Half-year Results

Strategic diversification and operational investments underpin continued momentum

Amicorp FS (UK) Plc, the international specialist fund services group, is pleased to report its interim results for the six months ended 30 June 2025 ('H1-2025' or the 'Period'). The Board remains optimistic about the Group's ability to sustain this performance level into H2-2025.

H1-2025 Financial Highlights

• Revenue increased by 7.8% to US$9.4 million (H1-2024 restated 1 : US$8.7 million) . This growth was largely driven by a 11.9% increase in revenue in the Business Process Outsourcing ('BPO') division to US$4.2 million, which benefitted from US$512k revenue from the novation of 30+ capital market mandates from the Amicorp Group. The Governance and Compliance ('G&C') services division also delivered strong growth with a 7.1% in revenue to US$1.0 million.
• Businesses acquired in FY24 delivered revenue of US$1.5 million (H1-2024 restated 1 : US$1.5 million) and EBITDA of US$700k (H1-2024 restated 1 : US$760k)
• Gross profit of US$6.1 million (H1-2024 restated 1 : US$5.8 million) is equivalent to a 65.3% margin (H1-2024: 66.8%)
• EBITDA of US$2.6 million (H1-2024 restated 1 : US$1.8 million) represents a 27.6% margin (H1-2024 restated 1 : 20.4%).
• AMIF intends to return value to shareholders by way of a bonus issue, equal to 718,562 ordinary shares of US$0.001 each in the capital of the Company (in aggregate) valued at approximately US$1.2 million based on a share price of US$1.67.

1H1-2024 financial information was restated due to common control acquisitions in FY24, in accordance with merger accounting principles.

H1-2025 Operational Highlights

• Expanded client base with 30+ new mandates related to capital market participants novated from Amicorp Group, broadening offerings beyond traditional fund structures reducing reliance on fund launches
• 81 new funds onboarded in H1-2025 (H1-2024: 57) plus a strategic clean-up of non-revenue generating mandates to focus more on active funds, bringing the total number of funds to 514 as at 30 June 2025 (30 June 2024: 508)
• South Africa established as a new operational hub, leveraging local talent to strengthen fund administration and investor services
• Dubai licensing progressing, with Amicorp Fund Services (DIFC) Limited established and approvals on track for completion
• IT investments advanced operational efficiency, including client query management and NAV workflow enhancements.

Outlook for the Group

The Board is pleased with the progress achieved in H1-2025, particularly with the continued onboarding of new funds and the expansion of capital market mandates. This momentum supports the expectation that the Group will maintain steady growth in the second half of the year. AMIF remains well positioned to capture additional opportunities as its pipeline of funds and capital market clients converts into active mandates.

Commenting on the Interim Results, Toine Knipping, Non-Executive Chairman of AMIF, said:

"AMIF's performance demonstrates continued momentum in H1-2025, with revenue increasing to US$9.4 million. This growth was driven by the onboarding of new funds and new capital market mandates novated from Amicorp Group, reflecting the Group's broadening service offering beyond traditional fund structures. EBITDA also increased to US$2.6 million, representing a 27.6% margin, supported by both operational efficiency and the contribution from newly acquired businesses.

"The establishment of South Africa as a new operational hub and ongoing progress in obtaining our licence in Dubai reinforce the Group's ability to scale efficiently across multiple jurisdictions. At the same time, the realignment of the Intragroup Outsourcing Agreement with Amicorp Group, shifting focus from corporate and trust accounting services to capital market services, positions AMIF to strengthen direct client relationships and positively influence revenue composition for the remainder of the year.

"Looking ahead, we remain focused on extending our market reach, both through organic sales initiatives and the targeted integration of capital market services, while maintaining disciplined operational oversight. These strategic priorities, combined with a flexible and capital-light business model, enable AMIF to respond to evolving client needs and capture growth opportunities across a dynamic fund services market."

At the same time, the Group experienced a sharp rise in terminations, with 134 funds removed from the reporting comprising 77 terminations of funds and 57 funds removed from the reporting that never went live ('Clean-up') in H1-2025. The Clean-up was part of a strategic housekeeping exercise to reduce resource consumption and compliance burden tied to inactive funds, improve transparency of reporting, and shift management's focus toward active and revenue-generating mandates.

Excluding the Clean-up, the remaining increase in terminations during H1-2025 was primarily attributable to market and client-driven factors which are expected to continue during H2-2025, which include, the withdrawal of investors' commitment or redemptions owing to unfavourable market conditions, voluntary closure of funds in connection with restructuring initiatives or changes in investment strategy and regulatory or compliance-related requirements that rendered certain funds no longer viable.

In addition, the Group has expanded its client base beyond traditional fund structures, by taking on 30+ new mandates novated in from Amicorp Group related to capital market participants following the acquisitions completed in FY24. This diversification strengthens the Group's position as a one-stop solution provider, broadens its revenue sources, and reduces reliance on fund launches alone. The enhanced service capability, covering areas such as capital market outsourcing and structured products administration, demonstrates management's strategic focus on capturing a wider spectrum of financial instruments and client types.

Market Expansion

In view of maximising the Group's organic growth, AMIF has also actively expanded its geographic presence in both developed and emerging markets, as follows:

South Africa

South Africa was selected as the Group's new operational hub given its established financial services ecosystem and the availability of a skilled talent pool, particularly in fund accounting and investor services, which complements the Group's operational requirements. In January 2025 the Group incorporated an entity in South Africa and is currently applying to the Financial Sector Conduct Authority (FSCA) for a Category 1 Financial Services Provider licence, which permits the provision of intermediary and administrative services in respect of financial products. Once obtained, the intention is for South Africa to become a new operational hub that would complement the operating model. The Group is progressing with a range of regulatory applications and notifications to ensure AMIF can fully leverage this operational hub, which is already in use across several jurisdictions, including Luxembourg and Kazakhstan.

