the reporting date (see Note 5(a)).

w) Exceptional items

The Group classifies items of income and expenditure as exceptional when the nature of the item or its size is likely to be material, to assist the

reader of the financial statements to better understand the results of the operations of the Group. Such items by their nature are not expected to

recur and are shown separately on the face of the consolidated statement of comprehensive income.

142 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

The estimates required to determine the appropriate valuation methodology of investments means there is a risk of material adjustment to the

carrying amounts of assets and liabilities. These estimates include whether to increase or decrease investment valuations and require the use of

assumptions about the carrying amounts of assets and liabilities that are not readily available or observable.

The fair value of investments is established with reference to the IPEV Guidelines. An assessment will be made at each measurement date as to the

most appropriate valuation methodology.

The Group invests in early-stage and growth technology companies, through predominantly unlisted securities. Given the nature of these

investments, there are often no current or short-term future earnings or positive cash flows. Consequently, although not considered to be the

default valuation technique, the appropriate approach to determine fair value may be based on a methodology with reference to observable

market data, being the price of the most recent transaction. Fair value estimates that are based on observable market data will be of greater

reliability than those based on estimates and assumptions and, accordingly, where there have been recent investments by third parties, the price

of that investment will generally provide a basis of the valuation.

If this methodology is used, its initial use and the length of period for which it remains appropriate to use the calibration of last round price

depends on the specific circumstances of the investment, and the Group will consider whether this basis remains appropriate each time valuations

are reviewed. In addition, the inputs to the valuation model (e.g. revenue, comparable peer group, product roadmap, and other milestones) will

be recalibrated to assess the appropriateness of the methodology used in relation to the market performance and technical/product milestones

since the round and the company’s trading performance relative to the expectations of the round.

The Group considers alternative methodologies in the IPEV Guidelines, being principally price-revenue or price-earnings multiples, depending

upon the stage of the asset, requiring management to make assumptions over the timing and nature of future revenues and earnings when

calculating fair value. When using multiples, we consider public traded multiples as at measurement date (31 March 2025 for this report) in similar

lines of business, which are adjusted based on the relative growth potential and risk profile of the subject company versus the market and to

reflect the degree of control and lack of marketability as well as considering company performance against milestones (e.g. financial/technical/

product milestones).

The equity values of our portfolio companies are generally assessed via the methodologies described above. For direct investments, the equity

values are run through their relevant waterfalls to assess the fair value of the investment to Molten Ventures under the current value methodology.

Other methodologies would be considered if appropriate.

In all cases, valuations are based on the judgement of the Directors after consideration of the above and upon available information believed

to be reliable, which may be affected by conditions in the financial markets. Due to the inherent uncertainty of the investment valuations, the

estimated values may differ significantly from the values that would have been used, had a ready market for the investments existed, and the

differences could be material. Due to this uncertainty, the Group may not be able to sell its investments at the carrying value in these financial

statements when it desires to do so or to realise what it perceives to be fair value in the event of a sale. See Note 30(iv) for information on

unobservable inputs used and sensitivity analysis on investments held at fair value through profit or loss.

Judgement:

b. The Company and certain subsidiaries as an investment entity

The Group has a number of entities within its corporate structure and a judgement has been made regarding which should be consolidated in

accordance with IFRS 10, and which should not. The Group consolidates all entities where it has control, as defined by IFRS 10, over the following:

• power over the investee to significantly direct the activities;

• exposure, or rights, to variable returns from its involvement with the investee; and

• the ability to use its power over the investee to affect the amount of the investor’s returns.

The Company does not consolidate qualifying investment entities it controls in accordance with IFRS 10 and instead recognises them as

investments held at fair value through profit or loss. An investment entity, as defined by IFRS 10, is an entity that:

• obtains funds from one or more investors for the purpose of providing those investor(s) with the investment management services;

• commits to its investor(s) that its business purpose is to invest funds solely for returns from capital appreciation, investment income or both; and

• measures and evaluates the performance of substantially all of its investments on a fair value basis.

When judging whether an entity within the Group is an investment entity, the Group structure as a whole is considered. As a Group, the

investment entities listed in Note 4(b) have the characteristics of an investment entity. This is because the Group has:

• more than one investment;

• more than one investor;

• unrelated investors; and

• equity ownership interests.

See Note 4(b) for further details on the consolidation status of entities.

MOLTENVENTURES.COM 143

FINANCIALS

6. Movements on investments held at fair value through profit or loss.

Year ended

31 March 2025 31 March 2024

£m £m

Movement in unrealised losses on investments held at fair value through profit or loss (15.7) (40.9)

Realised gains/(losses) on investments held at fair value through profit or loss 60.0 (2.8)

Net foreign exchange losses on investments held at fair value through profit or loss (21.6) (23.9)

Total movements on investments held at fair value through profit or loss 22.7 (67.6)

The movement on investments held at fair value through profit or loss in the year ended 31 March 2024 are exclusive of the gain on bargain

purchase relating to the acquisition of Forward Partners, which was recognised in the year ended 31 March 2024. For more information, see Note

14 for the gain on bargain purchase.

7. Fee income

Revenue is derived solely within the UK, from continuing operations for all years. An analysis of the Group’s revenue is as follows:

Year endedYear ended31 March 2025 31 March 2024£m £m Management fees 18.1 19.1 Performance fees 1.7 0.1 Promoter’s fees 0.3 0.3 Directors’ and other fees 0.8 0.3 Total fee income 20.9 19.8

8. General administrative expenses

Administrative expenses comprise:

Year endedYear ended31 March 2025 31 March 2024£m £m Employee and employee-related expenses (Note 9) 19.0 14.8 Legal and professional 4.1 3.6 Performance fees expense 1.3 0.1 Operational and support costs 3.0 2.1 Other administrative costs 1.0 0.6 Total administrative expenses 28.4 21.2

A total of £1.7 million of employee-related expenses in the year ended 31 March 2025 relates to non-recurring costs associated with executive

transition and senior staff restructuring. These include severance payments, payroll taxes and professional fees incurred as part of the transition.

The Group also incurred £1.2 million of employee and setup costs related to the establishment of a new investment capability (Molten East). While

currently expensed, these costs are expected to be recoverable through future income streams linked to a planned fund launch.

The employee related amounts above are included within wages and salaries and related employee benefit lines in Note 9.

144 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

9. Employee and employee-related expenses

Employee benefit expenses (including Directors) comprise:

Year endedYear ended31 March 2025 31 March 2024£m £m Wages and salaries 15.2 11.7 Defined contribution pension costs 1.2 1.0 Benefits (healthcare and life assurance) 0.4 0.3 Recruitment costs 0.1 0.2 Social security contributions and similar taxes 2.1 1.6 General employee and employee-related expenses 19.0 14.8 Share-based payment expense arising from Company share option scheme 4.9 4.8 Total employee benefit expenses 23.9 19.6

The monthly average number of persons (including Executive and Non-Executive Directors) employed by the Group during the year was:

Year endedYear ended31 March 2025 31 March 2024Number Number Executive Directors 3 3 Non-Executive Directors 5 4 Investment 22 21 Infrastructure 32 27 Total 62 55

At 31 March 2025, there were five Non-Executive Directors (31 March 2024: five). See Nomination Committee report for further details of changes

in the year.

The total remuneration paid to Senior Management and Material Risk takers (18 members of staff in total, as defined in FCA rules) was £8.2 million

during the year, excluding any carried interest payments which are disclosed separately in the Director's remunerations report and Note 32.

Infrastructure comprises finance, marketing, human resources, legal, IT, sustainability, investor relations and administration.

10 Auditor's remuneration

The loss for the year has been arrived at after charging:

Year endedYear ended31 March 2025 31 March 2024£m £m Fees paid to the Company’s auditor for the audit of the Company and Group consolidated financial statements 0.5 0.5 Fees payable to the Company’s auditors and associates for other services: Audit of the financial statements of the subsidiaries and related undertakings 0.3 0.2 Audit-related assurance services 0.1 0.1 Non-audit services – 0.4 Total fees payable to the Company’s auditors 0.9 1.2

Audit-related assurance services paid to the Company’s Auditors in the year were £28k related to CASS reporting to the FCA in respect of certain

subsidiaries (for the year ended 31 March 2024: £39k), £82k in respect of the review of the Group’s interim financial statements (for the year ended

31 March 2024: £65k).

Non-audit services paid to the Company’s Auditors for the year ended 31 March 2024 were £430k in respect of reporting accountant services.

There were no such fees paid for the year ended 31 March 2025.

For the year ended 31 March 2025, the Group paid Grant Thornton £270k for other non-assurance services relating to tax compliance and tax

return preparation (for the year ended 31 March 2024: £206k). Fees paid in the year to Grant Thornton for the audit of the Group subsidiaries were

£10k (for the year ended 31 March 2024: £300k).

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FINANCIALS

11. Net finance expense

Year endedYear ended31 March 2025 31 March 2024£m £m Interest and expenses on loans and borrowings (12.6) (11.0) Interest on leases (Note 24(ii)) (0.1) – Net foreign exchange loss – (0.2) Finance expense (12.7) (11.2) Interest income on cash and cash equivalents 2.7 0.6 Net foreign exchange gain 0.2 – Finance income 2.9 0.6 Net finance expense (9.8) (10.6)

12. Tax expense

The charge to tax, which arises in the Group and the corporate subsidiaries included within these financial statements, is:

Year endedYear ended31 March 2025 31 March2024£m £m Current tax expense Current tax on profits for the year – – Total current tax expense – – Deferred tax (expense)/benefit Adjustment for deferred tax of prior periods – (1.6) Movement on deferred tax (Note 25) (1.0) 10.8 Total deferred tax (expense)/benefit (1.0) 9.2 Income tax (expense)/benefit (1.0) 9.2

The UK standard rate of corporation tax is 25% as at year-end (for the year ended 31 March 2024: 25%). The reasons for the difference between the

actual tax charge for the year and the standard rate of corporation tax in the United Kingdom applied to loss for the year before tax are as follows:

Year endedYear ended31 March 2025 31 March 2024£m £m Gains/(loss) for the year before tax 0.2 (49.8) Tax at the UK tax rate of 25% (31 March 2024: 25%) 0.1 (12.5) Adjustment for deferred tax of prior periods – (1.6) (Gains)/losses on investments (5.7) 16.9 Movement on deferred tax (Note 25) (1.0) 10.8 Other 5.6 (4.4) Income tax (expense)/benefit (1.0) 9.2

The standard rate of corporation tax will remain at 25% for the 2025/2026 tax year.

146 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

13. Loss per share and net asset value

The calculation of basic earnings per weighted average shares is based on the profit attributable to shareholders and the weighted average

number of shares. When calculating the diluted earnings per share, the weighted average number of shares in issue is adjusted for the effect of all

dilutive share options and awards.

Basic loss per ordinary share

(Loss) after taxNo. of sharesPence£m m per share For the year ended 31 March 2025 (0.8) 184.2 (0.4) For the year ended 31 March 2024 (40.6) 189.0 (21.0)

Diluted loss per ordinary share

1(Loss) after taxNo. of sharesPence£m m per share For the year ended 31 March 2025 (0.8) 184.8 (0.4) For the year ended 31 March 2024 (40.6) 189.4 (21.0)

The basic number of shares is 184.2 million (FY24: 189.0 million), which has been adjusted for buyback treasury shares of 4.9 million (FY24: nil). Please see Note 27 for further details.

Diluted shares has been calculated by the accounting for options of 0.6 million in the year (FY24: 0.4 million) to get to the diluted number of shares of 184.8 million (FY24: 189.4

million).

Net asset value per share is based on the net asset attributable to shareholders and the number of shares at the relevant reporting date. When

calculating the diluted earnings per share, the number of shares in issue at balance sheet date is adjusted for the effect of all dilutive share options

and awards.

Net asset value per ordinary share

Net assetsNo. of sharesPence£m m per share As at 31 March 2025 1,235.8 184.2 671.0 As at 31 March 2024 1,250.7 189.0 662.0

Diluted net asset value per ordinary share

1Net assetsNo. of sharesPence£m m per share As at 31 March 2025 1,235.8 184.8 669.0 As at 31 March 2024 1,250.7 189.4 660.0

The basic number of shares is 184.2 million (FY24: 189.0 million), which has been adjusted for buyback treasury shares of 4.9 million (FY24: nil). Please see Note 27 for further details.

Diluted shares has been calculated by the accounting for options of 0.6 million in the year (FY24: 0.4 million) to get to the diluted number of shares of 184.8 million (FY24: 189.4

million).

MOLTENVENTURES.COM 147

FINANCIALS

14. Business combinations

On 14 March 2024, Molten Ventures plc acquired 100% of the issued shared capital of Forward Partners Group plc, an AIM-listed Venture Capital

company investing in early-stage technology businesses, in an all-share acquisition completed via scheme of arrangement, in a ratio of one new

Molten Ventures plc ordinary share for every nine Forward Partners plc ordinary shares. The Group acquired Forward Partners Group plc to gain

access to a range of promising startups in high-growth sectors across AI, alternative asset and digital marketplaces.

The Group owned a 0.76% equity interest in Forward Partners Group plc through the Fund of Funds Programme before the business

combination, held at a fair value of £0.5 million. The Group therefore recognised a loss of £0.04 million on completion of the acquisition as a

result of remeasuring this equity interest at fair value on 14 March 2024. The resulting fair value loss of £0.04 million is included in Movements

on investments held at fair value through profit and loss for the year ended 31 March 2024. The Group opted to use a "convenience" date of 31

March 2024 for acquisition accounts, as per IFRS 3. This standard allows an entity to designate an acquisition date at the end (or the beginning) of

a month – the date in which it closes its book, rather than the actual acquisition date.