The UAE

The Group is progressing with the licensing process in Dubai, following the in-principle approval received from the Dubai Financial Services Authority ('DFSA') for a Category 4 licence. Once granted this licence will allow the Group to provide fund administration services to funds established in the Dubai International Financial Centre ('DIFC'). In preparation, Amicorp Fund Services (DIFC) Limited has been incorporated, premises in the DIFC have been secured, professional indemnity cover arranged, and both the external auditor and internal audit service provider selected. The DFSA has granted additional time for the remaining administrative matters to be finalised, and the Group remains on track to complete the licensing process in Q4 2025.

Investment in IT

The Group has always been committed to rolling out automated and innovative digital solutions that deliver greater operational and cost-saving efficiencies for fund managers and general partners and equip them with the data and insights they need to be compliant and make better informed decisions on their investments.

The Group is advancing its automation journey within its available IT framework, recognising that enhancing system capabilities and adopting advanced technologies will be important drivers of its future operational and financial success.

During H1-2025, AMIF initiated projects aimed at strengthening its operational framework, including the transition from Outlook to Zoho Desk for managing and tracking client queries, and the enhancement of Net Asset Value ('NAV') workflows to better accommodate jurisdictional requirements. While these initiatives may not immediately translate into visible client-facing functionality, they represent important steps towards improving efficiency and mitigating the risk of human error.

Outlook for Fund Administration - H2-2025

In the period from 1 July 2025 to 31 August 2025, the Group has continued to grow the number of funds under administration with a total of 27 new wins at the start of H2-2025, and the number of new wins in H2-2025 is expected to outweigh the number achieved in H1-2025, based on historical trends.

Sustained organic growth through the sales organisation remains a key focus, with initiatives focused on optimising client engagement and opportunity conversion, complemented by proactive marketing activities to strengthen market presence and reach new prospects. Performance monitoring and management of the sales team will remain an important topic, with ongoing evaluation of activities, deal flows, and overall effectiveness to ensure alignment with growth objectives and continuous guidance from management.

The fund administration market remains highly competitive, with pricing pressure observed across the sector. To maintain a strong position, AMIF will continue to prioritise technology advancement, leveraging platforms like AMI-GO, workflow automation, and enhanced NAV processes to improve efficiency, reduce operational risk, and deliver scalable, cost-effective solutions. These investments are critical to AMIF remaining competitive and supporting the sustainable growth of the Group.

AMIF will also focus on integrated service offerings by partnering strategically with the asset and fund management division of Amicorp Group across key jurisdictions such as Singapore, the UAE and Spain. This approach enables AMIF to provide complementary services to clients, strengthening its value proposition while broadening its service scope.

Governance and Compliance ('G&C') services

The Group actively pursued the expansion of the G&C services segment to reach 481 mandates in H1-2025 (H1-2024: 455), which primarily include the engagements for Anti-Money Laundering Compliance Officer ('AMLCO'), Money Laundering Reporting Officer ('MLRO'), Deputy Money Laundering Reporting Officer ('DMLRO') and Directorship services. These new mandates were secured with a combined effort in cross-selling from existing customers and securing new mandates from new clients.

During H1-2025 the Group also broadened its G&C service offering into two significant emerging financial centres, being DIFC in Dubai and Astana International Financial Centre ('AIFC') in Kazakhstan. This represents meaningful progress in delivering on AMIF's strategy to extend footprint across high-growth jurisdictions.

In Dubai, the Group has engaged a dedicated FTE to begin actively support clients in obtaining various categories of licences under the DIFC framework. This service includes:

• Regulatory Advisory & Full DFSA Licence Application Support
• Preparation and review of the Regulatory Business Plan ('RBP')
• Portal submission assistance
• Liaison with the DFSA throughout the licensing process

In Kazakhstan, the Group has also established a presence through clients licensed under the AIFC, reinforcing our expertise in navigating complex regulatory regimes.

Outlook for G&C services - H2-2025

Recognising the UAE's growing prominence as a financial hub, the Group sees significant potential in offering tailored compliance and risk officer services to local funds and fund managers. These services will be positioned as critical enablers for maintaining compliance with both local and international regulations, offering UAE-based clients the assurance that their operations meet the highest standards of regulatory oversight.

As the Group moves into the second half of 2025, there is a strategic emphasis on cross selling these services across the fund administration client base. This proactive approach aims to deepen client relationships and ensure that the Group remains a trusted partner in navigating the increasingly complex regulatory landscape.

Business Process Outsourcing ('BPO') services

Under the existing Intragroup Outsourcing Agreement, AMIF has historically provided accounting and administrative services to Amicorp Group for its corporate and trust clients. The agreement was originally intended to allow AMIF to gradually convert or novate these client accounting contracts, enabling AMIF to pursue up-selling and cross-selling opportunities. However, due to the volume and complexity of corporate and trust engagements, this gradual transition did not materialise as anticipated.

During H1-2025, AMIF and Amicorp Group reviewed the scope of the outsourcing arrangement and agreed to shift the focus from corporate and trust accounting services to capital market services. This realignment led to the novation of over 30 capital market clients in April 2025, generating revenue of approximately US$512k in the interim period.

Amicorp Financial Markets (UK) Limited was set up as a wholly owned subsidiary of the Group, to provide trustee, agency, and related support services to corporations and institutional investors. Based in the UK being one of the world's leading centres for capital markets, the entity is well positioned to serve demand from issuers seeking flexible financing across equity, debt, and private capital, as well as from investors pursuing diversification and yield-enhancing opportunities. This set-up marks AMIF's entry into the UK market and creates a platform to deliver specialised trustee and fiduciary solutions in a strategic jurisdiction.

Outlook for BPO services - H2-2025

From 1 July 2025, AMIF has focused exclusively on providing capital market services under its Intragroup Outsourcing Agreement with Amicorp Group. As a result, revenue from corporate and trust clients will cease (H1-2025: US$2 million), while revenue from newly novated capital market clients will continue. This evolution reflects the Group's objective to strengthen direct client relationships and diversify its service offerings and is expected to improve the composition of revenue for the remainder of FY25 and future periods, with revenue shifting from intercompany to external clients.

Looking forward, AMIF and Amicorp Group continue to explore further opportunities related to capital market clients in other jurisdictions, including the UK, to further expand AMIF's service offering and capture additional revenue opportunities.

The BPO Unit acquired by the Group, continues to deliver stable revenue from its major client, a global leader in credit ratings and research. This reflects the strength of the longstanding relationship and ongoing operational performance. Looking ahead, the customer is expected to shift more work from sourcing to analysis, which is charged based on the number of reports delivered. The report population is anticipated to grow further in H2-2025, alongside an expected increase in fee per report, supporting both revenue growth and enhanced service contribution for the rest of the financial year.

Use of IPO proceeds

The table below shows an update of use of IPO proceeds:

Due to the dynamic nature of these projects, completion progress and resource deployment are regularly reviewed by management to ensure alignment with objectives and effective resource utilisation.

Bonus Issue

The Board recognises the value of dividends to shareholders but in order to preserve cash for on-going growth, the Company intends to return value by way of a bonus issue to shareholders (the 'Bonus Issue'). The Bonus Issue would equate to 718,562 ordinary shares of US$0.001 each in the capital of the Company (in aggregate) valued at approximately US$1.2 million based on a share price of US$1.67, being the closing share price of the Company on 24 September 2025. Shareholders on the register on 24 September 2025 will be entitled to receive shares pursuant to the Bonus Issue. The Bonus Issue will be subject to shareholder approval.

Further details regarding the Bonus Issue, which is also subject to standard regulatory approvals, and the related timetable will be set out in a circular that will be posted to shareholders and announced in due course.

Outlook for the Group

The Board notes the progress achieved in the first half of 2025, particularly with the continued onboarding of new funds and the expansion of capital market mandates. This momentum supports the expectation that the Group will maintain steady growth in the second half of the year. AMIF remains well positioned to capture additional opportunities as its pipeline of funds and capital market clients converts into active mandates.

Chi Kin Lai

Chief Executive Officer

Group H1-2025 Income Statement

1 The comparatives for the six month period ended 30 June 2024 are based on the prior year's interim report, published on 12 September 2024, and have been adjusted to incorporate the December 2024 common control acquisitions as if they had always been part of the Group. See the 'Reconciliations of Comparatives' section under the financial statements of this report for details.

2 Included within Organic business in H1-2025 is US$512k revenue classified as Business Process Outsourcing services for the 30+ capital market mandates novated from Amicorp Group

Financial Review

Revenue

Revenue increased by 7.8% to US$9.4 million (H1-2024 restated: US$8.7 million), which is comprised of:

• Fund Administration revenue remained stable at US$4.1 million in H1-2025 (H1-2024 US$4.0 million) off the back of a slight decrease in active funds as compared to H1-2024. In addition, most funds that moved to active did so late in H1-2025 with increased closure and termination of funds at the beginning of the year, as investors redeemed from or withdrew interest in operating funds due to uncertain market conditions. Fund launches remained uncertain, with persistently elevated inflation weighing on investor sentiment and creating challenges for fund raising activity.
• Governance and Compliance services revenue increased by 7.1% to US$1.05 million in H1-2025 (H1-2024: US$1.0 million), which is in line with the increase in AML officer and directorship mandates to 481 in June 2025 from 455 mandates in June 2024, predominantly associated with the Group's fund clients domiciled in the Cayman Islands. The Group has endorsed strategic initiatives to concentrate resources on targeted markets, aiming to benefit from the growing demands arising from the fast-changing regulatory requirements, through its expanded services and offerings.
• Business Process Outsourcing services revenue experienced an increase of 11.9% to US$4.2 million in H1-2025 (H1-2024 restated: US$3.8 million). The growth in revenue is largely driven by the consistent revenue from the Intragroup Outsourcing Agreement with Amicorp Group, complemented by the novation of over 30 capital market clients in April 2025, generating revenue of approximately US$512k in H1-2025.

The seasonal element of Fund Administration and Business Process Outsourcing revenue remains applicable, specifically arising from revenue recognition of financial statement preparation work which falls on the first half of the year.

Divisional Performance Overview

H1-2025

1 Included within Organic business in H1-2025 is US$512k revenue classified as Business Process Outsourcing services for the 30+ capital market mandates novated from Amicorp Group and US$171k of Direct staff costs.

H1-2024 (restated)

Fund Administration, BPO and G&C segments delivered gross profit margin of 53.6%, 76.4% and 66.3% respectively in H1-2025. These margins are broadly consistent with H1-2024, except for BPO where a decline was recorded due to additional staff transferred to handle the novated capital market mandates. These staff form an essential part of the infrastructure supporting organic growth in the capital markets business, and margin in this segment is expected to improve as new mandates are secured and serviced by the existing team. The overall gross profit margin has therefore decreased slightly to 65.3% for H1-2025, compared to 66.8% due to for H1-2024 and continues to demonstrate the Group's capability to consistently maintain a high gross profit margin above 60%.