The total consideration for the acquisition of Forward Partners Group Limited (formerly, Forward Partners Group plc) was therefore £37.5 million.

Acquisition-related costs for this transaction amounted to £2.8 million which has been included in the Statement of Comprehensive Income under

exceptional costs. In the year to 31 March 2024, Forward Partners Group Limited generated revenues of £0.3 million and net loss of £7.5 million of

which £29k and net profit of £0.2 million, respectively, were generated from the date of acquisition to 31 March 2024.

Under the scheme of arrangement, Molten Ventures plc issued 14.8 million new shares in exchange for the issued share capital of Forward

Partners Group Limited. This equates to consideration of £37.0 million based on the closing Molten Ventures plc share price on 14 March 2024 of

£2.504 pence per share.

The total consideration for the acquisition of Forward Partners was therefore £37.5 million.

Forward Partners Group Limited was trading at a discount to its Net Asset Value on acquisition, the acquisition resulted in a Gain on bargain

purchase of £38.6 million, which is recognised in the Consolidated statement of comprehensive income.

Fair valueNet assets of business acquired £m Financial assets held at fair value through profit and loss 65.0 Trade and other receivables 0.1 Cash and cash equivalents 12.0 Trade and other payables (1.0) Total identifiable net assets 76.1 Non-controlling interest – Gain on bargain purchase (38.6) Total consideration 37.5 The consideration was satisfied by: Issue of shares 37.0 Repurchase of holding held in the Group 0.5 Total consideration 37.5 Net cash inflow arising on acquisition Cash and cash equivalents 12.0

There were no acquisitions in the year ended 31 March 2025.

148 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

15. Share-based payments

Fair value per b/fGranted in Lapsed in Exercised c/fExercise granted Date of1 April 2024the yearthe yearin the year31 Mar 2025Vestingprice instrument Grant (No.) (No.) (No.) (No.)(No.) period (pence) (pence)28–Nov–16 499,320 – – – 499,320 3 years 355 64.1 11–Nov–17 120,000 – – – 120,000 3 years 530 89.3 3 Molten Ventures 28–Nov–17 306,384 – – – 306,384 3 years 387 70.9 plc 2016 Company 30–Jul–18 650,750 – – – 650,750 3 years 492 152.9 Share Option Scheme 12–Feb–19 546,868 – – – 546,868 3 years 530 67.8 (“CSOP”)29–Jun–20 200,000 – (200,000) – – 3 years 449 81.2 26–Jul–21 36,364 – – (7,610) 28,754 1 year 1 986 29–Jun–20 269,331 – – (14,198) 255,133 3 years 1 449 16–Jul–21 545,005 – (422,530) (4,288) 118,187 3 years 1 940 17–Jun–22 457,171 – (84,165) – 373,006 3 years 1 540 17–Jun–22 543,609 – – – 543,609 3 years* 1 54022–Jun–23 95,416 – (17,567) – 77,849 2 years 1 241 Molten Ventures plc Long-Term Incentive 22–Jun–23 113,453 – – – 113,453 2 years 1 447Plan (“LTIP”)23–Jun–23 2,344,779 – (188,623) – 2,156,156 3 years 1 274 19-Jun-24 – 803,099 – – 803,099 3 years 1 35928-Jun-24 – 934,668 (166,515) – 768,153 3 years 1 3651-Sep-24 – 51,582 – – 51,582 3 years 1 4093-Dec-24 – 30,669 – – 30,669 3 years 1 271Molten Ventures plc 17–Jun–22 211,110 – – – 211,110 2 years 1 540Deferred Bonus Plan 22–Jun–23 44,058 – – – 44,058 2 years 1 241(“DBP”)19-Jun-24 – 174,070 – – 174,070 2 years 1 401 Total 6,983,618 1,994,088 (1,079,400) (26,096) 7,782,210

* This is a vesting period of three years and a further two-year holding period.

Set out below are summaries of options granted under the plan:

Year endedYear ended31 March 2025 31 March 2024 As at 1 April 6,983,618 4,689,148 Granted during the year 1,994,088 2,633,901 Lapsed in the year (1,079,400) (279,288) Exercised during the year (26,096) (60,143) As at 31 March 7,872,210 6,983,618

The CSOP, LTIP and DBP are, as of 31 March 2025, partly administered by the Molten Ventures Employee Benefit Trust (“Trust”). The Trust is

consolidated in these consolidated financial statements. The Trust may purchase shares from the market and, from time to time, when the options

are exercised, the Trust transfers the appropriate number of shares to the employee or sells these as agent for the employee. The proceeds

received, net of any directly attributable transaction costs, are credited directly to equity. Shares held by the Trust at the end of the reporting

period are shown as own shares in the consolidated financial statements (see Note 27(i)). Of the 26,096 options exercised during the year, none

were satisfied with new ordinary shares issued by Molten Ventures plc (FY24: 60,143 options exercised with no new ordinary shares issued). All

outstanding options have been assessed to be reportable as equity-settled.

The options granted under the LTIP have an exercise price of 1p per share and are subject to performance conditions for Directors. Additional

share options awarded to employees under the LTIP also have an exercise price of 1p per share and are subject to performance conditions based

on either total shareholder return vs the FTSE 250 and assets under management, or Group NAV.

The fair value of the LTIP shares is valued using the Black–Scholes model, which includes a Monte Carlo simulation model. A six-monthly review takes

place of non-market performance conditions and, as at 31 March 2025, the best estimate for expected vesting of unvested share options is 52%.

The options awarded under the DBP also have an exercise price of 1p each and are subject to a two-year deferral period before they can be

exercised. FY25 bonus amounts were paid in cash for an amount up to 100% (FY24: 100%) of each Director’s salary, with the balance being paid

in the form of a deferred share award over a number of shares calculated based on the Volume Weighted Average Price per share for the five

trading days immediately prior to the date of grant. The deferral period under the bonus scheme is two years from the date of the award. See the

Directors' Remuneration Report on pages

114

for further details.

Vesting is not subject to any further performance conditions (other than continued employment at the date of vesting). The Black–Scholes Option

Pricing Model has been used for valuation purposes.

The share-based payment charge for the year is £4.9 million (year ended 31 March 2024: £4.8 million).

MOLTENVENTURES.COM 149

FINANCIALS

16. Intangible assets

Customer GoodwillcontractsTotal As at 31 March 2025 £m £m £m Cost Cost carried forward as at 1 April 2024 10.4 1.1 11.5 Additions during the year – – – Cost as at 31 March 2025 10.4 1.1 11.5 Accumulated amortisation Amortisation carried forward as at 1 April 2024 – (1.1) (1.1) Charge for the year – – – Accumulated amortisation as at 31 March 2025 – (1.1) (1.1) Net book value: As at 31 March 2025 10.4 – 10.4 Customer GoodwillcontractsTotalAs at 31 March 2024 £m £m £m Cost Cost carried forward as at 1 April 2023 10.4 1.1 11.5 Additions during the year – – – Cost as at 31 March 2024 10.4 1.1 11.5 Accumulated amortisation Amortisation carried forward as at 1 April 2023 – (1.0) (1.0) Charge for the year – (0.1) (0.1) Accumulated amortisation as at 31 March 2024 – (1.1) (1.1) Net book value: As at 31 March 2024 10.4 – 10.4

The amortisation charge for the year is shown in the “depreciation and amortisation” line of the consolidated statement of comprehensive

income.

17. Financial assets held at fair value through profit or loss

The Group holds investments through investment vehicles it manages. The investments are carried at fair value through profit or loss. The Group’s

valuation policies are set out in Note 5(a) and Note 30. The table below sets out the movement in the balance sheet value of investments from the

start to the end of the year, showing investments made, cash receipts and fair value movements.

nvestments made in the year

nrealised gains/(losses) on the revaluation of investments

Year endedYear ended31 March 2025 31 March 2024£m £m As at 1 April 1,292.1 1,277.0 1 I 72.6 65.3 Realisation of investments during the year (134.6) (38.9) Carry external 12.4 1.9 Non-investment cash movements 14.7 15.8 2 22.7 (29.0) UAs at 31 March 1,279.9 1,292.1

Investments made in the prior year include the cost attributed for the share-for-share acquisition of Forward Partners amounting to £25.8 million.

Prior year losses on the revaluation of investments are inclusive of the gain on bargain purchase attributable to the acquisition of Forward Partners. For more information, see Note

14 for the gain on bargain purchase.

150 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

18. Significant holdings in undertakings other than subsidiary undertakings

For further details of other related undertakings within the Group, see Note 4(b).

Please see below details of investments held by the Group’s investment companies, where the ownership percentage or partnership interest

exceeds 20%. These are held at fair value through the profit or loss in the statement of financial position.

Fully diluted and partnership interest category* at Name Address Principal activity Type of shareholding reporting date Churerstrasse 135,Ordinary sharesRavenPack Holding AG Trading company D CH-8808 Pfäffikon, Switzerland Preference sharesEarlybird GmbH & Co. c/o Earlybird Venture Capital, Limited partnership pursuant to which Partnership interest EBeteiligungs-KG IVMaximilianstr. 14, 80539, München the Group holds certain investmentsEarlybird Special c/o Earlybird Venture Capital, Limited partnership pursuant to which Partnership interest EOpportunities LPMaximilianstr. 14, 80539, München the Group holds certain investmentsEarlybird DWES Fund VI c/o Earlybird Venture Capital, Limited partnership pursuant to which Partnership interest EGmbH & Co. KGMaximilianstr. 14, 80539, München the Group holds certain investmentsAmstelplein 1, 1096 HA Ordinary shares FintechOS Holding B.VTrading companyDAmsterdam, NetherlandsPreference sharesConnect Ventures One 6th Floor 125 London Wall, Limited partnership pursuant to which the Partnership interestLPLondon, England, EC2Y 5ASGroup holds certain investmentsEUnit 2f Zetland House, 5-25 Makers Academy LimitedScrutton St, London, England, Ordinary shares EC2A 4HJ Trading companyPreference shares ERealeyes (Holdings) 5 New Street Square, London, Ordinary shares Trading companyELimitedEX4A 3TW, GBPreference shares

* Fully diluted and partnership interest categorised as follows: Cat A: 0–5%, Cat B: 6–10%, Cat C: 11–15%, Cat D: 16–25%, Cat E: >25%, as presented on page 51.

Details of the fair value of the core companies are detailed as part of the Gross Portfolio Value table on page 51.

19. Property, plant and equipment

Right-of-use Furniture and Computer assetsfixturesequipmentTotal Year ended 31 March 2025 £m £m £m £m Cost Cost carried forward as at 1 April 2024 1.6 0.8 0.2 2.6 Additions during the year 2.0 – – 2.0 Disposals during the year (1.6) – – (1.6) Cost as at 31 March 2025 2.0 0.8 0.2 3.0 Accumulated depreciation Depreciation carried forward as at 1 April 2024 (1.6) (0.7) (0.2) (2.5) Charge for the year (0.3) – – (0.3) Disposals during the year 1.6 – – 1.6 Accumulated depreciation as at 31 March 2025 (0.3) (0.7) (0.2) (1.2) Net book value: As at 31 March 2025 1.7 0.1 0.0 1.8 Right-of-use Furniture and Computer assetsfixturesequipmentTotal Year ended 31 March 2024 £m £m £m £m Cost Cost carried forward as at 1 April 2023 1.6 0.8 0.2 2.6 Additions during the year – – – – Disposals during the year – – – – Cost as at 31 March 2024 1.6 0.8 0.2 2.6 Accumulated depreciation Depreciation carried forward as at 1 April 2023 (1.3) (0.7) (0.2) (2.2) Charge for the year (0.3) – – (0.3) Disposals during the year – – – – Accumulated depreciation as at 31 March 2024 (1.6) (0.7) (0.2) (2.5) Net book value: As at 31 March 2024 – 0.1 – 0.1

The depreciation charge for the year is shown in the “depreciation and amortisation” line of the consolidated statement of comprehensive income.

MOLTENVENTURES.COM 151

FINANCIALS

20. Operating segments

The Group follows the accounting policy on operating segments laid out in Note 4(c).

21. Cash and cash equivalents

31 March 202531 March 2024 £m £m Cash at bank and on hand 39.8 36.8 Cash equivalents 49.2 20.2 Total 89.0 57.0

Cash equivalents represent monies held in a sterling, euro and US dollar Government Liquid Reserves Money Market Fund which can be

redeemed daily.

22. Trade and other receivables

31 March 202531 March 2024£m £m Trade receivables 0.6 0.9 Other receivables and prepayments 1.3 0.7 Total 1.9 1.6

Expected credit losses for these receivables are expected to be immaterial.

The ageing of trade receivables at reporting date is as follows:

31 March 202531 March 2024 £m £m Not past due 0.5 0.8 Past due 1–30 days – – Past due 31–60 days – – More than 60 days 0.1 0.1 Total 0.6 0.9

Trade receivables are held at amortised cost. The maximum exposure to credit risk of the receivables at the reporting date is the fair value of each

class of receivable mentioned above, which is as shown above due to the short-term nature of the trade receivables. The Group does not hold any

collateral as security.

23. Trade and other payables

31 March 202531 March 2024 £m £m Trade payables (0.9) (0.3) Other taxation and social security (0.3) (0.7) Other payables (3.4) – Accruals and deferred income (8.5) (8.1) Total (13.1) (9.1)

All trade and other payables are short term.

152 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

24. Financial liabilities

31 March 202531 March 2024 £m £m Current liabilities Leases (0.3) – Loans and borrowings – – Total current financial liabilities (0.3) – Non-current liabilities Leases (1.3) – Loans and borrowings (119.7) (89.4) Total non-current financial liabilities (121.0) (89.4) Total (121.3) (89.4)

The below table shows the changes in liabilities from financing activities.