Payroll and remuneration costs

The Group reported an increase of US$160k, or 3.3%, in payroll and remuneration costs in H1-2025 (H1-2024 restated: US$4.8 million). The increase in Business Process Outsourcing staff costs is related to an additional US$171k of staff costs incurred as a result of the capital market mandates novated in during H1-2025 and has been offset by lower costs incurred on Indirect staff costs where the sales officer headcount has been reduced by two heads.

The table below summarises the Group's headcount by geographical locations as at the Period/year end:

Headcount at AMIF's Philippine subsidiary acquired in FY24 decreased from 108 as at 31 December 2024 to 85 as at 30 June 2025. The reduction resulted from an exercise to identify roles not directly related to the subsidiary's core business activities, with those staff transferred back to Amicorp Group. This realignment has allowed the subsidiary to concentrate its resources more effectively on core operations, and the integration process is now considered complete.

Rent and occupancy

Rent and occupancy represents cost recharged by Amicorp Group for their subletting and property service rendered to the Group based on various intercompany service agreements.

The increase of rent and occupancy of US$91k, or 42% to US$308k in H1-2025 compared to US$217k (restated) in H1-2024 arose from increase in cost recharged for offices such as Singapore and Brazil due to team size.

Professional fees

Professional fees represent accounting, statutory audit and tax compliance service fees for the Group and its subsidiaries, legal fees for licensing application and legalisation of documents, as well as professional outsourcing relating to ordinary business activities.

The decrease of professional fees by US$180k, or 20% to US$717k in H1-2025 compared to US$895k (restated) in H1-2024, reflected the outcome of cost review initiatives undertaken in the first half of the year, where discretionary external spending was tightened and internal resources were more effectively leveraged, contributing to overall cost savings.

IT expenses

IT expenses comprise of the fees incurred for the use of the fund administration system, Bloomberg terminal and other business-related systems.

IT expenses remain consistent throughout H1-2025 and H1-2024.

Other operating expenses

The decrease in other operating expenses to US$656k in H1-2025 from US$663k (restated) in H1-2024 was due to a decrease in travelling expenses from a high base in H1-2024 arising from extensive overseas sales meetings and inter-office visits. Offsetting this decrease was an increase of US$90k in bad debts primarily reflecting prolonged collection cycles with certain fund clients which are managing liquidity constraints, distressed investments, or are under liquidation oversight.

Income tax expense

The estimated income tax expense decreased to US$270k in H1-2025 (H1-2024: US$418k), reducing the Group's effective tax rate as a percentage of profit before income tax to 10.7% in H1-2025 from 26.3% in H1-2024 driven by the utilisation of previously non-capitalised tax losses and the increase in non-taxable profit in H1-2025 from foreign-sourced revenue that was not subject to local taxation.

Unaudited Condensed Consolidated Financial Statement

For the six months ended 30 June 2025

1 The comparatives for the six month period ended 30 June 2024 are based on the prior year's interim report published on 12 September 2024, and have been adjusted to incorporate the December 2024 common control acquisitions as if they had always been part of the Group, in accordance with merger accounting principles. See the section Reconciliations of Comparatives, along with Note 2(a) and Note 3(c) for details.

Unaudited Condensed Consolidated Statement of Financial Position

As at 30 June 2025

1 The common control acquisitions described in Note 2a in the year ended 31 December 2024 have been accounted for in accordance with merger accounting policies (Note 3c), as if the acquired businesses had always been part of the Group. As a result, the merger reserve arising from these December 2024 acquisitions has been adjusted to the opening balance of the pre-acquisition merger reserve and restated to US$1,273k from the earliest period presented in these condensed consolidated financial statements. For further details, please refer to the Reconciliation of Comparatives section of the consolidated financial statements in the 2024 annual report.

Unaudited Condensed Consolidated Statement of Cash Flows

For the six months ended 30 June 2025

Period ended 30 June

1 Merger accounting changes pertaining to the December 2024 acquisitions are reflected in the comparatives for the six months ended 30 June 2024. See Section Reconciliation of Comparatives and Note 3(c) for details.

The reconciliation tables below provide restated financial information for the half year ended 30 June 2024, illustrating the consolidated comparatives derived from the 2024 interim report published 12 September 2024, adjusted for the December 2024 common control acquisitions in accordance with merger accounting principles described in Note 3(c).

RECONCILIATION OF COMPARATIVES

Unaudited Consolidated Condensed Statement of Total Comprehensive Income

for the six months ended 30 June 2024

Adjustment

1 This represents the profit or loss accounts of entities, for the six month period ended 30 June 2024, which were acquired under common control in December 2024, and it is therefore included in accordance with merger accounting principles as if they had always been part of the Group, as described in Note 3(c).

RECONCILIATION OF COMPARATIVES (CONTINUED)

Unaudited Condensed Consolidated Statement of Cash Flows

for the six months ended 30 June 2024

Notes to the Unaudited Condensed Consolidated Financial Statements

GENERAL

These interim financial statements for the six month period ended 30 June 2025 are unaudited condensed consolidated financial statements for Amicorp FS (UK) Plc and its subsidiaries; comparative figures for the year ended 31 December 2024 are derived from audited financial statements, while those for the six-month period ended 30 June 2024 are unaudited and include adjustments for common control acquisitions in December 2024 described in Note 2a for IFRS presentation.

• BACKGROUND AND BASIS OF PREPARATION
• Background and basis of the condensed consolidated financial information

The condensed consolidated financial statements ('Interim Financial Statements') of Amicorp FS (UK) Plc for the six months ended 30 June 2025 have been prepared in accordance with IAS 34 Interim Financial Reporting issued by the International Accounting Standards Board, as adopted by the United Kingdom ('UK IAS'), and UK-adopted International Financial Reporting Standards ('IFRS'), including the interpretations issued by the IFRS Interpretations Committee ('IFRIC'). These Interim Financial Statements, which are unaudited, do not amount to full statutory accounts within the meaning of Section 434 of the Companies Act 2006 and does not include all of the information and disclosures required for full annual financial statements, and should be read in conjunction with the Group's annual report for the financial year ended 31 December 2024, which is available on the Group's website; the Independent Auditor's Report in the annual report for the financial year ended 31 December 2024 was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under Section 498 of the Companies Act 2006.

The condensed consolidated financial statements are presented in thousands of US Dollars ('US$'000') unless otherwise indicated, and prepared under the historical cost convention and based upon the accounting policies disclosed below.

In December 2024, the Group acquired three entities via two common control transactions with Amicorp Group's Financial Markets and Management Services divisions, for a total consideration of US$4.5 million, settled through the related party receivable balance due from Amicorp Group. These acquired entities specialise in business process outsourcing and trusteeship administrative services, and they have been accounted for consistently under the merger accounting policies within these consolidated financial statements, as if they had always existed collectively with the Group with consistent accounting policies applied across periods.

The interim consolidated financial statements for the six months ended 30 June 2025, including comparatives for the six months ended 30 June 2024, are unaudited and prepared with accounting policies consistent with the Group's audited annual financial statements for the year ended 31 December 2024, which provide December 2024 audited comparatives included in this interim report.

These comparatives for the six month period ended 30 June 2024, derived from the prior year's interim report published on 12 September 2024, have been restated to reflect the common control acquisitions in December 2024, accounted for using merger accounting principles under the IFRS framework. These restatements are disclosed in Section Reconciliation of Comparatives and Note 3(c).

Where applicable, the Group has taken into account and implemented IFRS standards, along with any related interpretations and amendments, which were issued and effective as of 1 January 2025. The Group has not chosen to adopt any standards, interpretations, or amendments before their effective date. While there have been some new amendments effective in 2025, they are not considered to significantly impact the condensed consolidated interim financial statements.

Principal entities included within the Group

The condensed consolidated financial statements include the financial position and performance of Amicorp FS (UK) Plc and its subsidiaries. Principal subsidiaries include:

Amicorp Fund Services Asia Limited2

Amicorp Fund Services (Asia) Pte. Ltd.

Amicorp (Shanghai) Consultants Ltd.

Amicorp Fund Services N.V.

Amicorp Fund Services N.V. (Barbados Branch)

Amicorp Fund Services N.V. (Bahamas Branch)

Administradora de Fondos de Inversión Amicorp S.A.

Amicorp Administradora General de Fondos SA

AFS BRASIL LTDA.

Soluciones y Servicios AFS México, S.A. de C.V.

Amicorp Fund Services Malta Limited

Amicorp Support Services Ltd

Amicorp Fund Services (Mumbai) Private Limited2

Amicorp Fund Services (Cyprus) Ltd

Amicorp Fund Services Luxembourg S.A2

Administradora Amicorp Peru S.A.C.

Amicorp Fund Services (AIFC) Limited

Amicapital Services Limited1

Amicorp Financial Services Philippines, Inc. 1

Amicorp Trustees (India) Private Limited1

Amicorp Trustees (India) Private Limited (GIFT SEZ Branch)1

AFS BPO Services SpA

1 These companies were acquired via two common control transactions with Amicorp Group's Financial Markets and Management Services divisions in December 2024, as described in Note 2a. They have been accounted for consistently under the merger accounting approach described in Note 3c and are reflected in restated comparatives of the condensed consolidated financial statements within this interim report.

2 Shares of these entities were transferred to the Company during the financial year ended 31 December 2023, as part of the reconstruction process for the Company inserted as the holding company of the Group described in both the consolidated financial statements of the 2023 and 2024 annual reports.

Basis of measurement and going concern assumption

The condensed consolidated financial statements have been prepared under the historical cost basis except for certain financial assets and liabilities which are measured at fair value in accordance with UK-adopted IFRS and IAS. The measurement bases are fully described in the accounting policies below.

The material accounting policies that have been used in the preparation of the condensed consolidated financial statements are summarised below. These policies have been consistently applied to years and periods presented unless otherwise stated.

It should be noted that accounting estimates and assumptions are used in preparation of the condensed consolidated financial statements. Although these estimates are based on management's best knowledge and judgment of current events and actions, actual results may ultimately differ from those estimates. The area involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the condensed consolidated financial statements, are disclosed in note 4.

Going concern

As at 30 June 2025, the Group had cash and cash equivalents of US$3.1 million (31 December 2024: US$3.2 million) and net current assets of US$6.4 million (31 December 2024: US$4.0 million), which the Directors believe will be sufficient to maintain the Group's liquidity over the going concern period (i.e. at least 12 months from the date of issue of these Interim Financial Statements), including continued investments to meet existing financial commitments and to deliver future growth.

Functional and presentation currency

Items included in the interim financial information of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates (the 'functional currency'). The presentation currency of the Group is United States Dollars ('US$'), and hence the financial information is presented in US$, unless specified otherwise.

In the condensed consolidated financial information, all individual financial statements of foreign operations, originally presented in a currency different from the Group's presentation currency, have been converted into US$. Assets and liabilities have been translated into US$ at the closing rates at the reporting dates. Income and expenses have been converted into US$ at the exchange rates ruling at the transaction dates, or at the average rates over the reporting period provided that the exchange rates do not fluctuate significantly. Any differences arising from this procedure have been dealt with separately in other comprehensive income and the translation reserves in equity.

• ACCOUNTING POLICIES
• Basis of consolidation

• Assets and liabilities for the condensed consolidated statement of financial position presented are translated at the closing rate at the reporting date;
• cash flow items are translated at the exchange rates ruling at the date of the transaction

Inter-company transactions and balances between group companies together with unrealised profits are eliminated in full in preparing the condensed consolidated financial statements. Unrealised losses are also eliminated unless the transaction provides evidence of impairment on the asset transferred, in which case the loss is recognised in profit or loss.