BorrowingsLeases £m £m At 1 April 2023 (89.0) (0.3) Capitalisation of costs – – Amortisation of costs (0.4) – Drawdowns (38.0) – Repayment of debt 38.0 – Other changes – Interest payments (presented as operating cash flows) – – Payment of lease liabilities – 0.3 At 31 March 2024 (89.4) – Capitalisation of costs (0.3) (1.8) Amortisation of costs (11.6) (0.1) Drawdowns (30.0) – Repayment of debt – – Other changes – Interest payments (presented as operating cash flows) – – Payment of lease liabilities – 0.3 At 31 March 2025 (119.7) (1.6)

MOLTENVENTURES.COM 153

FINANCIALS

24. Financial liabilities continued

24(i). Loans and borrowings

On 6 September 2022, the Company entered into a facility agreement relating to a new debt facility (the “Debt Facility”) with J.P. Morgan Chase

Bank N.A., London Branch (“JPM”) and HSBC Bank Plc (“HSBC”), with a JPM affiliate acting as the appointed agent. The Company extended their

facility agreement, effective from 7 September 2024, with J.P. Morgan Chase Bank, N.A. (“JPM”) and HSBC Innovation Banking Limited (“HSBCIB”),

which may be used for investment and corporate purposes

The Extended Debt Facility comprises a £120.0 million term loan (“Term Loan”) drawn on day one and a revolving credit facility (“RCF”) of up

to £60.0 million, both with a three-year tenor. Repayment date is September 2027, or both may be extended by two further 12-month periods

subject to the lenders’ willingness to extend and satisfaction of various conditions. The headline interest rate applied on both the Term Loan

and RCF remains at SONIA plus a “margin” of 5.50% per annum. The Debt Facility is secured against various Group assets, LP interests and bank

accounts in the Group.

Drawdown of the RCF component of the Extended Debt Facility is subject to a maximum loan to value ratio of 12.5%. The Company’s ability to

satisfy its financial and non-financial covenants is dependent on the value of the investment portfolio. The value of the portfolio will continue to be

subject to ad hoc independent third-party valuation.

The Group incurred transaction fees of £0.9 million, which are presented within loans and borrowings on the statement of financial position and

are amortised over the life of the facility. Interest-related charges are reported in the consolidated statement of comprehensive income as finance

costs.

The Debt Facility contains financial and non-financial covenants, which the Company and certain members of the Group must comply with

throughout the term of the Debt Facility:

• Maintain a value to cost ratio of investments of at least 10% (1.10:1.00).

• Total financial indebtedness not to exceed 20% (12.5% on each utilisation) of the value of investments in the portfolio with adjustments

for concentration limits (see below) together with the value of all amounts held in specified bank accounts subject to the security

package.

• Total aggregate financial indebtedness of the Company and certain members of the Group is not to exceed 35% (25% on each utilisation) of

the value of secured investments in the portfolio with adjustments for concentration limits calculated by reference to specified assets and bank

accounts subject to the security package.

• The Company, and certain members of its Group, must maintain a minimum number of investments subject to concentration limits connected

to sector, geography, joint or collective value, and/or listed status.

Failure to satisfy financial covenants may limit the Company’s ability to borrow and/or also trigger events of default, which in some instances could

trigger a cash sweep on realisations and/or require the Company to cure those breaches by repaying the Debt Facility (either partially or in full).

31 March 202531 March 2024£m £m Bank loan senior facility amount 180.0 150.0 Interest rate SONIA + 5.5% SONIA + 5.5% Drawn at balance sheet date (120.0) (90.0) Arrangement fees 0.3 0.6 Loan liability balance (119.7) (89.4) Undrawn facilities at balance sheet date 60.0 60.0

24(ii). Leases

The Group leases office buildings in London for use by its staff. Information about leases for which the Group is a lessee is presented below. The

Group also has an office in Dublin, however this contract is classified as a service contract and not a lease. This is not deemed to be a lease as it has

been assessed not to be controlled by the Group as these are managed offices with no alterations to the space allowed by the Group. The Group

leases IT equipment such as printers for use by staff. The Group has elected to apply the recognition exemption for leases of low value to these

leases.

31 March 2025 31 March 2024£m £mRight-of-use asset 1.7 –Total 1.7 –

a. Lease liabilities

31 March 2025 31 March 2024£m £mCurrent (0.3) – Non-current (1.3) – Total (1.6) –

Additions to the right-of-use assets during the year ending 31 March 2025 were £2.0 million (year ending 31 March 2024: £Nil).

154 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

24. Financial liabilities continued

25. Deferred tax

Deferred tax is calculated in full on temporary differences under the balance sheet liability method using the tax rate expected to apply when the

temporary differences reverse. See breakdown below:

31 March 2025 31 March 2024 £m £m Arising on share-based payments (1.2) (1.6) Arising on co-invest and carried interest – (0.2) Arising on the investment portfolio (11.4) (9.8) Other timing differences (0.1) (0.1) Deferred tax liability (12.7) (11.7)

As at 31 March 2025, the Group had tax losses carried forward on which a deferred tax asset of £38.3 million (2024: £2.9 million) is recognised. The

Group has unrecognised deferred tax assets of £8.5 million in respect of further losses and £5.4 million relating to interest disallowed under the

Corporate Interest Restriction rules.

26. Share capital and share premium

Ordinary share capital

ssue of share capital during the year for cash

hare-for-share exchange

Year ended 31 March 2025 – Allotted and fully paid Number Pence £m As at 1 April 189,046,450 1 1.9 As at 31 March 189,046,450 1 1.9 Year ended 31 March 2024 – Allotted and fully paid Number Pence £m As at 1 April 152,999,853 1 1.5 1 I 21,261,548 1 0.2 2 S 14,785,049 1 0.2 As at 31 March 189,046,450 1 1.9

In December 2023, the Company raised equity by issuing 21,261,548 new ordinary shares at 1 pence.

In March 2024, the Company exchanged 14,785,049 new ordinary shares as part of the Forward Partners Group Limited acquisition.

Share premium

31 March 2025 31 March 2024 Allotted and fully paid £m £m As at 1 April 671.2 615.9 Premium arising on the issue of ordinary shares – 57.1 Equity issuance costs – (1.8) As at 31 March 671.2 671.2

b. Amounts recognised in the consolidated statement of comprehensive income

31 March 2025 31 March 2024£m £mInterest on lease liabilities (0.1) –Depreciation charge for the year on right-of-use assets (0.3) (0.3)

The total cash outflow for leases in the year ending 31 March 2025 was £0.3 million (year ending 31 March 2024: £Nil).

MOLTENVENTURES.COM 155

FINANCIALS

27. Own shares and other reserves

i. Own shares reserve

Own shares are shares held in Molten Ventures plc that are held by Molten Ventures Employee Benefit Trust (“Trust”) and shares in Molten Ventures

plc repurchased as part of a share buyback programme during the year.

Shares held in Molten Ventures plc held by the Trust are for the purpose of issuing shares under the Molten Ventures plc 2016 Company Share

Options Plan, Long-Term Incentive Plan and Deferred Bonus Plan. Shares issued to employees are recognised on a weighted average cost basis.

The Trust holds 0.9% of the issued share capital at 31 March 2025.

On 26 July 2024, a share buyback programme was announced up to a maximum aggregate consideration of £10.0 million to commence on the

same day. On 23 September 2024, the programme was completed. The Company acquired a total of 2,574,540 ordinary shares, which represent

approx. 1.4% of the Company's issued share capital at year-end. The average price paid per ordinary share as part of the programme was 391p.

The repurchased shares are held in treasury, with no immediate plans to cancel the shares. The fees charged for the share repurchase were £40k.

The repurchased shares and directly associated fees are recognised directly in equity.

Molten Ventures plc announced a share repurchase programme on 21 January 2025 for a maximum consideration of £5.0 million. This was

extended by a further £15.0 million through an announcement on 13 March 2025.

As at 31 March 2025, the Company had acquired a total of 4,871,767 ordinary shares across both programmes, representing approximately 2.6%

of the Company’s issued share capital at year-end. The average price paid per ordinary share under the combined programmes was 340p. Fees

incurred in connection with the repurchase activity totalled £68,000.

The repurchased shares and directly associated fees are recognised directly in equity.

31-Mar-25 31-Mar-24 No. of sharesNo. of shares £m £m m m As at 1 April (1.1) (8.8) (1.1) (8.9) Acquisition of shares by the Trust (0.6) (2.1) – – Acquisition of shares as part of the share buyback programme (4.9) (16.9) – – Disposal or transfer of shares by the Trust* – – – 0.1 As at 31 March (6.6) (27.8) (1.1) (8.8)

* Disposals or transfers of shares by the Trust would also include shares transferred to employees net of exercise price with no resulting cash movements. Cash receipts in respect of

sale of shares in the year ended 31 March 2025 were £Nil (year ended 31 March 2024: £Nil).

ii. Other reserves

The following table shows a breakdown of the “other reserves” line in the consolidated statement of financial position and the movements in

those reserves during the year. A description of the nature and purpose of each reserve is provided below the table.

Share-based payments Share-based reserve resulting payments from Company reserve resulting Merger relief share option from acquisition Total other reserveschemeof subsidiaryreserves Year ending 31 March 2025 £m £m £m £m As at 1 April 50.0 13.9 10.8 74.7 Share-based payments – 4.9 – 4.9 Share-based payments – exercised during the year – – – – As at 31 March 50.0 18.8 10.8 79.6 Share-based payments Share-based reserve resulting payments from Company reserve resulting Merger relief share option from acquisition Total other reserveschemeof subsidiaryreservesYear ending 31 March 2024 £m £m £m £mAs at 1 April 13.1 9.4 10.8 33.3 Share-based payments – 4.5 – 4.5 Share-for-share exchange 36.9 – – 36.9 As at 31 March 50.0 13.9 10.8 74.7

Merger relief reserve

In accordance with the Companies Act 2006, a Merger Relief Reserve of £13.1 million (net of the cost of share capital issued of £80,000) was

created on the issue of 4,392,332 ordinary shares for 300 pence each in Molten Ventures plc as consideration for the acquisition of 100% of the

capital interests in Esprit Capital Partners LLP on 15 June 2016.

156 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

28. Adjustments to reconcile loss to net cash inflow/(outflow) in operating activities

Year ended Year ended31 March 2025 31 March 2024 Notes £m £m Adjustments to reconcile loss to net cash inflow/(outflow) in operating activities: Revaluation of investments held at fair value through profit and loss 6 (22.7) 67.6 Gain on Bargain purchase Goodwill 14 – (38.6) Depreciation and amortisation 16, 19 0.3 0.4 Share-based payments – resulting from Company share option scheme 15 4.9 4.8 Finance income 11 (2.9) (0.6) Finance expense 11 12.7 11.0 Decrease/(increase) in deferred tax 25 1.0 (10.8) (Increase)/decrease in trade and other receivables and other working capital movements 22 (0.3) 3.4 Increase/(decrease) in trade and other payables 23 4.1 (0.5) Adjustments to reconcile loss to net cash inflow/(outflow) in operating activities (2.9) 36.7

Please see Note 24 for the changes in liabilities from financing activities.

29. Retirement benefits

The Molten Ventures Group makes contributions to personal pension schemes set up to benefit its employees. The Group has no interest in the

assets of these schemes and there are no liabilities arising from them beyond the agreed monthly contribution for each employee or member that

is included in employment costs in the profit and loss account as appropriate.

30. Fair value measurements

i. Fair value hierarchy

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are recognised and

measured at fair value in the financial statements. This section should be read with reference to Note 5(a) and Note 17. As outlined in Note 5(a),

valuation of unquoted equity investments at fair value through profit or loss is a critical accounting estimate and actuals may differ from estimates.

The Group has considered the impact of sustainability and climate-related risks on its portfolio, and considers these to be immaterial to the value

of our portfolio for FY25 (FY24: immaterial), owing to the nature of the underlying investments and taking into consideration the climate risk impact

channels and their financial impact across the portfolio companies, however this will be monitored each year to assess any changes. The Group

recognised a number of climate-related opportunities within the portfolio via our climate tech thesis, with 4 new and 2 follow-on investments in

energy and climate tech companies made during the year. The inputs to our valuations are described in the sensitivities analysis table below, and

as these are more short-term in nature (e.g. forecast revenue for the current year applied to current market multiples, and recent transactions),

we do not currently see any material impacts on these inputs from the longer-term risks set out in our TCFD Report and, therefore, values as at 31

March 2025. We also recognise that, although the risks are not currently material, they could become material in the medium to long term without

mitigating actions, which are described within the TCFD Report located within our Sustainability Report. For further discussion of our climate-

related risks and opportunities, please see our TCFD summary page and Principal Risks section of the Strategic Report.

The Group classifies financial instruments measured at fair value through profit or loss (“FVTPL”) according to the following fair value hierarchy

prescribed under the accounting standards:

• Level 1: inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement

date (31 March 2025; and 31 March 2024 for comparatives);

• Level 2: inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or

indirectly; and

• Level 3: inputs are unobservable inputs for the asset or liability.

A Merger Relief Reserve of £36.9 million was created on the issue of 14,785,049 ordinary Shares of 250 pence each in Molten Venture plc as

consideration for the acquisition of 100% of the capital interest in Forward Partners Group plc on 14 March 2024.

Share-based payment reserve

Where the Group engages in equity-settled share-based payment transactions, the fair value at the date of grant is recognised as an expense

over the vesting period of the options. The corresponding credit is recognised in the share-based payment reserve. Please see Note 15 for

further details on how the fair value at the date of grant is recognised.