The results of subsidiaries acquired or disposed of, if any, during the year are included in the condensed consolidated statement of comprehensive income from the dates of acquisition or up to the dates of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by other members of the Group.

• Subsidiaries
• Merger accounting

Merger accounting is applied for business combinations under common control, treating the entities as if merged from the earliest period presented or prospectively from the transfer date, as applicable.

Net assets are recorded at existing book values from the controlling parties' perspective, and no goodwill or excess is recognised. Any difference between the carrying amount and consideration is recorded as a merger reserve in equity under the predecessor method.

In December 2024, the Group acquired three entities via two common control transactions with Amicorp Group's Financial Markets and Management Services divisions. The comparatives for the six month period ended 30 June 2024 in this interim report, derived from the prior year's interim report published on 12 September 2024, have been restated to reflect these common control acquisitions as if they had always been part of the Group, according to merger accounting principles.

Tangible assets

Tangible assets are stated at cost less accumulated depreciation and accumulated impairment losses.

Intangible assets

Costs associated with maintaining software programs are recognised as an expense as incurred. Costs that are directly attributable to the identifiable software are recognised as intangible assets.

IT software 3 - 5 years

• Financial instruments
• Financial assets

Investments

It represents an investment in an equity fund classified as a financial asset measured at fair value through profit or loss, as management did not elect at inception to recognise fair value gains and losses through other comprehensive income (OCI), and the Group does not exert significant influence or control over this investment per IAS 28 and IFRS 10; the Group held 2,386 units of Series B in Fondo De Inversion Ecus Agri-food, which is a Chilean public fund regulated by the Chilean Financial Market Commission ('CMF'), with aims to generate long-term capital appreciation from its investment portfolio for food and agricultural products.

Debt instruments

Impairment loss on financial assets

For other financial assets, such as amount due from related companies, deposits, prepayments and other current assets, the ECLs are based on the 12-months ECLs. However, when there has been a significant increase in credit risk since origination, the allowance will be based on the lifetime ECLs.

Financial liabilities

Financial liabilities at amortised cost

• Effective interest method
• Equity instruments
• Derecognition
• Revenue recognition

• provides all of the benefits received and consumed simultaneously by the customer;
• creates or enhances an asset that the customer controls as the Group performs; or

The majority of these services-such as ongoing fund administration activities, continuous regulatory support, and integrated outsourcing-are recognised over time, typically on a monthly basis, as they involve continuous performance obligations with benefits consumed simultaneously by clients. If control of the goods or services transfers over time, revenue is recognised over the period of the contract by reference to the progress towards complete satisfaction of that performance obligation; for instance, certain services are activities performed to fulfil AFS's continuous integrated fund administrative service, where the benefits consumed by the client are substantially the same for each monthly service (i.e., 12 distinct instances of admin service provision), with corresponding revenue recognised monthly. However, certain services-such as the delivery of completed financial statements or specific regulatory reporting (e.g., tax-related reports) are recognised at a point in time when the discrete deliverable is transferred to the customer.

Income taxes

Income taxes for the reporting period comprise current tax and deferred tax.

Current tax is based on the profit or loss from ordinary activities adjusted for items that are non-assessable or disallowable for income tax purposes and is calculated using tax rates that have been enacted or substantively enacted at the end of the reporting period.

Foreign currency

Transactions entered into by group entities in currencies other than the currency of the primary economic environment in which it/they operate(s) (the 'functional currency') are recorded at the rates ruling when the transactions occur. Foreign currency monetary assets and liabilities are translated at the rates ruling at the end of the reporting period. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

Exchange differences arising on the settlement of monetary items, and on the translation of monetary items, are recognised in profit or loss in the period in which they arise. Exchange differences arising on the retranslation of non-monetary items carried at fair value are included in profit or loss for the period except for differences arising on the retranslation of non-monetary items in respect of which gains and losses are recognised in other comprehensive income, in which case, the exchange differences are also recognised in other comprehensive income.

On consolidation, income and expense items of foreign operations are translated into the presentation currency of the Group (i.e. United States dollars) at the average exchange rates for the year, unless exchange rates fluctuate significantly during the period, in which case, the rates approximating to those ruling when the transactions took place are used. All assets and liabilities of foreign operations are translated at the rate ruling at the end of the reporting period. Exchange differences arising, if any, are recognised in other comprehensive income and accumulated in equity as foreign exchange reserve (attributed to non-controlling interests as appropriate). Exchange differences recognised in profit or loss of group entities' separate financial statements on the translation of long-term monetary items forming part of the Group's net investment in the foreign operation concerned are reclassified to other comprehensive income and accumulated in equity as foreign exchange reserve.

Employee benefits

• Defined contribution retirement plan Contributions to defined contribution retirement plans are recognised as an expense in profit or loss when the services are rendered by the employees.
• Termination benefits Termination benefits are recognised on the earlier of when the Group can no longer withdraw the offer of those benefits and when the Group recognises restructuring costs involving the payment of termination benefits.

• Provisions and contingent liabilities
• Impairment of other assets

At the end of each reporting period, the Group reviews the carrying amounts of the following assets to determine whether there is any indication that those assets have suffered an impairment loss or an impairment loss previously recognised no longer exists or may have decreased:

• tangible assets and intangible assets

• Related parties
• A person or a close member of that person's family is related to the Group if that person:

• has control or joint control over the Group;
• has significant influence over the Group; or
• is a member of key management personnel of the Group or the Group's parent.

• An entity is related to the Group if any of the following conditions apply:

• Both entities are joint ventures of the same third party.
• The entity is controlled or jointly controlled by a person identified in (a); or
• that person's children and spouse or domestic partner;
• children of that person's spouse or domestic partner; and
• dependents of that person or that person's spouse or domestic partner.

• Share capital
• Distributable reserve
• KEY ACCOUNTING ESTIMATES

Key sources of estimation uncertainty

• Impairment of financial assets measured at amortised cost
• Merger reserves

These condensed consolidated interim financial statements have involved the recognition and measurement of merger reserves arising from business combinations under common control in the year ended 31 December 2024.

The measurement of merger reserves is subject to estimations due to the complexity and judgment involved in determining the value of net assets received via the receipt of shares in certain subsidiaries transferred to the Company. Management exercises professional judgment and utilises appropriate valuation methodologies to determine the initial recognition and measurement of merger reserves. For details, please see the accounting policy described in Note 3c.

SEGMENTAL REPORTING

The Group's decision makers, consisting of the chief executive officer, chief operating officer, the chief financial officer and managers for corporate planning, examines the Group's performance from a service provider's perspective and has identified three reportable segments of its business under IFRS 8.

The reportable segments are identified as fund administration, business process outsourcing and governance and compliance. Management primarily uses a measure of net earnings by services to assess the performance of the reportable segments.

The customer base is primarily institutional clients, including private equity funds, family offices and hedge funds. No individual client in Fund Administration and Governance and Compliance represents more than 5% of revenue in the interim period ended 30 June 2025 (30 June 2024: same).

Additionally, the Business Process Outsourcing segment includes a contribution of US$0.7 million from a single external client for the interim period ended 30 June 2025, alongside revenue with Amicorp Group (See Note 12), reflecting a more concentrated revenue profile in this segment.

The amount of its revenue from external customers broken down by geographical region of contracting Group entities is shown in the table below.

Geographical revenue

Period ended 30 June

1 MEAI means Group's operations in the geographical region of Middle East, Asia and India

2 Changes to align with IFRS presentation, resulting from the Dec 2024 common control acquisitions, are reflected in the comparatives for the six months ended 30 June 2024 in line with Section Reconciliation of Comparatives and Note 3(c).

OTHER OPERATING EXPENSES

Period ended 30 June

1 Changes to align with IFRS presentation, resulting from the December 2024 common control acquisitions, are reflected in these comparatives for the six months ended 30 June 2024, in accordance with Section 'Reconciliation of Comparatives' and Note 3(c).

PAYROLL AND REMUNERATION COSTS

Period ended 30 June

1 Changes to align with IFRS presentation, resulting from the December 2024 common control acquisitions, are reflected in these comparatives for the six months ended 30 June 2024, in accordance with Section 'Reconciliation of Comparatives' and Note 3(c).

INCOME TAX

Period ended 30 June

1 Changes to align with IFRS presentation, resulting from the December 2024 common control acquisitions, are reflected in these comparatives for the six months ended 30 June 2024, in accordance with Section 'Reconciliation of Comparatives' and Note 3(c).

TRADE RECEIVABLES

As at the Period / year ended

LEASES

This note provides information for leases where Group is a lessee within the scope of IFRS 16.

The total cash outflow for leases amount to US$131k in the six months ended 30 June 2025 (in the half year ended 30 June 2024: US$162k).

Right of use assets

Office premise

US$'000

Cost

Short term leases

Short-term leases are leases with a lease term of 12 months or less without a purchase option. Under IFRS 16, these leases are not included in right of use assets or lease liabilities, and such lease expenses are recognised in profit and loss when incurred; these short term leases are immaterial to Group in the six months ended 30 June 2025 (in the year ended 31 December 2024: same).

• RELATED PARTIES TRANSACTIONS
• Transactions with Amicorp Group

The following transactions were carried out with related parties who are members of Amicorp Group.

Period ended 30 June

1Revenue related to the novation of capital market mandates from Amicorp Group amounted to US$512k in the six month period to 30 June 2025. This income earned from external clients is excluded from this disclosed amount due to its external nature.

2 Changes to align with IFRS presentation, resulting from the December 2024 common control acquisitions, are reflected in these comparatives for the six months ended 30 June 2024, in accordance with Section 'Reconciliation of Comparatives' and Note 3(c).

As at the Period / year ended

Transactions with related parties other than Amicorp Group

There has been no related party other than Amicorp Group that the Group enters into transactions with, related to fund administrative business, throughout the interim period. The Group's transactions are conducted on an arm's length basis.

• Transactions with key management personnel, remuneration and other compensation

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of Group, directly or indirectly.

The summary of compensation of key management personnel is as follows:

Period ended 30 June

FINANCIAL RISK AND CAPITAL MANAGEMENT

The Group's major financial instruments include trade receivables, other receivables and deposit, amounts due from related companies, cash and cash equivalent and trade payables which are disclosed in respective notes. The risks associated with these financial instruments include liquidity risk, foreign currency risk, credit risk and interest rate risk. The management manages and monitors these exposures to ensure appropriate measures are implemented in a timely and effective manner.

Liquidity risk and Capital management risk

Our assessment of liquidity risk and capital management risk remain consistent with what was disclosed in the annual report for the year ended 31 December 2024, indicating no alterations. There has not been any bank facility or financial covenants in the six months ended 30 June 2025 (in the six months ended 30 June 2024: same).

Foreign currency risk

During the six months ended 30 June 2025, the Group recognised a foreign exchange gain of US$97k in the condensed consolidated income statement, primarily from the retranslation of USD-denominated intercompany payables in certain subsidiaries with functional currencies that strengthened against the US dollar. This foreign exchange difference that is recognised per IAS 21 for monetary items expected to be settled is immaterial, given its intercompany nature, to the Group's overall financial performance and does not indicate significant ongoing transactional foreign exchange risk. The Group monitors currency exposures and applies operational measures, such as matching income and expenditure currencies where feasible, to minimise such risks without using derivative financial instruments.