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30. Fair value measurements continued

All financial instruments measured at FVTPL in both periods presented are financial assets relating to holdings in high-growth technology

companies. The Group invests in special purpose vehicles and limited partnerships, which are considered to be investment companies that invest

mostly in equities for the benefit of the Group. As set out in Note 4(b), these are held at their respective net asset values and, as such, are noted

to be all Level 3 for FY24 and FY25. For details of the reconciliation of those amounts please refer to Note 17. The additional disclosures below are

made on a look-through basis and are based on the Gross Portfolio Value (“GPV”). In order to arrive at the Net Portfolio Value (“NPV”), which is

the value recognised as investments held at FVTPL in the statement of financial position, the GPV is subject to deductions for the fair value of carry

liabilities and adjustments for Irish deferred tax. UK deferred tax is recognised in the consolidated statement of financial position as a liability to

align the recognition of deferred tax to the location in which it will likely become payable on realisation of the assets. For details of the GPV and

its reconciliation to the investment balance in the financial statements, please refer to the extract of the Gross Portfolio Value table below:

Carry external (94.0) – 1.9 – – 5.0 5.0 (87.1)

Non-Fair value of investment Movement Fair value Fair value of investments cash in foreign Movement movement investments 31-Mar-24 Investments Realisationsmovementexchangein fair value31-Mar-2531-Mar-25Investments£m £m £m £m £m £m £m £m Gross Portfolio Value 1,378.9 72.6 (134.6) – (21.6) 72.1 50.5 1,367.4 Carry external (87.1) – 12.4 – – (12.8) (12.8) (87.5)Trading carry and0.3 – – – – (0.3) (0.3) – co-investNon-investment cash movements – – – 14.7 – (14.7) (14.7) – Net Portfolio Value 1,292.1 72.6 (122.2) 14.7 (21.6) 44.3 22.7 1,279.9 Non-Fair value of investment Movement Fair value Fair value of investments cash in foreign Movement movement investments 31-Mar-23 Investments Realisationsmovementexchangein fair value31-Mar-2431-Mar-24Investments£m £m £m £m £m £m £m £m Gross Portfolio Value 1,370.8 65.3 (38.9) – (23.9) 5.6 (18.3) 1,378.9 Trading carry and0.3 – – – – – – 0.3 co-investNon-investment cash movements – – – 15.8 – (15.8) (15.8) – Net Portfolio Value 1,277.1 65.3 (37.0) 15.8 (23.9) (5.2) (29.1) 1,292.1

Carry external – this relates to accrued carry that is due to former and current employees or managers external to the Group. These values are

calculated based on the reported fair value, applying the provisions of the limited partnership agreements to determine the value that would be

payable by the Group’s investment entities to external managers and the carried interest partnerships.

Trading carry and co-invest – this relates to accrued carry that is due to the Group.

Non-investment cash movements – this relates to cash movements relating to management fees and other non-investment cash movements to

the subsidiaries held at FVTPL.

Level 1 investments were realised during the year ended 31 March 2024, with no Level 1 realisations occurring in the year ended 31 March 2025.

There were no transfers out of Level 3 and into Level 1 in both periods. The Group’s policy is to recognise transfers into and out of fair value

hierarchy levels as at the end of the reporting period.

158 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

Fair value measurementsLevel 1Level 2Level 3Total At 31 March 2025 £m £m £m £m Financial assets at fair value through profit or loss Quoted investments – – – – Unquoted investments being made up of: Unquoted investments – enterprise technology – – 540.0 540.0 Unquoted investments – consumer technology – – 235.7 235.7 Unquoted investments – hardware and deeptech – – 289.5 289.5 Unquoted investments – digital health – – 34.1 34.1 Unquoted investments – other* – – 268.1 268.1 Total financial assets – – 1,367.4 1,367.4 Fair value measurementsLevel 1Level 2Level 3Total At 31 March 2024 £m £m £m £m Financial assets at fair value through profit or loss Quoted investments – – – – Unquoted investments being made up of: – – 1,378.9 1,378.9 Unquoted investments – enterprise technology – – 567.4 567.4 Unquoted investments – consumer technology – – 147.5 147.5 Unquoted investments – hardware and deeptech – – 317.3 317.3 Unquoted investments – digital health – – 71.8 71.8 Unquoted investments – other* – – 274.9 274.9 Total financial assets – – 1,378.9 1,378.9

* ”other” includes Fund of Funds investments and Earlybird investments where we do not perform a look-through valuation. This differs from the analysis in the Strategic Report in

order to align to valuation methodologies. Within the Strategic Report, additional Earlybird companies are included within the sector analysis.

ii. Valuation techniques used to determine fair values

The fair value of unlisted securities is established with reference to the IPEV Guidelines. In line with the IPEV Guidelines, the Group may base

valuations on earnings or revenues where applicable, market comparables, calibrated price of recent investment in the investee companies,

or on net asset values of underlying funds (“NAV of underlying funds”). An assessment will be made at each measurement date as to the most

appropriate valuation methodology, including that for investee companies owned by third-party funds that Molten Ventures plc invests in and

which are valued on a look-through basis.

Financial instruments, measured at fair value, categorised as Level 3 can be split into three main valuation techniques:

• Calibrated price of recent investment;

• Revenue-multiple; and

• NAV of underlying fund.

Each portfolio company will be subject to individual assessment.

For a valuation based on calibrated price of recent investment, the recent round enterprise value is calibrated against the equivalent value at year-

end using a revenue-multiple valuation methodology as well as in relation to technical/product milestones since the round and the company’s

trading performance relative to the expectations of the round.

For a valuation based on a revenue-multiple, the main assumption is the multiple. The multiple is derived from comparable listed companies or

relevant market transaction multiples. Companies in the same industry, geography, and, where possible, with a similar business model and profile

are selected and then adjusted for factors including liquidity risk, growth potential and relative performance.

Where the Group invests in Fund of Fund investments, the value of the portfolio will be reported by the fund to the Group. The Group will ensure

that the valuations comply with the Group policy and that they are adjusted with any cash and known valuation movements where reporting

periods do not align.

See also Note 5(a) where valuation policies are discussed in more detail.

MOLTENVENTURES.COM 159

FINANCIALS

30. Fair value measurements continued

iii. Fair value measurements using significant unobservable inputs (Level 3)

The table below presents the changes in Level 3 items for the years ending 31 March 2024 and 31 March 2025.

Level 3 valuations £m Opening balance at 1 April 2023 1,358.8 Investments 65.4 Losses (16.6) Realisations (28.7) Closing balance at 31 March 2024 1,378.9 Investments 72.6 Gains 50.5 Realisations (134.6) Closing balance at 31 March 2025 1,367.4

160 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

iv. Valuation inputs and relationships for fair value

The following table summarises the quantitative information about the significant unobservable inputs used in Level 3 fair value measurements:

166.8 194.3

181.5 158.1 200.2

5.2 4.6 5.6

(FY24: 450.4) (FY24: 376.6)

(FY24: 157.0) (FY24: 128.8)

to the revenue–multiple

(FY24: 162.2)

(FY24: 344.9) (FY24: 282.2)

Fair value Fair value impact of impact of Valuation Fair value atSensitivity onsensitivities sensitivities technique Sector Significant input* 31-Mar-25 significant input (£m) +10% (£m) -10% Calibrated All Calibrated round enterprise value – Pre and 493.9 10% sensitivity applied 440.8 550.4 price ofpost year-end round enterprise values have to the premium and (FY24: 328.2) (FY24: 289.8) (FY24: 363.4)recent been calibrated with appropriate premiums discount to last round Enterprise investment 180.6 and discounts taken to reflect movements in price.techpublicly listed peer multiples, future revenue projections and timing risk. Premiums and (FY24: 121.3) (FY24: 112.2) (FY24: 131.8)discounts were applied to 40% (2024: 75%) Consumer of the fair value of investments measured techat calibrated price of recent investment. (FY24: 5.7) (FY24: 5.1) (FY24: 6.0)The range of premiums applied is 0.3% to 1.9% (2024: 24% to 137%). The range of Hardware and 126.6 111.3 150.3 discounts taken is between 0.2% to 89.6% Deeptech(2024: 2% to 79%). The weighted average (FY24: 146.6) (FY24: 121.9) (FY24: 168.2)discount taken is 15% (2024: 21%). More Digital health discounts have been applied in the current year, reflecting company performance and (FY24: 54.6) (FY24: 50.6) (FY24: 57.4)market movements. Market All Revenue–multiples are applied to the 605.8 10% sensitivity applied 658.6 542.7 comparablesrevenue of our portfolio companies to (FY24: 737.1)to the revenue–multiple(FY24: 807.6) (FY24: 667.9)determine their enterprise value. 10% sensitivity applied 658.6 542.7 Implied revenue–multiple – the portfolio to the revenue of the (FY24: 807.6) (FY24: 667.9)we have is diversified across sectors and portfolio companygeographies and the companies which Enterprise 359.7 10% sensitivity applied 394.1 325.0 have valuations based on revenue-tech(FY24: 415.8) to the revenue–multiplemultiples have a range of multiples of 10% sensitivity applied between 0.9x–17.0x (2024: 1.2x–14.7x) and 394.1 325.0 a average multiple of 6.7x (2024: 6.6x).to the revenue of the (FY24: 450.4) (FY24: 376.6)Revenue – we select forward revenues portfolio company Consumer 54.2 10% sensitivity applied from our portfolio companies mostly with 58.0 49.8 techreference to financial updates in their (FY24: 141.9) to the revenue–multipleboard packs, adjusted where required 10% sensitivity applied 58.0 49.8 in the event we do not have forward-to the revenue of the (FY24: 157.0) (FY24: 128.8)looking information. Our core portfolio portfolio companymakes up 61% (2024: 62%) of the GPV Hardware and 163.0 10% sensitivity applied 175.2 141.9 and revenue growth in the core portfolio Deeptechfor 2025 is 36% (2024: 52%).(FY24: 179.4) (FY24: 148.6) 10% sensitivity applied The multiple range has remained 175.2 141.9 consistent with the prior financial year to the revenue of the (FY24: 179.4) (FY24: 148.6)March 2024 but there has been an portfolio company Digital health 28.9 10% sensitivity applied increase to the weighted average 31.3 26.0 multiple reflecting the more significant to the revenue–multiple(FY24: 17.2) (FY24: 20.8) (FY24: 13.9)weighting of larger assets. 10% sensitivity applied 31.3 26.0 to the revenue of the (FY24: 20.8) (FY24: 13.9)portfolio company NAV of All NAV of funds, adjusted where required 267.7 10% sensitivity applied 294.6 241.0 underlying – net asset values of underlying funds (FY24: 313.5) to the adjusted NAV of fundreported by the manager. These are funds Enterprise - - - reviewed for compliance with our tech(FY24: 30.3) (FY24: 33.4) (FY24: 27.3)policies and are calibrated for any cash Consumer - - - and known valuation movements where tech(FY24: nil) (FY24: nil) (FY24: nil)reporting periods do not align. Hardware and - - - Deeptech(FY24: 8.5) (FY24: 9.3) (FY24: 7.6) Digital health - - - (FY24: nil) (FY24: nil) (FY24: nil) Other 267.7 294.9 241.3 (FY24: 274.7) (FY24: 302.2) (FY24: 247.3)

*There were no significant inter-relationships between unobservable inputs that materially affect fair values.

MOLTENVENTURES.COM 161

FINANCIALS

30. Fair value measurements continued

31. Financial instruments risk

Financial risk management

Financial risks are usually grouped by risk type: market, liquidity and credit risk. These risks are discussed in turn below.

Market risk – Foreign currency

A significant portion of the Group’s investments and cash deposits are denominated in a currency other than sterling. The principal currency

exposure risk is to changes in the exchange rate between GBP and USD/EUR. Presented below is an analysis of the theoretical impact of 10%

volatility in the exchange rate on shareholder equity.

Theoretical impact of a change in the exchange rate of +/-10% between GBP and USD/EUR would be as follows:

Foreign currency exposures – Investments

31 March 2025

31 March 2024

£m £m

Investments – exposures in EUR 614.1 650.8

10% decrease in GBP 682.4 723.1

10% increase in GBP 558.3 591.6

Investments – exposures in USD 326.6 275.7

10% decrease in GBP 362.8 306.3

10% increase in GBP 296.9 250.6

Certain cash deposits held by the Group are denominated in euros and US dollars. The theoretical impact of a change in the exchange rate of +/-

10% between GBP and USD/EUR would be as follows:

Foreign currency exposures – Cash

31 March 2025

31 March 2024

£m £m

Cash denominated in EUR 8.5 4.5

10% decrease in EUR: GBP 7.7 4.1

10% increase in EUR: GBP 9.4 5.0

Cash denominated in USD 12.0 6.3

10% decrease in USD: GBP 10.9 5.7

10% increase in USD: GBP 13.3 7.0

The combined theoretical impact on shareholders’ equity of the changes to revenues, investments and cash and cash equivalents of a change in

the exchange rate of +/- 10% between GBP and USD/EUR would be as follows:

Foreign currency exposures – Equity

31 March 2025

31 March 2024

£m £m

Shareholders’ equity 1,235.8 1,250.7

10% decrease in EUR: GBP/USD: GBP 1,054.6 1,134.1

10% increase in EUR: GBP/USD: GBP 1,289.0 1,386.1

Market risk – Price risk

Market price risk arises from the uncertainty about the future prices of financial instruments held in accordance with the Group’s investment

objectives. It represents the potential loss that the Group might suffer through holding market positions in the face of market movements. As

stated in Note 5(a) and Note 30, valuation of unquoted equity investments at fair value through profit or loss is a critical accounting estimate and

actuals may differ from estimates.

The Group is exposed to equity price risk in respect of equity rights and investments held by the Group and classified on the balance sheet as

financial assets at fair value through profit or loss (Note 30). These equity rights are held mostly in unquoted high-growth technology companies

and are valued by reference to revenue or earnings multiples of quoted comparable companies (taken as at the year-end date), last round

price (calibrated against market comparables), or NAV of underlying fund, and also in certain quoted high-growth technology companies – as

discussed more fully in Note 5(a). These valuations are subject to market movements.

The Group seeks to manage this risk by routinely monitoring the performance of these investments, employing stringent investment appraisal

processes.

v. Valuations processes

The Audit, Risk and Valuations Committee is responsible for ensuring that the financial performance of the Group is properly reported on

and monitored. In addition to continuous portfolio monitoring through the Board positions held in portfolio companies and the Investment

Committee, a bi-annual strategy day is held every six months to discuss the investment performance and valuations of the portfolio companies.

The Investment Team leads discussions focused on business performances and key developments, exit strategy and timelines, revenue and

EBITDA progression, funding rounds and latest capitalisation table, and valuation metrics of listed peers. Valuations are prepared every six months

by the Finance Team during each reporting period, with direct involvement and oversight from the CFO. Challenge and approvals of valuations

are led by the Audit, Risk and Valuations Committee every six months, in line with the Group’s half-yearly reporting periods.

162 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

Theoretical impact of a fluctuation in equity prices of +/-10% would be as follows:

Valuation methodology

Quoted equity £m Revenue–multiple £m NAV of underlying fund £m

Calibrated price of

recent investment £m

-10% 10% -10% 10% -10% 10% -10% 10%

As at 31 March 2025 – – (58.4) 56.9 (26.8) 26.8 (44.0) 45.9

As at 31 March 2024 – – (68.2) 71.9 (31.4) 31.4 (27.2) 29.3

Given the impact on both private and public markets from current market volatility, which could impact the valuation of our unquoted and

quoted equity investments, we further flexed by 20% in order to analyse the impact on our portfolio of larger market movements. Theoretical

impact of a fluctuation of +/- 20% would have the following impact:

Valuation methodology

Quoted equity £m Revenue–multiple £m NAV of underlying fund £m

Calibrated price of

recent investment £m

-20% 20% -20% 20% -20% 20% -20% 20%

As at 31 March 2025 – – (117.9) 111.0 (53.6) 53.6 (89.0) 91.7

As at 31 March 2024 – – (138.5) 139.2 (62.7) 62.7 (54.7) 57.1

Liquidity risk

Cash and cash equivalents comprise cash and short-term bank deposits with an original maturity of three months or less held in readily accessible

bank accounts. There is no restricted cash as at 31 March 2025 and 31 March 2024. The carrying amount of these assets is approximately equal to

their fair value. Responsibility for liquidity risk management rests with the Board of Molten Ventures plc, which has established a framework for

the management of the Group’s funding and liquidity management requirements. The Group manages liquidity risk by maintaining adequate

reserves and by continuously monitoring forecast and actual cash flows. The utilisation of the Debt Facility and requirement for utilisation requests

is monitored as part of this process, the Debt Facility is not linked to the liquidity of the Group and further drawdowns on the Debt Facility have

been considered within the going concern assessment. For the contractual maturities of the Group’s liabilities see tables below.

Contractual maturities of liabilities

Less than

6–12 months

Between

Total contractual

Carrying

amount

at 31 March 2025 (£m) 6 months 1–2 years 2–5 years cash flows

Trade and other payables (13.0) (0.1) – – (13.1) (13.1)

Fees on facility 0.6 – – – 0.6 0.6

Facility (6.3) (6.3) (126.3) – (138.9) (120.0)

Provisions – (0.1) – – (0.1) (0.1)

Current lease liabilities (0.1) (0.2) – – (0.3) (0.3)

Non-current lease liabilities – – (0.8) (0.5) (1.3) (1.3)

Total shown in the

statement of financial position (18.8) (6.7) (127.1) (0.5) (153.1) (134.2)

Contractual maturities of liabilities

Less than

6–12 months

Between

Total contractual

Carrying

amount

at 31 March 2024 (£m) 6 months 1–2 years 2–5 years cash flows

Trade and other payables (9.0) (0.1) – – (9.1) (9.1)

Fees on facility 0.6 – – – 0.6 0.6

Facility (5.0) (5.0) (95.0) – (105.0) (90.0)

Provisions – (0.3) – – (0.3) (0.3)

Current lease liabilities – – – – – –

Non-current lease liabilities – – – – – –

Total shown in the

(13.4) (5.4) (95.0) – (113.8) (98.8)

statement of financial position

Lease liabilities fall due over the term of the lease. The Debt Facility has a term of three years – for further details, see Note 24(i). All other Group

payable balances at balance sheet date and prior periods fall due for payment within one year.

As part of our Fund of Funds, Earlybird, Irish Co-Invest and Molten SP I LP strategy, we make commitments to funds to be drawn down over the

life of the fund. Projected drawdowns due by the Company are monitored as part of the monitoring process above.

MOLTENVENTURES.COM 163

FINANCIALS

31. Financial instruments risk continued

Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss. The Group is exposed to this

risk for various financial instruments, for example by granting receivables to customers and placing deposits. As part of the Group’s investments,

the Group invests in debt instruments such as bridging loans and convertible loan notes (included within the investments held at FVTPL). This

is not included below as the risk is considered as part of the fair value measurement. The Group’s trade receivables are amounts due from the

investment funds under management, or underlying portfolio companies. The Group’s maximum exposure to credit risk is limited to the carrying

amount of trade receivables, cash and cash equivalents, and restricted cash at each year-end is summarised below:

31 March 202531 March 2024Classes of financial assets impacted by credit risk, carrying amounts £m £m Trade and other receivables 1.9 1.6 Cash and cash equivalents 89.0 57.0 Total 90.9 58.6

The Directors consider that expected credit losses relating to the above financial assets are immaterial for each of the reporting dates under review

as they are of good credit quality. In respect of trade and other receivables, the Group is not exposed to significant risk as the principal customers

are the investment funds managed by the Group, and in these the Group has control of the banking as part of its management responsibilities.

Investments in unlisted securities are held within limited partnerships for which Esprit Capital Partners LLP acts as manager, and, consequently, the

Group has responsibility itself for collecting and distributing cash associated with these investments. The credit risk of amounts held on deposit is

limited by the use of reputable banks with high-quality external credit ratings and, as such, is considered negligible. The Group has an agreed list

of authorised counterparties. Authorised counterparties and counterparty credit limits are established within the parameters of the Group Treasury

Policy to ensure that the Group deals with creditworthy counterparties and that counterparty concentration risk is addressed. Any changes to

the list of authorised counterparties are proposed by the CFO after carrying out appropriate credit worthiness checks and any other appropriate

information, and the changes require approval from the Board. Cash at 31 March 2025 is held with the following institutions (and their respective

Moody’s credit rating): (1) Barclays Bank plc (baa2); and (2) HSBC UK Limited (Aa3). Cash equivalents at 31 March 2025 comprise a holding in

Goldman Sachs Sterling, Euro and US Dollar Government Liquid Reserves Fund (Moody's credit rating AAA-mf).

Capital management

The Group’s objectives when managing capital are to:

• safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other

stakeholders; and

• maintain an optimal capital structure.

The Group is funded through equity and debt at the balance sheet date. During the year, the Group had £120.0 million term loan which has been

fully drawn and an undrawn £60.0 million revolving credit facility, please refer to Note 24(i) for further details regarding the loan.

In order to maintain or adjust the capital structure, the Group may make distributions to shareholders, return capital to shareholders, issue new

shares or sell assets between related parties or otherwise to manage cash.

Interest rate risk

The Group’s interest rate risk arises from borrowings on the £180.0 million Debt Facility with JPM and HSBC, which was entered into in September

2022 and extended in September 2024, at which point £120.0 million term loan was drawn down (31 March 2024: £90.0 million drawn). The

Group’s borrowings are denominated in GBP and are carried at amortised cost.

£38.0 million was drawn from the revolving credit facility 30 November 2023 and fully repaid on 21 December 2023. Interest was charged at a rate

of SONIA plus 5.50%. An additional £30.0 million was drawn down from the facility when the loan was extended on 7 September 2024.

The term loan balance remains outstanding at the year-end. The interest charged on future drawdowns will fluctuate with the movements

on SONIA.

164 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

32. Related-party transactions

The Group has various related parties stemming from relationships with Limited Partnerships managed by the Group, its investment portfolio, its

advisory arrangements/Directors’ fees (Board seats) and its key management personnel.

Key management personnel compensation

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the

Group, and are considered to be the Directors of the Company listed on pages 80 to 81 of the Annual Report.

Year endedYear ended31 March 2025 31 March 2024£m £m Wages and salaries 2.4 2.4 Defined contribution pension costs 0.2 0.2 Social security contributions and similar taxes 0.3 0.3 Carried interest paid 2.8 0.6 Total 5.7 3.5

The details of individual Directors’ remuneration and pension benefits, as set out in the tables contained in the Directors’ Remuneration Report on

page 105, form part of these consolidated financial statements.

During the year, employees of Molten Ventures plc, including key management personnel,, were granted and exercised share options – see

Note 15 for further details.

Transactions with other related parties

In addition to key management personnel, the Company has related parties in respect of its subsidiaries and other related entities.

Management fees

Fees are received by the Group in respect of the EIS and VCT funds as well as unconsolidated structured entities managed by Esprit Capital

Partners LLP, which is consolidated into the Group. The EIS funds are managed by Encore Ventures LLP under an Investment Management

Agreement; Encore Ventures LLP is a consolidated subsidiary of the Group. Molten Ventures VCT plc is managed under an Investment

Management Agreement by Elderstreet Investments Limited, which is a consolidated subsidiary of the Group. Management fees are received by

the Group in respect of these contracts. See Note 4(b) for further information on consolidation.

Year ended Year ended31 March 2025 31 March 2024Management fees recognised in the statement of comprehensive income resulting from related-party transactions £m £m Management fees from unconsolidated structured entities 12.0 14.3 Management fees from EIS and VCT funds 6.1 5.6

Directors’ fees

Administration fees for the provision of Director services are received where this has been agreed with the portfolio companies. These amounts

are immaterial. At times, expenses incurred relating to Director services can be recharged to portfolio companies – these are also immaterial.

Molten Ventures does not exercise control or management through any of these Non-Executive positions.

Carry payments

Carry was paid to 26 beneficiaries in the year, of which the below was to related parties. Carry payments have been made in respect of Esprit

Capital III LP, Esprit Capital IV LP, and Esprit Investments (2)(B)(II) LP to key management personnel in FY24 and FY25. Please see the Directors’

Remuneration Report for further details.

Year endedYear ended31 March 2025 31 March 2024£m £m Carry payments 3.5 0.6

Performance fees

Performance fees have not been paid during the year by the EIS and VCT funds to Esprit Capital Partners LLP. At 31 March 2025, £0.4 million was

unpaid (31 March 2024: £0.1 million).

Year endedYear ended31 March 2025 31 March 2024£m £mPerformance fees 0.4 0.1

MOLTENVENTURES.COM 165

FINANCIALS

32. Related party transactions continued

Unconsolidated structured entities

The Group has exposure to a number of unconsolidated structured entities as a result of its Venture Capital investment activities.

The Group ultimately invests all funds via a number of limited partnerships via Molten Ventures plc’s wholly owned subsidiaries, Molten

Ventures (Ireland) Limited and Molten Venture Holdings Limited. These are controlled by the Group and not consolidated, but they are held as

investments at fair value through profit or loss on the consolidated statement of financial position in line with IFRS 10 (see Note 4(b) for further

details and for the list of these investment companies and limited partnerships). The material assets and liabilities within these investment

companies are the underlying investments.

The Group has beneficial interest to these assets since the acquisition and, as such, holds them as investments at fair value through profit and loss

in the consolidated financial statements as part of the fair value of the investment companies, which are set out in the table below.

31 March 31 March 20252024Name of undertaking Registered office Activity Holding Country £m £mEsprit Investments (1)(B) LP 20 Garrick Street, Limited Partnership pursuant to which the 78% England 10.3 10.6 London, WC2E 9BTGroup and Molten Ventures FoF I LP hold Fund of Fund investmentsEsprit Investments (2)(B) LP 20 Garrick Street, Limited Partnership pursuant to which the 78% England 73.3 53.1 London, WC2E 9BTGroup and Molten Ventures FoF I LP hold Fund of Fund investmentsEsprit Investments (1)(B) 20 Garrick Street, Limited partnership uses to hold the Group's 100% England – –(SC) LPLondon, WC2E 9BTinvestments which were previously held by Seedcamp Fund's I and IIMolten Ventures (Ireland) 32 Molesworth Street, Investment entity 100% Ireland 789.6 951.4 LimitedDublin 2, IrelandEsprit Capital III, L.P. 20 Garrick Street, Limited Partnership pursuant to which the 100% England 2.9 32.8 London, WC2E 9BTGroup makes certain investmentsEsprit Capital IV LP 20 Garrick Street, Limited Partnership pursuant to which the 100% England 0.8 8.9 London, WC2E 9BTGroup makes certain investmentsDFJ Europe X LP c/o Maples Limited Partnership pursuant to which the 100% Cayman – 3.2 Corporate Services Group makes certain investments IslandsLimited at PO Box (Dissolved)309, Ugland House, Grand Cayman, KY1-1104, Cayman IslandsEsprit Investments (1) L.P. 20 Garrick Street, Limited Partnership pursuant to which 100% England 116.6 147.3 London, WC2E 9BTthe Group makes certain investmentsEsprit Investments (2) LP 20 Garrick Street, Limited Partnership pursuant to which 100% England 669.4 761.8 London, WC2E 9BTthe Group makes certain investmentsMolten Ventures Holdings 20 Garrick Street, Intermediate Company and Qualifying Asset 100% England 295.1 85.0 LtdLondon, WC2E 9BTHolding Company (“QAHC”)Molten Ventures 20 Garrick Street, Limited Partnership pursuant to which the 100% England 116.0 29.8 Investments LPLondon, WC2E 9BTGroup makes certain investmentsMolten Ventures FoF I LP 20 Garrick Street, Limited partnership under the Group’s 50% England 16.0 14.5 London, WC2E 9BTmanagement which makes Fund of Fund investmentsMolten Ventures 20 Garrick Street, Limited Partnership under the Group's 56% England 11.2 3.5 Investments (Ireland) I LPLondon, WC2E 9BTmanagement which makes Irish domiciled investmentsEsprit Investments (2)(B)20 Garrick Street, Limited Partnership pursuant to which the 100% England 202.2 160.5 (II) LPLondon, WC2E 9BTGroup makes certain investmentsForward Partners 1 L.P. 20 Garrick Street, Limited Partnership pursuant to which the 100% England 14.4 11.4 London, WC2E 9BTGroup makes certain investmentsForward Partners III L.P. 20 Garrick Street, Limited Partnership pursuant to which the 100% England 29.8 46.8 London, WC2E 9BTGroup makes certain investmentsForward Partners II L.P. 20 Garrick Street, Limited Partnership pursuant to which the 100% England 14.3 6.8 London, WC2E 9BTGroup makes certain investments

166 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

34. Ultimate controlling party

The Directors of Molten Ventures plc do not consider there to be a single ultimate controlling party of the Group (31 March 2024: none).

33. Capital commitments

The Group makes commitments to Fund of Funds (including funds invested in as part of our partnership with Earlybird) as part of its investment

activity, which will be drawn down as required by the funds over their investment period. Contractual commitments for the following amounts

have been made as at 31 March 2025 but are not recognised as a liability on the consolidated statement of financial position:

31 March 202531 March 2024 £m £m Undrawn capital commitments 55.0 84.1 Total capital commitments 311.2 316.5

Total fair value to the Group of these seed funds (including Earlybird) is £346.5 million of total investments (31 March 2024: £312.3 million).

35. Alternative Performance Measures (“APM”)

The Group has included the APMs listed below in this report as they highlight key value drivers for the Group and, as such, have been deemed by

the Group’s management to provide useful additional information to readers of this report. These measures are not defined by IFRS and should

be considered in addition to IFRS measures.

Gross Portfolio Value (“GPV”)

The GPV is the gross fair value of the Group’s investment holdings before deductions for the fair value of carry liabilities and any deferred tax.

The GPV is subject to deductions for the fair value of carry liabilities and deferred tax to generate the net investment value, which is reflected on

the consolidated statement of financial position as financial assets held at FVTPL. Please see Note 30(i) for a reconciliation to the net investment

balance.

This table also shows the Gross to Net movement, which is 94% in the current year calculated as the net investment value (£1,279.9 million) divided

by the GPV (£1,367.4 million). The table reflects a Gross fair value movement of (£50.5 million), on an opening balance of £1,378.9 million, which is a

4% percentage change on the 31 March 2024 GPV. This is described in the report as the Gross fair value decrease/increase.

Net Portfolio Value (“NPV”)

The NPV is the net fair value of the Group’s investment holdings after deductions for the fair value of carry liabilities and any deferred tax from

the GPV.

The NPV is the value of the Group’s financial assets classified at “fair value through profit or loss” on the statement of financial position.

NAV per share

The NAV per share is the Group’s net assets attributable to shareholders divided by the number of shares at the relevant reporting date. See the

calculation in Note 13. Please see further details relating to the calculation of the Net Portfolio Value in Note 30 (i).

Net fair value movement

This is the fair value movement as calculated by dividing the fair value movement, excluding foreign exchange movements, by the opening Gross

Portfolio Value at the relevant period.

Gross Portfolio fair value movement

This is the fair value movement as calculated by dividing the fair value movement, including foreign exchange movements, by the opening Gross

Portfolio Value at the relevant period.

Molten Ventures (Ireland) Limited invests via the following limited partnerships: Esprit Investments (1) LP, Esprit Investments (2) LP, Esprit Capital IV

LP and Esprit Capital III LP.

Molten Ventures Holdings Limited invests in or via the following limited partnerships: Molten Ventures Investments LP, Molten Ventures FoF I LP,

Esprit Investments (2)(B)(ii) LP, Molten Ventures Investments (Ireland) I LP, Forward Partners 1 L.P, Forward Partners II L.P, and Forward Partners

III L.P.

The investments balance in the consolidated statement of financial position also includes investments held by consolidated entities.

The Group also co-invests or historically co-invested with a number of limited partnerships (see Note 4(b) for further details). The exposure to

these entities is immaterial.

Vested but unrealised carried interest of £0.04 million is recognised by the Group via Encore I Founder LP (14.5% aggregate carry LP interest) and

Esprit Capital III Carried Interest LP (2.2% aggregate carry LP interest).

MOLTENVENTURES.COM 167

FINANCIALS

Platform AuM

The latest available fair value of investments held at FVTPL and cash managed by the Group, including funds managed by Elderstreet Investments

Limited, Encore Ventures LLP, and Esprit Capital Partners LLP. This includes a deduction for Molten Ventures plc operating costs budget for the

year. We also refer to the EIS and VCT fund AUM separately within the report.

Operating costs as a % of year-end NAV

This is the operating costs, net of fee income and exceptional items divided by year-end NAV.

35. Alternative Performance Measures (“APM”) continued

36. Exceptional items

There are no exceptional costs in the year ending 31 March 2025. Exceptional costs in the year ended 31 March 2024 (£3.6 million) primarily

consists of costs relating to the acquisition of Forward Partners Group Limited and equity raise.

The majority of these costs include fees relating to brokers, legal advisory, listing and reporting accountant.

37. Subsequent events

There are no post balance sheet events requiring adjustments or disclosure.

168 ANNUAL REPORT FY25

Notes to the consolidated financial statements

continued

Notes

Year ended

31 March 2025 31 March 2024

£m £m

Non-current assets

Financial assets held at fair value through profit or loss

6 1,277.1 1,288.5

Investments in subsidiary undertakings

7 13.4 13.4

Property, plant and equipment

4 1.8 0.1

Total non-current assets

1,292.3 1,302.0

Current assets

Trade and other receivables

9 13.6 10.7

Cash and cash equivalents

8 69.5 41.5

Total current assets

83.1 52.2

Current liabilities

Trade and other payables

11 (19.6) (17.1)

Lease liabilities

(0.3) –

Total current liabilities

(19.9) (17.1)

Non-current liabilities

Deferred tax

16 (12.7) (11.5)

Provisions

(0.1) (0.3)

Loans and borrowings

10 (121.0) (89.4)

Total non-current liabilities

(133.8) (101.2)

Net assets

1,221.7 1,235.9

Equity

Share capital

12 1.9 1.9

Share premium account

12 671.2 671.2

Other reserves

13 62.7 74.7

Retained earnings

485.9 488.1

Equity attributable to owners of Molten Ventures plc

1,221.7 1,235.9

The Directors have taken advantage of the exemption available under Section 408 of the Companies Act 2006 and have not presented a

statement of comprehensive income for the Company. The Company’s loss for the year ended 31 March 2025 was £2.2 million (31 March 2024: loss

of £49.4 million).

The Company financial statements should be read in conjunction with the accompanying notes. The Company financial statements on pages 169

to 177 were authorised for issue by the Board of Directors on 10 June 2025 and were signed on its behalf.

Andrew Zimmermann

Chief Financial Officer

Molten Ventures plc registered number 09799594

MOLTENVENTURES.COM 169

FINANCIALS

Company statement of financial position

As at 31 March 2025

Year ended 31 March 2025

Other

Retained

earnings

Total

£m Note capital premium reserves equity

Brought forward as at 1 April 2024 1.9 671.2 74.7 488.1 1,235.9

Comprehensive expense for the year

Loss for the year – – – (2.2) (2.2)

Total comprehensive expense for the year – – – (2.2) (2.2)

Contributions by and distributions to the owners:

Contribution of equity, net of transaction costs and tax 12 – – – – –

Share premium 12 – – – – –

Options granted and awards exercised 14 – – 4.9 – 4.9

Acquisition of treasury shares – – (16.9) – (16.9)

Total contributions by and distributions to the owners – – (12.0) – (12.0)

Balance as at 31 March 2025 1.9 671.2 62.7 485.9 1,221.7

Year ended 31 March 2024

Other

Retained

earnings

Total

£m Note capital premium reserves equity

Brought forward as at 1 April 2023 1.5 615.9 33.3 537.5 1,188.2

Comprehensive expense for the year

Loss for the year – – – (49.4) (49.4)

Total comprehensive expense for the year – – – (49.4) (49.4)

Contributions by and distributions to the owners:

Contribution of equity, net of transaction costs and tax 12 0.4 - 36.9 – 37.3

Share premium 12 – 55.3 – – 55.3

Options granted and awards exercised 14 – – 4.5 – 4.5

Total contributions by and distributions to the owners 0.4 55.3 41.4 – 97.1

Balance as at 31 March 2024 1.9 671.2 74.7 488.1 1,235.9

The consolidated financial statements should be read in conjunction with the accompanying notes.

170 ANNUAL REPORT FY25

Company statement of changes in equity

For the year ended 31 March 2025

1. Basis of preparation

The financial reporting framework that has been applied in the preparation of the Company’s financial statements is Financial Reporting Standard

101, ‘Reduced Disclosure Framework’ (FRS 101). The financial statements have been prepared under the historical cost convention, as modified

by the revaluation of certain financial assets and financial liabilities measured at fair value through profit or loss, and in accordance with the

Companies Act 2006. The Company has taken advantage of disclosure exemptions available under FRS 101 as explained below. The financial

statements are prepared on a going concern basis.

A summary of the more important Company accounting policies, which have been consistently applied except where noted, is set out in the

relevant notes below.

The following exemptions from the requirements of IFRS have been applied in the preparation of these financial statements, in accordance with

FRS 101:

• paragraphs 45(b) and 46 to 52 of IFRS 2 'Share-based Payment' (details of the number and weighted average exercise prices of share options,

and how the fair value of goods or services received was determined);

• IAS 7 'Statement of Cash Flows';

• the requirements in IAS 24 'Related Party Disclosures' to disclose related-party transactions entered into and between two or more members of

a group;

• IAS 1 'Presentation of Financial Statements' and the following paragraphs of IAS 1: 10(d) (statement of cash flows), 16 (statement of compliance

with all IFRS), 111 (cash flow statement information), and 134–136 (capital management disclosures).

No new standards have been adopted in the current financial year ending 31 March 2025 or in the prior financial year ending 31 March 2024.

2. Critical accounting estimates and judgements

The Directors have made judgements and estimates with respect to those items that have made the most significant effect on the carrying

amounts of the assets and liabilities in the financial statements. The Directors have concluded that the critical judgements and estimates in the

Company financial statements are consistent with those applied in the consolidated financial statements, further details of which can be found in

Note 5 of the consolidated financial statements.

3. Investments in subsidiary undertakings

Investments in subsidiaries are held at cost less any provision for impairment with the exception of unconsolidated investment entity subsidiaries

that are held at fair value.

4. Property, plant and equipment

Fixtures and equipment are stated at cost less accumulated depreciation and any recognised impairment loss. Depreciation is recognised to write

off the cost or valuation of assets less their residual values over their useful lives, using the straight-line method, on the following basis:

Leasehold improvements – over the term of the lease

Fixtures and equipment – 33% per annum straight line

Computer equipment – 33% per annum straight line

The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting year, with the effect of any

changes in estimate accounted for on a prospective basis

As at 31 March 2025

Right-of-use

assets

£m

Furniture and

fixtures

£m

Computer

equipment

£m

Total

£m

Cost

Cost carried forward as at 1 April 2024 1.6 0.8 0.2 2.6

Additions during the year 2.0 – – 2.0

Disposals during the year (1.6) – – (1.6)

Cost as at 31 March 2025 2.0 0.8 0.2 3.0

Accumulated depreciation

Depreciation carried forward as at 1 April 2024 (1.6) (0.7) (0.2) (2.5)

Charge for the year (0.3) – – (0.3)

Disposals during the year 1.6 – – 1.6

Accumulated depreciation as at 31 March 2025 (0.3) (0.7) (0.2) (1.2)

Net book value

As at 31 March 2025 1.7 0.1 – 1.8

As at 31 March 2024 – 0.1 – 0.1

MOLTENVENTURES.COM 171

FINANCIALS

Notes to the Company financial statements

4. Property, plant and equipment continued

5. Results for the Company

The Auditors’ remuneration for audit services and other services is disclosed in Note 10 to the consolidated financial statements.

6. Financial assets held at fair value through profit or loss

Name of undertaking Registered office Activity Holding Country

31 March

2025

31 March

2024

£m £m

Esprit Investments (1) (B) LP 20 Garrick Street, London,

WC2E 9BT

Limited Partnership pursuant to which

the Group and Molten Ventures FoF I LP

hold Fund of Fund investments

78% England 10.3 10.6

Esprit Investments (2) (B) LP 20 Garrick Street, London,

WC2E 9BT

Limited Partnership pursuant to which

the Group and Molten Ventures FoF I LP

hold Fund of Fund investments

78% England 73.3 53.1

Molten Ventures (Ireland)

Limited

32 Molesworth Street,

Dublin 2, Ireland

Investment entity 100% Ireland 788.7 951.5

Molten Ventures Holdings

Limited

20 Garrick Street, London

WC2E 9BT

Intermediate Company and Qualifying

Asset Holding Company (“QAHC”)

100% England 242.4 85.0

Esprit Investments 1(B)(SC)

20 Garrick Street, London

WC2E 9BT

Limited Partnership pursuant to which

the Group makes certain investments

100% England – –

Esprit Investments 2 (B) (ii) LP 20 Garrick Street, London

WC2E 9BT

Limited Partnership pursuant to which

the Group makes certain investments

100% England 162.4 123.3

Forward Partners 1 L.P. 20 Garrick Street, London,

WC2E 9BT

Limited Partnership pursuant to which

the Group makes certain investments

100% England – 11.4

Forward Partners III L.P. 20 Garrick Street, London,

WC2E 9BT

Limited Partnership pursuant to which

the Group makes certain investments

100% England – 46.8

Forward Partners II L.P. 20 Garrick Street, London,

WC2E 9BT

Limited Partnership pursuant to which

the Group makes certain investments

100% England – 6.8

Totals 1,277.1 1,288.5

2025

2024

£m £m

As at 1 April 1,288.5 1,271.5

Investments made in the year¹ 72.6 65.3

Loans repaid from underlying investment vehicles¹ (134.6) (38.9)

Changes on gains/(losses) on investments held at fair value through profit or loss 50.6 (9.4)

Totals as at 31 March 1,277.1 1,288.5

Investments and loans made in the year are amounts the Company has invested in underlying investment vehicles. This is not the equivalent to the total amount invested in

portfolio companies, as existing cash balances from the investment vehicles are reinvested.

See Note 4(b) in the consolidated financial statements for the accounting policies in respect of investments held at fair value through profit or loss.

As at 31 March 2024

Right-of-use

assets

£m

Furniture and

fixtures

£m

Computer

equipment

£m

Total

£m

Cost

Cost carried forward as at 1 April 2023 1.6 0.8 0.2 2.6

Additions during the year – – – –

Disposals during the year – – – –

Cost as at 31 March 2024 1.6 0.8 0.2 2.6

Accumulated depreciation

Depreciation carried forward as at 1 April 2023 (1.4) (0.7) (0.1) (2.2)

Charge for the year (0.2) – (0.1) (0.3)

Disposals during the year – – – –

Accumulated depreciation as at 31 March 2024 (1.6) (0.7) (0.2) (2.5)

Net book value

As at 31 March 2024 – 0.1 – 0.1

As at 31 March 2023 0.2 0.1 0.1 0.4

172 ANNUAL REPORT FY25

Notes to the company financial statements continued

7. Investments in consolidated subsidiary undertakings, associates and Employee

Benefit Trust

On 15 June 2016, the Company acquired the entire capital interests of Esprit Capital Partners LLP for £13.2 million, which was satisfied in shares and

is held at cost on the Company’s balance sheet within investments in subsidiary undertakings as at 31 March 2025 (2024: £13.2 million).

On 26 November 2016, the Company acquired 30.77% of the capital interests in Elderstreet Holdings Limited, the holding company of Elderstreet

Investments Limited (manager of Molten Ventures VCT plc) for £0.26 million which was held at cost on the Company’s balance sheet at 31 March

2020 within investments in associates. On 9 February 2021, Molten Ventures plc acquired the remaining 69.23% of the issued share capital in

Elderstreet Holdings Limited. Elderstreet Holdings Limited was held as an Investment in Associate on the consolidated statement of financial

position as at 31 March 2020. Total consideration for the remaining issued share capital not previously held was cash consideration of £0.79 million

(with an amount withheld for tax on share options). This transaction is accounted for under IFRS 3 as a business combination achieved in stages

(or “step acquisition”) as this transaction resulted in Molten Ventures plc obtaining control over Elderstreet Holdings Limited and Elderstreet

Investments Limited (as its 100% owned subsidiary). At 31 March 2025, the total investment in subsidiary undertaking is £1.05 million made up of

initial ownership and the cash consideration (31 March 2024: £1.05 million).

On 27 November 2020, Molten Ventures Employee Benefit Trust (the “Trust”) was set up to operate as part of the employee share option schemes.

The Trust is funded via a loan from Molten Ventures plc, which is included in trade and other receivables on the Company statement of financial

position.

On 14 March 2024, Molten Ventures plc acquired 100% of the issued capital of Forward Partners plc in an all-share acquisition scheme of

arrangement, in a ratio of one new Molten Ventures plc ordinary share for every nine Forward Partners plc ordinary shares. In accordance with

IFRS 3, step acquisition accounting was applied as the Company held a 0.76% equity interest in Forward Partners plc before acquisition, at a

fair value of £0.5 million. The Company therefore recognised a loss of £0.04 million on completion of the acquisition as a result of remeasuring

this equity interest at fair value on 14 March 2024. Molten Ventures plc issued 14.8 million new shares in exchange for the issued share capital of

Forward Partners plc. This equates to consideration of £37.0 million based on the closing Molten Ventures plc share price on 14 March 2025 of

£2.504 pence per share.

9. Trade and other receivables

31 March 2025

31 March 2024

£m £m

Trade receivables 0.8 0.3

Other receivables and prepayments 1.1 0.9

Loans made to Group companies 11.5 9.5

Intercompany debtors 0.2 –

Total 13.6 10.7

10. Loans and borrowings

In the year, the Company extended their facility agreement, effective from 7 September 2024, with J.P. Morgan Chase Bank, N.A. (“JPM”) and

HSBC Innovation Banking Limited (“HSBCIB”), which may be used for investment and corporate purposes.

The Extended Debt Facility comprises a £120.0 million term loan (“Term Loan”) drawn on day one and a revolving credit facility (“RCF”) of up to

£60.0 million, both with a three-year tenor. Repayment date is September 2027, or both may be extended by two 12-month periods subject to the

lenders’ willingness to extend and satisfaction of various conditions. The headline interest rate applied on both the Term Loan and RCF remains at

SONIA plus a “margin” of 5.50% per annum. The Debt Facility is secured against various Group assets, LP interests and bank accounts in the Group.

The Group incurred transaction fees of £0.9 million, which are presented within loans and borrowings on the statement of financial position

and are amortised over the life of the facility. Interest-related charges are reported in the consolidated statement of comprehensive income as

finance costs.

8. Cash and cash equivalents

31 March 2025

31 March 2024

£m £m

Cash at bank and on hand 20.3 21.3

Cash equivalents 49.2 20.2

Total 69.5 41.5

Cash on hand earns interest at floating rates based on daily bank deposit rates.

Cash equivalents represent monies held in a sterling Government Liquid Reserves Money Market Fund which can be redeemed daily.

MOLTENVENTURES.COM 173

FINANCIALS

12. Share capital and share premium

31 March 2025 – Allotted and fully paid Number Pence £m

At the beginning of the year 189,046,450 1 1.9

At the end of the year 189,046,450 1 1.9

31 March 2024 – Allotted and fully paid Number Pence £m

At the beginning of the year 152,999,853 1 1.5

Issue of share capital during the year for cash

21,261,548 1 0.2

Share-for-share exchange

14,785,049 1 0.2

At the end of the year 189,046,450 1 1.9

In December 2023, the Company raised equity by issuing 21,261,548 new ordinary shares at 1 pence.

In February 2024, the Company exchanged 14,785,049 ordinary shares as part of the Forward Partners Group Limited acquisition.

Movements in share premium in the statement of changes in equity are shown net of directly attributable costs relating to the share issuance.

Movements in share capital and share premium are explained in Note 26 of the consolidated financial statements.

13. Other reserves

The following table shows a breakdown of the “other reserves” line in the Company statement of financial position and the movements in those

reserves during the year. A description of the nature and purpose of each reserve is provided in Note 27 of the consolidated financial statements.

Year ending 31 March 2025

Own shares

reserve

£m

Merger relief

reserve

£m

Share-based

payments

reserve resulting

from Company

share option

scheme

£m

Share-based

payments

reserve resulting

from acquisition

of subsidiary

£m

Total other

reserves

£m

As at 1 April – 50.0 13.9 10.8 74.7

Share-based payments – – 4.9 – 4.9

Acquisition of shares as part of the share buyback

programme (16.9) – – – (16.9)

As at 31 March (16.9) 50.0 18.8 10.8 62.7

Year ending 31 March 2024

Own shares

reserve

£m

Merger relief

reserve

£m

Share-based

payments

reserve resulting

from Company

share option

scheme

£m

Share-based

payments

reserve resulting

from acquisition

of subsidiary

£m

Total other

reserves

£m

As at 1 April – 13.1 9.4 10.8 33.3

Share-based payments – – 4.5 – 4.5

Share-for-share exchange – 36.9 – – 36.9

As at 31 March – 50.0 13.9 10.8 74.7

11. Trade and other payables

31 March 2025

31 March 2024

£m £m

Trade payables (0.1) (0.2)

Other taxation and social security (0.3) (0.2)

Intercompany creditors (10.8) (9.2)

Other payables (0.3) (0.2)

Accruals and deferred income (8.1) (7.3)

Total (19.6) (17.1)

All trade and other payables amounts are short term. The net carrying value of all financial liabilities is considered a reasonable approximation of

fair value.

174 ANNUAL REPORT FY25

Notes to the company financial statements continued

14. Share-based payments

The Company operates a number of schemes that are explained in Note 15 of the consolidated financial statements. The Company operates the

schemes within the Group, therefore, the details provided in Note 15 are also applicable to the Company.

15. Employee information

Employee benefit expenses (including Directors) comprise:

Year ended

31 March 2025 31 March 2024

£m £m

Wages and salaries 14.0 10.8

Defined contribution pension costs 1.1 1.0

Benefits (healthcare and life assurance) 0.4 0.3

Recruitment costs 0.1 0.2

Social security contributions and similar taxes 1.9 1.4

General employee and employee-related expenses 17.5 13.7

Share-based payment expense arising from Company share option scheme 4.9 4.8

Total employee benefit expenses 22.4 18.5

The monthly average number of persons (including Executive and Non-Executive Directors) employed by the Company during the year was:

Year ended

31 March 2025 31 March 2024

Number Number

Executive Directors 3 3

Non-Executive Directors 4 4

Investment 20 22

Infrastructure 32 24

Total 59 53

Infrastructure comprises finance, marketing, human resources, legal, IT, sustainability, investor relations and administration.

At 31 March 2025, there were four Non-Executive Directors (31 March 2024: five). See Nomination Committee Report for further details of changes

in the year.

16. Deferred tax

Deferred tax is calculated in full on temporary differences under the balance sheet liability method using the tax rate expected to apply when the

temporary differences reverse. See breakdown below:

31 March 2025

31 March 2024

£m £m

Arising on the investment portfolio (11.4) (9.8)

Arising on share-based payments (1.2) (1.6)

Other timing differences (0.1) (0.1)

Deferred tax liability (12.7) (11.5)

At the end of the year (12.7) (11.5)

MOLTENVENTURES.COM 175

FINANCIALS

17. Subsidiary undertakings

The Company has a number of subsidiary undertakings. For a breakdown of the subsidiaries and related undertakings of the Group, of which

Molten Ventures plc is the ultimate parent entity, see Note 4(b) and Note 18 of the consolidated financial statements. See below the list of direct

subsidiaries of Molten Ventures plc.

Name of subsidiary undertaking Activity Holding Registered office

Esprit Capital Partners LLP AIFM to the Company and Esprit Funds 100% 20 Garrick Street, London

WC2E 9BT United Kingdom

Molten Ventures (Nominee) Limited

Nominee company 100% 20 Garrick Street, London

WC2E 9BT United Kingdom

Elderstreet Holdings Limited

Intermediate holding company 100% 20 Garrick Street, London

WC2E 9BT United Kingdom

Molten Ventures (Ireland) Limited Investment entity 100% 32 Molesworth Street,

Dublin 2, Ireland

Esprit Investments (1) (B) LP Limited Partnership pursuant to which the

Company and Molten Ventures FoF I LP hold

Fund of Fund investments

89% 20 Garrick Street, London

WC2E 9BT United Kingdom

Esprit Investments (2) (B) LP

Limited Partnership pursuant to which the

Company and Molten Ventures FoF I LP hold

Fund of Fund investments

89% 20 Garrick Street, London

WC2E 9BT United Kingdom

Grow Trustees Limited Trustee of the Group’s employment benefit trust 100% 20 Garrick Street, London

WC2E 9BT United Kingdom

Molten Ventures Advisors Limited Investment Advisor to the Growth Fund 100% 20 Garrick Street, London

WC2E 9BT United Kingdom

Molten Ventures Holdings Limited Intermediate Company and Qualifying Asset

Holding Company (“QAHC”)

100% 20 Garrick Street, London

WC2E 9BT United Kingdom

Esprit Investments (1)(B)(SC) LP Limited partnership uses to hold the Group's

investments which were previously held by

Seedcamp Fund's I and II

100% 20 Garrick Street, London

WC2E 9BT United Kingdom

Esprit Investments (2)(B)(ii) LP Limited Partnership pursuant to which the Group

makes certain investments

100% 20 Garrick Street, London

WC2E 9BT United Kingdom

Forward Partners Group Limited

Limited Partner to the Forward Funds 100%

20 Garrick Street, London

WC2E 9BT United Kingdom

Molten Ventures (Nominee) Limited is held at cost £Nil (2024: £Nil) on the Company’s balance sheet.

The remaining interest in Elderstreet Holdings Limited, holding company of Elderstreet Investments Limited, was purchased by Molten Ventures plc on 9 February 2021.

For further details, see Note 18 of the FY21 consolidated financial statements.

A minority holding in Esprit Investments (1) (B) LP & Esprit Investments (2) (B) LP was sold within the financial year ended 31 March 2024 to Molten Ventures FoF I LP.

The investments are held through the investment companies as set out in Note 30 in the consolidated financial statements at their respective

net asset values, and as such, are all noted to be Level 3 for FY25 and FY24. The difference between investments disclosed in Note 30 of the

consolidated financial statements and the Company investments relate to interests in unvested carried interest held by subsidiaries of Molten

Ventures plc, which are included in the consolidated financial statements at FVTPL but are not included in the Company financial statements.

Unvested carried interest is carried interest, which is yet to vest, and would be due to the relevant general partner of each fund on realisation

of assets based on measurement date fair values of investments. See table below for a reconciliation to the investment figure in Note 30 of the

consolidated financial statements and the investments figure on the Company statement of financial position.

Year ended

31 March 2025 31 March 2024

£m £m

Molten Ventures plc investments held at fair value through profit or loss 1,277.1 1,288.5

Fair value of investments held in other Group entities* 2.8 3.6

Total 1,279.9 1,292.1

*Refers to the fair value of investments not held by Molten Ventures plc but included within the Consolidated Statement of Financial Position.

The Company holds investments at FVTPL. Refer to Note 30 for the Group’s policies with respect to fair value measurements and Note 2 of the

Company financial statements.

176 ANNUAL REPORT FY25

Notes to the company financial statements continued

18. Financial instruments risk

In the normal course of business, the Company uses certain financial instruments including cash, trade and other receivables and investments.

The Company is exposed to a number of risks through the performance of its normal operations. Refer to Note 31 of the consolidated financial

statements.

20. Subsequent events

Please refer to Note 37 of the consolidated financial statements.

19. Related-party transactions

Key management personnel compensation

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the

Company, and are considered to be the Directors of the Company listed on pages 80 to 81.

Year ended

31 March 2025 31 March 2024

£m £m

Wages and salaries 2.4 2.4

Defined contribution pension costs 0.2 0.2

Social security contributions and similar taxes 0.3 0.3

Carried interest paid 2.8 0.6

Total 5.7 3.5

The details of individual Directors’ remuneration and pension benefits, as set out in the tables contained in the Directors’ Remuneration Report on

page 105, form part of these financial statements.

Other related-party transactions

Please refer to Note 32 in the consolidated financial statements for further details on related-party transactions. In addition to the transactions

referenced in Note 32, the below transactions eliminate on consolidation but are relevant for the Company:

As at 31 March 2025, Molten Ventures plc has a receivable relating to an intercompany loan with Grow Trustees Limited relating to the purchase of

own shares for the benefit of the Molten Ventures Employee Benefit Trust of £11.5 million (31 March 2024: £9.5 million).

During the year, £1.5 million (year ended 31 March 2024: £1.8 million) was invoiced from Molten Ventures plc to Encore Ventures LLP for

overheads, including use of office space at 20 Garrick Street, staff and fixed assets. At year-end, Molten Ventures plc owed £Nil (31 March 2024:

owed £0.1 million). Encore Ventures LLP is a subsidiary of Molten Ventures plc and has a management contract with the EIS funds.

During the year, the Company invoiced Elderstreet Investments Limited, previously an associate and now a subsidiary, £0.4 million (year to

31 March 2024: £0.4 million), with a balance outstanding at year-end of £43k (31 March 2024: £Nil) for overheads, including use of office space at

20 Garrick Street, staff, and fixed assets.

During the year, the Company transferred certain investments totalling £122.2 million (31 March 2024: £Nil) to Molten Ventures Holdings Limited as

part of the a strategy to redesignate the assets to be part of a Qualifying Asset Holding Company.

MOLTENVENTURES.COM 177

FINANCIALS

Directors

Laurence Hollingworth (Chairman)

Grahame Cook (Senior Independent Director)

Stuart Chapman (Executive Director)

Ben Wilkinson (Chief Executive Officer)

Andrew Zimmermann (Chief Financial Officer)

Gervaise Slowey (Non-Executive Director)

Sarah Gentleman (Non-Executive Director)

Lara Naqushbandi (Non-Executive Director)

Registered office

20 Garrick Street

London

England

WC2E 9BT

United Kingdom

Website

www.investors.moltenventures.com/investor-relations/plc

Broker and Joint Financial Adviser

Deutsche Numis

45 Gresham Street

London

EC2V 7BF

United Kingdom

Broker and Euronext Dublin Sponsor

Goodbody Stockbrokers UC

9-12 Dawson Street

Dublin 2

D02 YX99

Ireland

Legal Advisers to the Company

(as to English law)

Gowling WLG (UK) LLP

4 More London Riverside

London

SE1 2AU

United Kingdom

Depositary

Langham Hall UK Depositary LLP

1 Fleet Place

8th Floor

London

EC4M 7RA

United Kingdom

Independent Auditors

PricewaterhouseCoopers LLP

7 More London Riverside

London

SE1 2RT

United Kingdom

Public Relations Adviser

Sodali & Co Limited

The Leadenhall Building

122 Leadenhall Street

London

EC3V 4AB

United Kingdom

Investor Relations Adviser

Equitory

33 Queen Street Pl

London

EC4R 1AP

United Kingdom

Principal Bankers

Barclays Bank plc

1 Churchill Place

London

E14 5HP

United Kingdom

JP Morgan Chase Bank, N.A., London Branch

25 Bank Street

London

E14 5JP

United Kingdom

HSBC Innovation Bank Limited

Alphabeta

14–18 Finsbury Square

London

EC2A 1BR

United Kingdom

Registrar

Equiniti Limited

Aspect House

Spencer Road

Lancing

West Sussex

BN99 6DA

United Kingdom

Company Secretary

Gareth Faith

178 ANNUAL REPORT FY25

Board, management and administration

In this report, where the context permits, the expressions set out below shall bear the following meaning:

“Act”

the UK Companies Act 2006.

“AIM”

AIM, the market of that name operated by the London Stock Exchange.

“Audit, Risk and Valuations Committee”

the Audit, Risk and Valuations Committee of the Board.

“AUM”

assets under management.

“BoE”

Bank of England.

“BVCA”

British, Private Equity & Venture Capital Association.

“Company” or “Molten Ventures” or “Plc”

Molten Ventures plc (formerly Draper Esprit plc), a company incorporated in England and Wales

with registered number 09799594 and having its registered office at 20 Garrick Street, London

WC2E 9BT.

“Core Portfolio” or “Core Portfolio

Companies”

the companies that generally represent highest fair value to Molten, which account for

approximately 61% of the overall portfolio value based on fair values as at 31 March 2025.

“DEF” or “Digital East Fund”

Digital East Fund 2013 SCA SICAR.

“Directors” or “Board”

the Directors of the Company from time to time.

“Earlybird Growth Opportunities fund”

Earlybird Growth Opportunities Fund I GmbH & Co. KG.

“Earlybird Fund IV”

Earlybird GmbH & Co. Beteiligungs-KG IV.

“Earlybird Fund VI”

Earlybird DWES Fund VI GmbH & Co. KG.

“Earlybird Fund VII”

Earlybird DWES Fund VII GmbH & Co. KG.

“EIS”

the EIS funds managed by Encore Ventures LLP (Co. Reg. No. OC347590), which sits outside of the

Group under the management of Encore Ventures. EIS funds being Enterprise Investment Scheme

under the provisions of Part 5 of the Income Tax Act 2007.

“Elderstreet”

Elderstreet Investments Limited, a private company limited by shares incorporated in England and

Wales under registration number 01825358 with its registered office at 20 Garrick Street, London

WC2E 9BT.

"Emerging Core" the revenue generating companies which generally represent the highest fair value to Molten

outside of the core, which account for approximately 8% of the overall portfolio value based on fair

values as at 31 March 2025.

“Encore Funds”/“EIS funds”

DFJ Esprit Angels’ EIS Co–Investment Fund, DFJ Esprit Angels’ EIS Co–Investment II, DFJ Esprit EIS.

III, DFJ Esprit EIS IV, Draper Esprit EIS 5, Molten Ventures EIS, Molten Ventures KI EIS 23/24 and each

an “Encore Fund”.

“Encore Ventures”

Encore Ventures LLP, a limited liability partnership incorporated in England and Wales under the

registration number OC347590, which sits outside of the Group under the management of Encore

Ventures, with its registered office at 20 Garrick Street, London WC2E 9BT.

“ESG”

Environmental, Social and Governance.

“Esprit Capital”/“ECP”

Esprit Capital Partners LLP, a limited liability partnership incorporated in England and Wales under

the registration number OC318087 with its registered office at 20 Garrick Street, London WC2E 9BT,

the appointed managing vehicle of Molten Ventures plc.

“Euronext Dublin”

the trading name of the Irish Stock Exchange plc.

“Exclusion list”

the Group’s exclusion list setting out the sectors, businesses and activities in which the Group will

not invest due to having as their objective or direct impact any of the following: 1. Slavery, human

trafficking, forced or compulsory labour, or unlawful/harmful child labour. 2. Production or sale

of illegal or banned products, or involvement in illegal activities. 3. Activities that compromise

endangered or protected wildlife or wildlife products. 4. Production or sale of hazardous

chemicals, pesticides and wastes. 5. Mining of fossil fuels. 6. Manufacture, distribution or sale of

arms or ammunitions which are not systems or services generally regarded as having defensive/

non-offensive objectives as their core focus. 7. Manufacture of, or trade in, tobacco or alcohol. 8.

Manufacture or sale of pornography. 9. Trade in human body parts or organs. 10. Animal testing

other than for the satisfaction of medical regulatory requirements. 11. Production or other trade

related to unbonded asbestos fibres.

“FCA”

the UK Financial Conduct Authority.

"Forward Partners"

Forward Partners Group Limited, a private company limited by shares incorporated in England and

Wales under registration number 13244370 with its registered office at 20 Garrick Street, London

WC2E 9BT.

“Fund of Funds”

seed and early stage funds invested in by the Group.

MOLTENVENTURES.COM 179

FINANCIALS

Glossary

“Gross Portfolio fair value movement”

the increase or decrease in the fair value of the portfolio of investee companies held by funds

controlled by the Company before accounting for deferred tax (via Molten Ventures (Ireland)

Limited), external carried interest and amounts co-invested.

“Gross Portfolio Value”

Gross Portfolio Value is the value of the portfolio of investee companies held by funds controlled by

the Company before accounting for deferred tax, external carried interest and amounts co-invested.

“Group”

the Company and its subsidiaries from time to time and, for the purposes of this document,

including Esprit Capital and its subsidiaries and subsidiary undertakings.

“HMRC”

HM Revenue & Customs.

“HSBC”

HSBC Innovation Bank Limited.

“IFRS” or “IFRSs”

International Financial Reporting Standards, as adopted for use in the European Union.

"In-Scope Portfolio Companies" In-Scope Portfolio Companies are directly held portfolio companies on which Molten Ventures plc

holds a Board seat and which represents not less than £3 million of NAV to the Company as at 31

March for previous financial year.

“Investment Committee”

the Investment Committee of ECP.

“Investment Team”

the Partnership Team and Platform Team as described on the Company’s website.

“IPEV Guidelines”

the International Private Equity and Venture Capital Valuation Guidelines, as amended from time

to time.

“IPO”

initial public offering.

“IRR”

the internal rate of return.

“JPM”

J.P. Morgan Chase Bank N.A. London Branch.

“Key Recurring Supplier” Key Recurring Suppliers represent over £50,000 in Group spend during FY25 and have either been

engaged more than twice per year or at least once annually over the past three consecutive years.

This excludes venture partners, individual consultants, regulators, trade bodies and associations,

disengaged suppliers, and event organisers.

“Main Market”

the London Stock Exchange plc’s main market for listed securities and the regulated market of

Euronext Dublin.

“Net Asset Value”/“NAV”

the value, as at any date, of the assets of the Company and/or Group after deduction of all liabilities

determined in accordance with the accounting policies adopted by the Company and/or Group

from time to time.

“Net Portfolio Value”

the value of the portfolio of investee companies held by funds controlled by the Company after

accounting for deferred tax, external carried interest and amounts co-invested and recognised on

the statement of financial position.

“Ordinary Shares”

ordinary shares of £0.01 pence each in the capital of the Company.

“PricewaterhouseCoopers” or “PwC”

PricewaterhouseCoopers LLP, a limited liability partnership registered in England and Wales with

registered number OC303525 and having its registered office at 7 More London Riverside, London

SE1 2RT.

“SONIA”

is the Sterling Overnight Index Average, an interest benchmark administered by the Bank of

England.

“TCFD”

Task Force on Climate-Related Financial Disclosures.

“VC”

Venture Capital.

“VCT”/“VCT funds”

the VCT fund of Molten Ventures VCT plc (Co. Reg. No.03424984), which sits outside of the Group

under the management of Elderstreet. VCT being Venture Capital Trusts under the provisions of Part

6 of the Income Tax Act 2007.

180 ANNUAL REPORT FY25

Glossary continued

The production of this report supports the work of the

Woodland Trust, the UK’s leading woodland conservation

charity. Each tree planted will grow into a vital carbon stor

helping to reduce environmental impact as well as cr

eating

natural havens for wildlife and people.

Molten Ventures plc

20 Garrick Street

London, WC2E 9BT

Tel: +44 (0)20 7931 8800