Credit risk

The Group's credit risk is primarily attributable to its trade and other receivables, contract assets and amounts due from related parties. Management has a credit policy in place and the exposures to these credit risks are monitored on an ongoing basis. Management of credit risk involves a number of considerations, such as the financial profile of the counterparty, and specific terms and duration of the contractual agreement.

The Group measures loss allowances for trade and other receivables at an amount equal to lifetime ECLs, which is calculated using a provision matrix. As the Group's historical credit loss experience does not indicate significantly different loss patterns for different customer segments, the loss allowance based on past due status is not further distinguished between the Group's different customer bases. The Group does not have any significant credit risk exposure to any individual client or counterparty.

• Interest rate risk
• Fair value of financial instruments carried at other than fair value

The fair value of financial instruments represents the amount at which the instrument could be exchanged in a current transaction between willing parties, other than a forced sale or liquidation. The carrying amounts of the Group's financial instruments carried at amortised cost approximate their fair values as at 30 June 2025 (31 December 2024: same).

EVENTS OCCURRING AFTER THE REPORTING PERIOD

Subsequent to the six month period ended 30 June 2025, the Company intends to issue 718,562 bonus ordinary shares of US$0.001 each, valued at approximately US$1.2 million based on the closing share price of US$1.67 on 24 September 2025. The Bonus Issue, subject to shareholder approval and standard regulatory approvals, will be distributed to shareholders on the register as of 24 September 2025. Further details will be provided in a circular to be issued to shareholders.

No other subsequent events have occurred up to the report date.

CONTINGENT LIABILITIES

The Group has no contingent liabilities arising in the ordinary course of business, which would be material in the context of the Group's condensed consolidated financial position.

Principal Risks and Uncertainties

The Board regularly assesses and monitors the principal risks and uncertainties of the business, and considers that they have not changed and remain relevant for the remaining six months of the 2025 financial year.

Such principal risks and uncertainties are summarised as follows:

Fiduciary risk

The Group, acting as directors and AML officers for fund clients, faces legal obligations and decision-making responsibilities. Breaches could lead to claims, sanctions, or material ad-verse effects on the business. The provision of fiduciary and administration services will generally involve the service provider having control over client assets such as bank accounts and registered investments.

Legal and regulatory risk

Operating in multiple jurisdictions with varying legal and regulatory requirements increases the likelihood of disputes and litigation. Compliance with diverse and evolving regulations in multiple jurisdictions is challenging. Non-compliance could lead to sanctions, impacting client retention and reputation. The Group employs a risk-based approach to AML and KYC practices.

Reputation risk

As a provider of fiduciary and administration services in highly regulated markets, the Group's business depends on maintaining the trust and confidence of its clients, regulators, and stakeholders. Any perception of misconduct, legacy issues, or association with adverse events, regardless of legal outcome, can negatively impact the Group's reputation and affect client retention, new business acquisition, or regulatory standing.

Dependency on key personnel

The Group's success heavily relies on its senior management and qualified personnel. Loss of key staff could disrupt business, affect client retention, and impact growth and competitive position.

Performance risk

Complex activities of clients increase the risk of staff errors, potentially leading to financial losses, regulatory sanctions, and reputational damage. Misconduct or negligence by staff could further exacerbate these risks.

Client Relationship and Referral Dependence

A significant portion of revenue comes from existing clients. Failure to maintain these relationships or to gain new clients through referrals could adversely affect business and financial performance.

Growth and acquisitions risk

Managing growth involves investment in resources and technology. Inadequate management of growth or unsuccessful integrations from acquisitions could negatively affect financial conditions and operations. AMIF has limited experience in acquisitions, which carries inherent risks.

Relationship with the Amicorp Group

Post-reorganisation, the Group relies on services from the Amicorp Group. Non-compliance with contractual obligations by Amicorp Group could impact operations in certain jurisdictions.

Reliance on third party systems

Dependence on third-party fund administration systems including Paxus and ICGS poses risks. Disruptions could adversely affect client services and the Group's financial condition.

Business continuity risk and IT security

Reliance on IT systems and networks exposes AMIF to operational risks. Security or data breaches could lead to data loss, reputational damage, and financial consequences.

Market risk

Economic conditions affect client activities, impacting demand for the Group's services and revenue. The precise proportion of the Group's variable fees may differ depending on asset size of funds, client preference, activity levels and sector norms. These fee structures, based on asset sizes and market conditions may potentially impact financial performance.

Statement of Directors' Responsibilities

Each of the Directors whose names appear below confirms that, to the best of his or her knowledge:

• the condensed set of financial statements gives a true and fair view of the assets, liabilities, financial position, and profit or loss of the issuer, or undertakings included in the consolidation, as required by DTR 4.2.4R and prepared in accordance with UK adopted IAS 34 'Interim Financial Reporting';
• the interim management report includes a fair review of the information required by DTR 4.2.7R, namely:
• the interim management report includes a fair review of the information required by DTR 4.2.8 R, namely:

• related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or the performance of the enterprise during that period; and
• any changes in the related party transactions described in the last annual report that could have a material effect on the financial position or performance of the enterprise in the first six months of the current financial year.

The Directors of Amicorp FS (UK) Plc as at the date of this announcement are as follows:

Executive Directors

Chi Kin Lai, Chief Executive Officer

Tat Cheung (Stephen) Wong, Chief Financial Officer

Robin Hoekjan, Chief Operating Officer

Non-Executive Directors

Antonius Knipping, Chairman

Kathy Byrne

Patrick Byron

Approved by the Board and signed on its behalf by: