Record plcAnnual Report 2026

Record Financial Group

Delivering best-in-class solutions to

largeinstitutional investors

Annual Report 2026

recordfg.com

About us

Contents

Strategic report 1 to 37

About us 1

Chairman’s statement 2

Chief Executive Officer’s statement 4

Q&A: with Dr Othman Boukrami 6

Our business model 8

Q&A: with Andreas Dänzer 10

Our products 12

Q&A: with Nicolas Thomet 14

Our strategy 16

Key performance indicators 17

Business and financial review 18

Sustainability 22

Our stakeholders 28

Section 172 Companies Act 2006 30

Risk management 31

Viability statement 37

Governance 38 to 76

Chairman’s introduction 39

Board of Directors 40

Corporate governance report 42

Nomination Committee report 49

Audit Committee report 52

Remuneration report 56

Directors’ report 73

Directors’ responsibilities statement 76

Financial statements 77 to 122

Independent auditor’s report 78

Financial statements 88

Notes to the financial statements 95

Additional information 123 and 124

Five-year summary 123

Information for shareholders 124

Definitions IBC

Financial Highlights

Assets Under Management

(“AUM”)

$114.6bn +14%

FY25: $100.9bn

Revenue

£40.1m -4%

FY25: £41.6m

Operating profit

£10.0m -6%

FY25: £10.7m

Profit attributable to equity holders

£7.7m -21%

FY25: £9.7m

Earnings per share

3.92p -22%

FY25: 5.03p

Ordinary dividend per share

3.60p -22%

FY25: 4.65p

1. AUM managed by Record Financial Group as at 31 March 2026 is made up of

a combination of the notional value of currency Assets Under Management

through the Group’s currency products, and the total market value of other

assets managed by the Group. By convention this is quoted in US dollars.

Record plc Annual Report 2026

About us

Record Financial Group

The specialist asset manager

• Founded in 1983 and publicly listed on the LSE.

• Over $100 billion in Assets Under Management for institutional clients worldwide.

• Over 100 employees in offices in London, New York, Hamburg, Zürich and Zug.

• Regulated by the FCA in the UK, the SEC and CFTC in the US, and BaFin in Germany.

Our Purpose

To deliver best-in-class solutions to large

institutional investors

Our Approach Our Values

Our Locations

Our Business

Our bespoke currency and asset

management products are

organised into three pillars:

Risk Management

• Passive Hedging

• Enhanced Passive Hedging

• Dynamic Hedging

Absolute Return

• FX Alpha

• Custom Opportunities

Private Markets

• Solutions for Asset Managers

• EM Local Debt

• Infrastructure Equity

• Private Equity and Credit

Further details on our products

are provided on pages 12 and 13.

Listen

A client-focused approach

Understand

Using strengths and experience

developed over 40 years in business

Deliver

Unique, innovative and sustainable

solutions

Delivery

Client Service

Integrity

Collaboration

Innovation

The Group’s Head Office is in London,

UK, with additional offices in the USA,

Germany and Switzerland.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Since the foundation of Record over 40 years ago, the

Company has earned a reputation as a specialist with

its origins in currency risk management and providing

highlytailored hedging plans for institutional investors.

Fromthe outset, the focus was not on selling products,

buton providing solutions to specific risk exposures faced

byeach client.

This approach has enabled Record to grow alongside its

clients, building scale, operational strength and trust over

decades. The experience in currency risk management

and hedging provided not only a stable foundation for the

business, but also a deep understanding of risk, liquidity,

derivatives and portfolio construction. All capabilities that

continue to prove essential as the Group evolves.

Over the last four decades, as markets developed and

client needs became more complex, the solutions evolved

accordingly. The year under review has been one of further

evolution for the Group, as it continues to evolve from a focus

solely on currency risk management to an alternative asset

manager with several asset classes under management.

The transition from Risk Management solutions into FX Alpha

strategies over the years was a natural extension of the

Group’s hedging expertise. This reflected growing demand

from clients to move beyond pure risk mitigation to seeking

carefully controlled sources of active return, and so grew

thecurrent suite of Absolute Return strategies.

From this foundation, the more recent progression into

Private Markets was neither abrupt nor speculative. It has

been a considered next step, shaped by client demand and

enabled by the skills accumulated within the Company over

the years.

The Record EM Sustainable Finance Fund marked Record’s

first meaningful step into fund management beyond

traditional hedging mandates. Solutions for Asset Managers,

one of the more recent innovations, has seen considerable

demand from clients over the last two years and reflects the

understanding of client needs. Most recently, the expansion

into Private Equity and Private Credit has seen the launch

of the Record Infrastructure Equity Fund. Following the

completion of the first capital deployment in FY26, we

already have a further two deployments pledged and lined

upfor completion in early FY27.

These strategies have not been developed in isolation,

but in close collaboration with clients, tailored to specific

mandates, risk tolerances and governance requirements

and I continue to be enthusiastic about the continuing

development of this Private Markets pipeline and the traction

that the newer investment capabilities are gaining.

The growth opportunity in Private Markets looks particularly

interesting at present. However, it remains difficult to predict

the precise timing of future revenue contribution and growth

in AUM, given the nature of the clients with whom we are

in discussion and the need to shape products to fit their

specific requirements. In the short term, the predictability

of revenues is less certain. In the medium to long term,

however, these new products have the potential to generate

higher margins, are highly scalable and provide long-term,

consistent revenues.

“ As the Group continues to evolve, the Board

remains supportive of its direction through

disciplined capital allocation and measured

oversight.”

David Morrison |Chairman

Chairman’s statement

Earnings per share Ordinary dividend per share

3.92p -22% 3.60p -22%

FY25

5.03p

FY26

3.92p

FY25

4.65p

FY26

3.60p

Record plc Annual Report 2026

Capital allocation and dividends

In the interests of generating long-term growth in

shareholder value and reduction in risk associated with low

margins and customer concentration risk in the core currency

hedging business, our approach to capital allocation has

been to invest in and develop Record Asset Management

GmbH (“RAM”), with its focus on development of Private

Markets products. This has required meaningful investment,

as building and resourcing such solutions from scratch takes

time, capital and patience. As we continue to invest in these

strategic growth opportunities, this will continue to influence

the timing and level of capital required and, therefore, what is

available for distribution to shareholders.

As we begin to see evidence of our product pipeline

materialising, we remain focused on investing for future

growth, and strengthening the long-term position of

the business. Accordingly, appropriate capital allocation

continues to be a key area of focus for the Board.

In that context and in line with the movement in EPS,

the Board has made the decision to maintain the total

ordinary dividend payout ratio for the period at 92%

of earnings attributable to shareholders. The Board is

recommending a final ordinarydividend of 1.45 pence per

share (FY25:2.50pence) with thefull-year ordinary dividend

at 3.60pence per share (FY25:4.65 pence), to be paid on

27 July2026 to shareholderson the register at 3 July 2026,

subject to shareholder approval.

As we progress through key milestones in our asset

management business, the Board will be monitoring

the dividend policy to ensure that we continue to strike

the rightbalance between dividends, capital allocation,

balancesheet strength and liquidity.

Board composition and updates

Along with an evolution in the strategy of the Group, we have

also seen an evolution in the Record plc Board (the “Board”)

and the Group senior management team.

After joining the Board as a Non-executive Director in

July2024, Dr Othman Boukrami accepted an offer to join

Record Currency Management Limited (“RCML”) as its

ChiefExecutive Officer with effect from December 2025.

He brings with him decades of experience as a pioneer in

emerging and frontier market currencies. We are delighted

tohave him as part of the Executive team. His familiarity with

the Group has enabled a seamless transition, allowing him

to build quickly on existing knowledge of RCML’s operational

and client landscape.

In succession to Othman, Nick Adams joined the Board

in January 2026 as a Non-executive Director. He is also

a member of the Audit, Remuneration and Nomination

Committees. I would like to welcome Nick to the Board.

Hebrings extensive institutional asset management

experience, having most recently served as Global Head of

Institutional at Janus Henderson Investors. His insights will

be valuable as the Group continues to develop the strategic

initiatives discussed above.

Following the announcement of Richard Heading stepping

down as Chief Financial Officer, I am grateful for the role

that Samantha Dunn has played as Interim Chief Financial

Officer during the handover phase. Samantha brings financial

leadership experience in asset management, private markets

and regulated investment businesses, providing strong

continuity and discipline at an important point in the Group’s

evolution.

And lastly, Kevin Ayles, Chief of Staff and Head of Human

Resources, made the decision to stand down from the Board

with effect from 31 March 2026 for personal reasons, taking

on a slightly different role to facilitate a reduced working

pattern. Kevin has been an important and highly valued

member of the senior management team for several years,

and I am very pleased that we are able to retain his services

whilst accommodating his personal requirements.

The senior management team has undergone considerable

change over the last couple of years or so, which reflects a

combination of normal turnover and the development of the

activities of the Group. I am confident that these changes

have resulted in improved bench strength and a broader and

more balanced mix of experience, capability and leadership.

Looking ahead

The Board enters the next financial year with confidence in

the Group’s strategy, its people and its leadership. At the time

of writing this statement, the geopolitical and geoeconomic

global outlook is, at best, complicated. How energy prices and

stock and bond markets perform over the next few weeks,

let alone few months, is hard to predict, and such conditions

inevitably create uncertainty and some reluctance to commit

to new investment opportunities, however uncorrelated they

might be, and it would be foolish to consider that Record will

be immune to such developments that are wholly outside

ourcontrol.

However, the Board enters the current financial year

withconfidence in the Group’s strategy, its people and its

leadership. Against that backdrop I am increasingly confident

about the potential of the Group to attain its medium term

financial and strategic objectives.

David Morrison

Chairman

18 June 2026

Chairman’s statement

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

“ Focus remains on strengthening the

foundations of the business while

purposefully positioning it for sustainable

long-term growth.”

Jan Witte |Chief Executive Officer

The 2026 financial year has been a year focused on growth

prioritising investment in our capabilities, and ensuring we

are well positioned for the future. In a time where the market

environment is continuously characterised by ongoing

macroeconomic uncertainty, elevated geopolitical risk and

volatile currency markets, these conditions have reinforced

the importance placed by our clients on trusted partnerships,

specialist expertise and disciplined risk management. Against

this backdrop, we have remained focused on executing

our strategy and strengthening the foundations of the

businesswhile purposefully positioning it for sustainable

long-term growth.

Last year, I highlighted our three product categories designed

to reflect more clearly the unique capabilities of the Group:

• Risk Management;

• Absolute Return; and

• Private Markets.

RiskManagement houses our core FX risk management

products that have been at the foundation of our business

from its inception. Building on this expertise, the Absolute

Return product suite provides carefully structured

return-seeking strategies. Drawing on our experience in

structuring complex vehicles, managing risk and operating at

scale, Private Markets includes strategies across areas such

as Emerging Markets, Infrastructure Equity, Private Credit

and Private Debt, designed in close partnership with our

institutional clients.

Developed over the last four decades, each product

category builds on existing investment, risk and

operationalcapabilities of the Group, allowing us to solve

specific client challenges through bespoke design rather

than standardisedproducts. This is something our clients

recognise, and is illustrated by consistent revenue levels

and an ever-increasing AUM base, despite this year’s tough

market environment.

Strategic progress

When I first introduced our refined strategy at the start

of my time as CEO, it was important to define a plan that

was not a departure from our past, but a direct extension

of it. Now beginning its third year of execution, our three

strategic pillars continue to reflect our vision for growth of

the business and long-term value: Organic Growth driven

byclient needs, a specific focus on the Quality of Earnings,

and a commitment to Operational Excellence.

Organic Growth at Record has always been client

led. Fromour earliest hedging mandates to our latest

Infrastructure Equity fund capital deployment, our trajectory

has been defined by working directly with our clients to

solve a problem, rather than by pursuing products or scale

for their own sake. Our increased focus on opportunities

in Private Markets is not a departure from who we are at

our core. Thisexpansion has emerged directly from client

conversations where traditional solutions were inadequate,

and where our expertise, structuring capability and in-house

infrastructure allow us to deliver bespoke solutions that

clients could not achieve through conventional products.

Last year, we made meaningful progress with the launch of

our Record Infrastructure Equity fund, the co-investment

vehicle developed in partnership with our Swiss pension fund

clients. The most recent announcement of the investment

in NorthC Datacenters is the third transaction for this fund,

expanding the portfolio’s exposure to digital infrastructure,

and follows earlier commitments to Pattern Energy and

TenneT Germany. With two deployments scheduled for the

first half of FY27, 35% of initial committed capital is now

pledged. A pipeline of further investment targets is currently

under review.

Chief Executive Officer’s statement

Assets Under Management Revenue

$114.6bn +14% £40.1m -4%

FY25

$100.9bn

FY26

$114.6bn

FY25

£41.6m

FY26

£40.1m

Record plc Annual Report 2026

This client-centric evolution of our suite of investment

capabilities also directly supports our second pillar:

improving our Quality of Earnings. While our core

Risk Management business provides highly scalable

and capital-light revenues, we have been deliberate in

complementing this with investment into strategies that

offer greater longevity, scalability and margin potential.

RiskManagement products contribute 66% of our revenue

base, and are complemented by a further 6% from Absolute

Return products.

This year has been about refining our pipeline of products

to secure sustainable long-term earnings. Our focus has

been on our Private Markets strategies which involve a

combination of longer lock-up periods, higher margins, or

more predictable fee profiles, thereby improving earnings

visibility over time. These solutions now contribute 28% of

our revenue base.

Although the development of these Private Markets products

has required patience and will be coupled with uneven

revenue recognition in the early stages, this mix enhances

the resilience and sustainability of our earnings base, while

remaining aligned with our clients’ long-term objectives.

Solutions for Asset Managers is a prime example of this.

Firstintroduced as an extension of our hedging expertise,

thishas now evolved to include advanced liquidity and credit

management tools. Growth in this area over the year stems

from both winning new clients and growth in the fund base

of existing clients, and has resulted in a 39% increase in

revenue from only a 19% increase in AUM. An impressive

achievement by the team which highlights why we are

specifically targeting further development of our Private

Markets products.

None of this progress would be possible without our

commitment to Operational Excellence. Our foundations

in Risk Management products required us to build an

operational engine capable of managing complexity, scale

and precision. These capabilities have been translated

directly into our Absolute Return and Private Markets

strategies, and we continue to invest in the people and

technology that make them possible.

As mentioned by the Chairman, Dr Othman Boukrami has

joined the senior leadership team of the Group, as the CEO of

our currency management business. With his pre-existing

knowledge of Record and expansive industry experience,

his focus will be on the development of the core Risk

Management products, FX Alpha and Emerging Markets

strategies. His appointment reinforces our commitment to

operational excellence; enhancing accountability, governance

and execution, while still supporting the Group’s longer-term

strategic objectives.

We have also made some impressive advances in automation

this year, driven by the expertise and commitment of

our talented in-house teams. And with AI becoming an

increasingly integral part of the industry, the Group is

embracing its potential; carefully managing its challenges

while progressing with targeted implementation initiatives.

Taken together, our three strategic pillars build on

proven foundations and focus on investing for the

long term. Although the timing might still have some

uncertainty, ourclient-centric approach will always remain

constant: welisten carefully to our clients, invest time

in understandingtheir needs, and draw on experience to

deliverbest-in-class solutions.

Financial performance

While the timing of revenue growth continues to be

influenced by the pace of deployment, our revenue base

remains stable and well diversified. The performance

fees crystallised during the period continue to be a direct

reflection of the value-add that our bespoke products

provide for our clients. Cost discipline and operational

efficiency continue to be priorities, ensuring we protect

margins while investing selectively in those growth areas

aligned with our strategy.

Further information on financial results can be found in the

Business and financial review section on pages 18 to 21.

Outlook

Looking ahead, our priorities remain clear. We will continue

to focus on organic growth by deepening our existing client

relationships and pursuing new opportunities where our

capabilities provide a clear competitive advantage.

While short-term financial outcomes will continue to be

influenced by the timing of mandates, market conditions and

performance fees, the medium-term outlook is supported by

a growing AUM base with improved earnings quality. Private

Markets strategies, in particular, offer the potential for

longer-term, higher-margin and more scalable revenues as

they mature. This is where our priorities will be focused.

With a strong foundation, a clear strategy and exceptional

people, I am confident that Record is well positioned to

continue delivering bespoke, best-in-class solutions for

ourclients and sustainable value for our shareholders over

the long term.

Jan Witte

Chief Executive Officer

18 June 2026

Chief Executive Officer’s statement

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Q&A: with Dr Othman Boukrami

1. You moved from the plc Board to take on the

executive leadership of RCML. What drew you to

making that move, and what have you learned?

While serving as a Non-executive Director on the Record plc

Board, I came to appreciate the unique position that RCML

holds within the industry. The firm combines deep specialist

expertise with a strong culture of innovation and client

focus, which made the opportunity to take on an executive

leadership role particularly compelling.

Since making the transition, I have gained an even deeper

appreciation for the quality of the team and the strength

of our client relationships. What stands out most is the

commitment across the organisation to delivering excellence

with integrity and consistency.

2. What do you believe differentiates Record

Financial Group fromits peers?

What differentiates the Group is the depth of its

specialisation in currency management and the quality of its

people. I have rarely seen such a focused and experienced

team, with every department operating with a strong sense

of integrity and a commitment to delivering beyond client

expectations.

Our culture is one of continuous innovation. We are

constantly developing new solutions and anticipating

clients’ evolving needs, while maintaining the disciplined

risk management and operational excellence that our

clientsexpect from us.

3. What have been your main priorities since joining

RCML, and where have you been most excited about

the growth opportunity?

My immediate priority has been ensuring the highest levels of

client satisfaction and protecting our existing revenue base.

In addition, succession planning is key in our industry; hence,

we created a talent pool from which we will select the future

leaders of the organisation. From there, the focus has been

on positioning RCML for the next phase of growth through

product innovation and geographic expansion.

One of the most exciting opportunities is the continued

development of our frontier market currency strategies.

RCML is uniquely positioned to source exposures through

our established network of banks and development finance

institutions, enabling us to deliver attractive opportunities

for private investors.

At the same time, we are expanding our geographic reach,

with increased focus on Switzerland, the US and Australia.

We are also launching a new product evolution tailored to

the Swiss market, designed to address the evolving needs of

asset owners in today’s rapidly changing global environment.

Our Solutions for Asset Managers product, which provides

tailored front-to-back currency solutions for Private

Credit institutions and other clients, has been an exciting

growth journey. We have built strong partnerships with our

clients, and we continue to see significant opportunities for

expansion within this segment.

4. You have spoken about further developing

RCML’s frontier market offering. What does that

opportunity look like, and why is RCML positioned

to succeed?

Over the past five years, we have successfully managed the

Record EM Sustainable Finance Fund, delivering a strong

track record relative to established benchmarks.

In addition, Record has built a highly respected reputation

within the development finance community for mobilising

private sector capital and managing frontier currency risk.

Our expertise in frontier markets, combined with our broader

currency management capabilities and state-of-the-art

operational platform, gives us a significant competitive

advantage as we scale these activities further.

5. What is the outlook for the Absolute Return

strategies?

We remain very positive on the outlook for our Absolute

Return strategies. Record has a strong long-term track

record in this area, supported by deep expertise in currency

markets and a culture of continuous innovation.

In today’s increasingly volatile environment, investors –

particularly pension funds – are under growing pressure

to achieve specific return targets while managing liquidity

carefully. In that context, specialised unfunded return

strategies can provide a highly complementary source

of return enhancement alongside traditional funded

investments.

Additionally, ongoing research in our Absolute Return

strategies continues to strengthen and broaden our

active hedging capabilities. By developing and testing new

systematic signals and models tailored to clients’ underlying

exposures, we are able to deliver more adaptive hedging

solutions. Reflecting this progress, we have recently

launched two new active hedging mandates.

Q&A: Dr Othman Boukrami, CEO of Group subsidiary Record Currency

Management Limited (“RCML”), discusses joining the executive team,

Record’s market differentiation, and strategic opportunities for RCML.

Record plc Annual Report 2026

Q&A: with Dr Othman Boukrami

Strategic reportRecord plc Annual Report 2026 Additional information

Financial statements

Governance

Our business model

Guided by our purpose:

What we do:

Our approach:

How we do it:

To deliver exceptional tailored solutions to

meet and exceed the individual needs of

eachof our clients.

Risk Management

• Passive Hedging

• Enhances Passive Hedging

• Dynamic Hedging

Absolute Return

• FX Alpha

• Custom Opportunities

Private Markets

• Solutions for Asset Managers

• EM Local Debt

• Infrastructure Equity

• Private Equity and Credit

See more on pages 12 and 13.

See more on page 16.

With over four decades of derivative hedging and risk management experience, ourproduct suite has evolved over time

in collaboration with our clients.

Our bespoke currency and asset management products are organised intothree pillars:

Our business methodology allows us to provide tailored solutions to

all our clients that lead to value creation for all our stakeholders.

Listen

A client-focused approach

Understand

Using strengths and experience

developed over 40 years in

business

Deliver

Unique, innovative and

sustainable solutions

Organic

Growth

Quality of

Earnings

Operational

Excellence

Inspired by our values:

Delivery Client Service Integrity Collaboration Innovation

Record plc Annual Report 2026

Our business model

The value we create:

Our environment and

community

We have committed to reduce our own

carbon emissions and to develop impactful

and sustainable investment solutions

alongside our clients and partners. We also

continue to provide ongoing support to local

community-led projects andcharitable

causes.

Our shareholders

We are able to ensure the long-term success

of the Group and to deliver enhanced

shareholder value through growth in financial

performance and capital distributions.

Our highly cash-generative business model

allows us to maintain a strong balance

sheet while investing for long-term value

creation and delivering attractive dividends

to shareholders.

Our clients

In all respects, we are a client-led business.

We listen to our clients, understand their

investment objectives and use our expertise

and relationships with partners to deliver

innovative and high-quality products and

services.

Our people

Our people make our business great and are

championed for their intellectual diversity,

passion and dynamism. We have ensured that

our culture extends across all offices, openly

reflecting our core values and creating the

best possible working environment where

our people can thrive.

Environmental, Social and Governance

Delivery Client Service Integrity Collaboration Innovation

Client retention

96%

Ordinary dividend per share

3.60p

Employees with equity interest:

64%

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Q&A: with Andreas Dänzer

1. How would you describe FY26 from a market

perspective, and what were the defining themes

ofthe year?

Over the past twelve months, markets have increasingly

reflected the emergence of a new macroeconomic regime

rather than a continuation of the post-2010 environment.

Four themes, in particular, defined the year:

• a more uncertain path for global monetary policy, as

renewed energy-driven inflation raised the risk of further

policy tightening;

• a moderation in US exceptionalism, while the US remained

an important driver of global growth;

• heightened geopolitical tensions, particularly across trade

and energy markets; and

• a significant repricing in foreign exchange markets, driven

by diverging central bank policies.

As a result, markets are adjusting to structurally higher

inflation volatility, more activist fiscal policy, greater

geopolitical fragmentation, deglobalisation pressures and

less synchronised monetary policy frameworks. The pace

at which these structural shifts have unfolded has taken

many market participants by surprise and has contributed

toheightened volatility.

2. What is your view about the investment

implications of a more fragmented and

contestedglobal order?

Our outlook remains that the global system will continue

to rely on the US as the key absorber of excess savings and

external imbalances, but the environment around that role

is becoming more complex and less stable. The underlying

drivers of global surpluses are now more explicitly trade led,

particularly in East Asia, suggesting that tariffs alone are

unlikely to deliver meaningful rebalancing. Instead, we see

a higher probability of a more fragmented and mercantilist

global backdrop, with structurally elevated macro and FX

volatility as a result.

While the US dollar should continue to keep its reserve

currency status for the foreseeable future, we thinkthe

long-term durability of that privilege will increasingly be

tested. In this setting, investors should expect greater

dispersion in currency outcomes and place more emphasis

on diversification, hedging and active management of dollar

exposure. At the same time, although strategic decoupling

across trade, technology and finance is clearly progressing,

deep structural interdependence remains, limiting the case

for overly simplistic regime-change narratives.

Overall, my central view is not that the US-led order is ending

abruptly, but that it is entering a more contested phase, with

increasingly important implications for asset allocation, risk

premia and portfolio resilience.

3. How is the Group helping clients respond to

today’s more challenging market environment?

We help institutional investors navigate today’s more

challenging market environment by building more

resilient portfolios through specialist currency and asset

management capabilities tailored to complex, multi-asset

exposures. Drawing on more than four decades of

experience, the Group combines bespoke risk management,

disciplined implementation and transparent execution to help

clients manage risk more dynamically, preserve strategic

flexibility and protect long-term investment outcomes.

In practice, this means helping clients strengthen

diversification, actively manage currency and other risk

exposures, and broaden sources of return through solutions

such as infrastructure, private debt and uncorrelated alpha

strategies. Our role is not only to deliver tailored investment

solutions, but also to support stronger portfolio construction

and oversight so clients can make better decisions under

uncertainty and achieve more consistent outcomes across

market cycles.

4. You sit across all three product pillars

(RiskManagement, Absolute Return and Private

Markets). Where do you see the most valuable

cross-group synergies?

The most valuable synergies come from the increasing

collaboration across our three product pillars. Risk

Management, Absolute Return and Private Markets each

bring distinct capabilities, and there is growing value in

connecting those capabilities where it is relevant for clients

to deliver broader, more tailored solutions.

A shared operating infrastructure across legal, compliance,

finance and technology helps us scale efficiently and support

new initiatives while maintaining strong execution standards.

Most importantly, these synergies improve client outcomes.

By connecting expertise across teams, we can develop more

complete solutions – for example, portable alpha strategies

– that draw on multiple capabilities and can enhance capital

efficiency while delivering greater value thanany one product

could on its own.

Q&A: Andreas Danzer, Group CIO, discusses Group investment

strategy, market trends, cross-group synergies and ESG integration.

Record plc Annual Report 2026

Q&A: with Andreas Dänzer

5. How is the Group investing in technology,

automation and operational infrastructure?

Technology is a big enabler to constantly develop the whole

value chain of an investment process. This year, for example,

a major achievement is the end-to-end automation of our

FX Alpha multi-strategy solution, covering data ingestion,

modelling, reporting and monitoring with almost no manual

intervention. At the same time, a powerful internal Python

platform enables fast, advanced simulations and reduces

research time from hours or days to minutes.

The next phase focuses on scaling and standardisation,

introducing process monitoring tools for orchestration and

a monorepo structure to further increase speed of analysis

and development of new strategies. A key forward driver

is agentic coding (AI-supported development), expected to

more than double productivity and significantly increase

team capacity.

6. How does ESG integration fit within the Group’s

broader investment approach and decision-making?

Our approach to sustainability is closely aligned with the

evolving needs and objectives of our clients. We work

with investors to design solutions that integrate ESG

considerations in a way that is consistent with their broader

investment goals. This reflects Record’s broader philosophy:

to listen carefully, understand client priorities and deliver

tailored investment outcomes.

We believe ESG integration is not only an important

element of responsible investing, but also a valuable tool

for risk management. A deeper understanding of ESG

factors strengthens our assessment of long-term risks

and opportunities, supporting better-informed investment

decisions and stronger risk-adjusted returns. The Record

EM Sustainable Finance Fund is a successful example of this

approach, delivering strong risk-adjusted returns.

Strategic report

Record plc Annual Report 2026 Additional information

Financial statements

Governance

Our products

For over four decades, Record has partnered

with institutional investors to solve complex

challenges. Our foundations in currency risk

management established a collaborative

model: working closely with clients to

understand their objectives and deliver highly

tailored solutions.

Our foundations in Risk Management enabled

a natural progression into Absolute Return

strategies pursuing controlled returns

beyond hedging. The expansion into Private

Markets developed in response to client

demand and underpinned by longstanding

capabilities. Together, they combine to be

acomprehensive selection of bespoke

solutions for institutional investors.

Risk Management

Our Risk Management solutions are designed

tohelp clients navigate the complexities of

derivatives and foreign exchange fluctuations.

Passive Hedging

Passive Hedging aims to reduce portfolio volatility by

removing currency risk. This is achieved through symmetrical

elimination of currency exposure from clients’ international

portfolios.

Record’s approach combines investment efficiency with

operational excellence. Clients benefit from best execution,

custom benchmarks, optimised exposure capture,

management of cash flows and a complete reporting suite,

including regulatory reporting

Enhanced Passive Hedging

Enhanced Passive Hedging and Tenor Management builds

on Record’s core offering, aiming to add value by exploiting

market inefficiencies without affecting the consistent

protection against currency moves.

Our market-leading approach requires constant monitoring

and innovation from a specialist team, using bespoke

infrastructure to both identify and capture opportunities

within a robust risk management framework

Dynamic Hedging

Dynamic Hedging is an attractive alternative to Passive

Hedging and is designed to reduce currency risk, limit

negative cash flows from hedging, and generate value.

This product seeks to allow our clients to benefit from

foreigncurrency strength, while protecting them from

foreign currency weakness relative to their own base

currency. Value is generated through the systematic

adjustment of the hedge ratio producing an asymmetric

return, capturing gains when the base currency is strong

while limiting losses when the base currency is weak.

AUM Revenue

$92.8bn £26.6m

Record plc Annual Report 2026

Our products

Absolute Return Private Markets

Our Absolute Return products target delivering

consistent, positive returns regardless of

marketconditions.

FX Alpha

The FX Alpha product suite is a systematic multi-strategy

offering which combines multiple return drivers into a single

balanced portfolio that targets consistent returns in a variety

of market conditions.

FX Alpha targets risk premia and market inefficiencies within

the currency markets, combining a mix of fundamental and

quantitative models over short to long-term horizons.

These portfolios trade in both developed and emerging

markets, resulting in a diversified return stream for clients

which performs in a variety of market conditions with low

correlation to traditional assets.

Custom Opportunities

A range of bespoke strategies including interest rate swaps,

protected equities and tailored mandates that incorporate

both risk-reducing and return-seeking objectives tailored

toindividual client requirements.

Funds

Record Protected Equities Fund

Designed to target long-term capital appreciation

by investing in listed companies with favourable

characteristics(e.g. size, value and quality), whilst

maintaining continuous protection to mitigate the impact

ofsteep intermediate drawdowns.

The strategy maximises upside returns through global

broadly diversified equity exposure whilst minimising the

downside with a specialised risk mitigation strategy.

Our Private Markets offerings provide

clientswith access to high-quality, long-term

investment opportunities.

Solutions for Asset Managers

Initially developedas an extension of our Passive Hedging

experienceand expertise, these bespoke solutions are

tailored specifically to the individual asset manager’s

strategy and structure of their underlying investments with

afocus on liquidity management, efficient implementation

and granular reporting.

Funds

Record EM Sustainable Finance Fund

A sustainability-led fund offering investors higher yield,

carryand return opportunities relative to traditional

EMLocal Debt products. Alongside financial returns, the

strategy seeks to have a positive impact by mobilising

private capital for the development of Emerging Market

andDeveloping Economies.

Record Infrastructure Equity Fund

A portfolio of non-listed minority equity stakes of

infrastructure assets across renewable energy, data

infrastructure, transport and network utilities sectors.

Thefund seeks to identify high-potential opportunities that

target stable returns and a positive sustainable impact over

amulti-year horizon.

Record Diversified GP Stakes Fund

A portfolio of minority equity stakes in privately held

assetmanagers, varying in size, sector, geography and

vintage exposure. Thefund strategy is designed to preserve

capital in stressed markets and reduce drawdown risk.

Private Equity and Private Credit

A structured solutions space where we have the opportunity

to deliver impressive growth in profitability together with our

trusted partners, and where we are making fast progress.

AUM Revenue

$3.7bn £2.4m

AUM Revenue

$18.1bn £11.1m

1. Previously known as Hedging for Asset Managers under the Risk Management

(“RM”) pillar, Solutions for Asset Managers (“SAM”) has expanded its service

offering over the last year. As a result, SAM now falls under the Private Markets

(“PM”) pillar as the solution continues to grow and service clients in that space.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Q&A: with Nicolas Thomet

1. How do you reconcile bespoke design with

scalability, and where do you see the next leg

ofgrowth coming from?

It is helpful for the Group to have a long, proven track record

and history in delivering and managing bespoke institutional

mandates. Initially, these mandates were focused in

currency and currency risk-related strategies but have

now expanded to commodities, inflation, emerging market

bonds, infrastructure and credit. We like to take cues from

our core clients when we think about the next theme, and

we would like to think about themes that are related to our

currentactivity.

For example, the Group has a long history of delivering

Absolute Return mandates. It is a natural expansion of

thatactivity to offer the same across all liquid instruments.

It also makes sense to expand EM Local bonds to frontier

market bonds.

In Private Credit, we are currently focused on asset-backed

corporate lending; a natural expansion would be

asset-backed lending in related risks.

2. What approach is taken to identify, develop

anddeliver on Private Markets opportunities?

Most asset managers raise a fund and then lookfor deals.

RAM tends to start with an institutional client and a specific

problem, and design the vehicle around it.

We listen when clients tell us about the challenges they face

or the new opportunities they see emerging. We then design

products around that demand, which de-risks entry into new

asset classes. We typically initiate strategies only when an

anchor client commitment is secured, often partnering with

specialist teams who possess proven track records.

Ifaclient’s problem requires a highly specialised response,

we create bespoke solutions. However, if we identify a shared

challenge across multiple institutions, we engineer it as a

co-mingled fund.

3. How deep is the pipeline today, and what does

theconversion timeline typically look like from

thefirst conversation to anchor commitment?

We pursue a dual-track pipeline tailored to different

institutional needs.

Customised mandates are unique solutions tailored to

specific institutional criteria. They are substantial in scale

– often exceeding $1 billion – and generally have a longer

launch period.

Co-mingled funds are designed to address broader market

themes. They require a lower threshold to launch (typically

around $100 million) and convert much faster, allowing us

torapidly distribute to a wider institutional audience.

4. What does that progression tell us about

RAM’sPrivate Markets products scalability?

The Infrastructure Equity fund is a blueprint for our growth

model. We engineered the vehicle around the strict criteria

ofour four founding members, but crucially built the inclusion

and governance framework from day one to accommodate

subsequent institutional allocators.

In May 2026, we announced that the strategy had grown

from four Swiss pension fund investors to eight, and capital

deployment is proceeding in line with expectations. Doubling

our investor base to eight validates this scalable design.

Having proven that we can onboard new investors and deploy

capital, we now possess the operational track record to

replicate this model across other alternative asset classes.

5. Looking out three years, what does success in

Private Markets for RAM and the Group as a whole

look like?

We believe that we can further expand in Private Markets and

alternatives at RAM through a series of mandates and public

funds, and create a relevant track record and demonstrate

AUM growth.

These asset classes tend to be sticky and long term and

will diversify the current business. This business evolution

will allow us to bid for new and larger mandates and offer

credible solutions in related ideas. We already see similar

asks from our existing clients.

This growth is a natural evolution of our core Group identity.

For decades, institutional allocators – including pension

funds, endowments and foundations – have trusted us

to manage complex, long-term bespoke mandates to be

delivered with strong governance and the highest level of

customer service.

Private Markets require these same attributes: they are

illiquid, highly customised and structurally complex to

originate. Our clients increasingly view us as their primary

“solution finder”. When they face asset allocation challenges,

whether in EM Sustainable Finance or Infrastructure Private

Equity, they bring those to us.

This shift demonstrates that the Group growth engine is no

longer just currency; it is our ability to institutionalise and

scale complex alternative strategies.

Q&A: Nicolas Thomet, Managing Director of Group subsidiary

RecordAssetManagement GmbH (“RAM”), discusses growth

opportunities,product pipeline and Private Markets expansion.

Record plc Annual Report 2026

Q&A: with Nicolas Thomet

Strategic reportRecord plc Annual Report 2026 Additional information

Financial statements

Governance

Our strategy

Our strategy recognises the strengths and expertise of our people

andcombines this with the advanced capabilities of our operational

infrastructure. Our focus on collaboration ensures that we reach the

bestoutcomes for all our stakeholders.

This enables us to deliver on our three strategic priorities:

Progress

35% of $1.2bn

Record Infrastructure Equity fund

initial capital commitment pledged

Progress

New inflows

of revenue from the Record

Infrastructure Equity Fund which

has a 15-year lock-up period

Progress

Automation and

AI integration

at the forefront of operational

infrastructure improvements

Organic

Growth

Quality of

Earnings

Operational

Excellence

Our focus remains on continued

growthacross our product suite.

Ourtrajectory has been defined by

working directly with our clients to

solve their individual problems.

The three product pillars, Risk

Management, Absolute Return and

Private Markets, build on existing

investment, risk and operational

capabilities of the Group, allowing us to

fully understand the investment risks

and challenges faced by clients and to

respond with tailored solutions.

We have a keen focus on investing

in and developing products that

contribute to quality in the form of

higher margin, longer lock-up periods,

scalability, or a combination of the

three.

To this end, by investing in our people,

products and brand, we aim to grow the

business by ensuring the sustainability

of returns, the longevity of client

relationships, continued high cash

generation and innovative solutions

tomeet the demands of our clients.

Achieving operational excellence is the

key to ensuring our clients receive the

best experience and the highest levels

of operational risk control as efficiently

and cost-effectively as possible.

This is achieved by ensuring we

have the right people and the right

operational framework.

This framework lends itself to

improved operational efficiency and

performance, as well as an enhanced

client experience.

19% growth

in AUM of Solutions for Asset

Managers

39% increase

in revenue from Solutions for

Asset Managers

Executive team

strengthened as Dr Othman

Boukrami takes over as CEO of RCML

Record plc Annual Report 2026

Key performance indicators

The Board uses both financial and non-financial key performance

indicators (“KPIs”) to monitor and measure the performance of the

Group against its strategic priorities.

Some KPIs link to specific strategic areas, whilst others represent higher-level key metrics in terms of the Group’s business

andfinancial performance.

Financial KPIs

Why this is important

A key indicator of client experience,

product quality and growth, and a key

driver of profitability.

Link to strategy

Why this is important

Measures the overall effectiveness of

the business model, and drives both our

dividend policy and the value generated

for shareholders.

Link to strategy

Why this is important

An indicator of business growth.

Link to strategy

Why this is important

An alternative performance measure

that is a key driver of future revenue

andan indicator of business growth.

Link to strategy

Why this is important

Illustrating new client growth and the

longevity of qualityclient relationships

sustained through investment cycles.

Link to strategy

Why this is important

An indicator of the efficiency of the

business in turning revenue into profit

on an ongoing basis.

Link to strategy

Why this is important

Measures the value generated

forshareholders.

Link to strategy

Why this is important

Aligns employee interests with those

of our shareholders, ensuring the

longer-term success of our business.

Link to strategy

Revenue

Basic earnings

per share (“EPS”)

Average number

of employees

Assets Under Management

(“AUM”)

Client longevity

Operating profit margin

Ordinary dividend

per share

Employees with

equity interest

Non-financial KPIs

FY25FY25FY25FY25

FY25FY256-10 years FY25

FY24FY24FY24FY24

FY24FY243-6 years FY24

FY23FY23FY23FY23

FY23FY231-3 years FY23

FY22FY22FY22FY22

FY22FY220-1 year FY22

FY26FY26FY26FY26

FY26FY26>10 yearsFY26

£40.1m3.92p$114.6m103

25%3.60p21%64%

£41.6m5.03p$100.9m99

26%4.65p11%63%

£45.4m4.84p$102.2m96

28%4.60p16%66%

£44.7m5.95p$87.7m88

32%4.50p25%63%

£35.1m4.52p$83.1m82

31%3.60p27%61%

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Overview

As Interim Chief Financial Officer, I am pleased to present anoverview of Record plc’s performance for the period. Despite

a challenging and evolving market backdrop, the Group has maintained operational consistency while continuing to invest

selectively in key areas that support itsstrategic objectives.

Throughout this period, the Board and management team have prioritised cost control and balance sheet strength, ensuring

that Record is well positioned to manage near-term uncertainty. These foundations support the Group’s ongoing commitment

to delivering value for clients and shareholders and to position the business for sustainable progress over the longer term.

This year has seen some exciting new client wins, further product developments and impressive growth in AUM, setting the

Group up well for the future.

AUM development

Assets Under Management (“AUM”) finished the year at $114.6billion (FY25: $100.9 billion), up $13.7 billion since the start

oftheperiod, an increase of 14%.

AUM is presented in our three product pillars: Risk Management, Absolute Return and Private Markets.

AUM movement analysis by product pillar

2026 2025

Risk

Management

$bn

Absolute

Return

$bn

Private

Markets

$bn

Total

$bn

Risk

Management

$bn

Absolute

Return

$bn

Private

Markets

$bn

Total

$bn

Opening balance 81.1 4.5 15.3 100.9 92.9 8.3 1.0 102.2

Net flows 3.2 (1.2) 2.8 4.8 0.5 (3.6) — (3.1)

Equity and other

marketimpacts 3.4 0.1 (0.1) 3.4 0.6 (1.0) — (0.4)

FX and scaling

adjustments 5.1 0.3 0.1 5.5 1.4 0.8 — 2.2

SAM transferred from

RMto PM

— — — — (14.3) — 14.3 —

Closing balance 92.8 3.7 18.1 114.6 81.1 4.5 15.3 100.9

1. Previously known as Hedging for Asset Managers under the Risk Management (“RM”) pillar, Solutions for Asset Managers (“SAM”) has expanded its service offering over the

last year. As a result, SAM now falls under the Private Markets (“PM”) pillar as they continue to grow and service clients in that space. For comparative purposes, we have

adjusted the FY25 closing balance to reflect this transfer.

Consistent positive net flows over the year due to new business wins was a prominent driver of AUM movement during the

period. This was further enhanced by the positive underlying asset and foreign exchange movements.

Business and financial review

“ Against a challenging market backdrop,

results reflect the Group repeatability of

revenue and operational consistency, with

EPS reflecting selective investment decisions

to support strategic objectives.”

Samantha Dunn |Interim Chief Financial Officer

Revenue Operating profit

£40.1m -4% £10.0m -6%

FY25

£41.6m

FY26

£40.1m

FY25

£10.7m

FY26

£10.0 m

Record plc Annual Report 2026

Risk Management

AUM in our core Risk Management products increased by 14% during the period to $92.8 billion (FY25: $81.1 billion).

RiskManagement products consist of Passive Hedging and Dynamic Hedging.

Passive Hedging AUM increased due to favourable exchange rate movements from weakening of the US dollar against the

Swiss franc, the currency in which the majority of Passive Hedging clients’ assets are denominated.

AUM of Dynamic Hedging clients is more heavily weighted to US dollars, and was therefore not impacted by foreign exchange

movements, but instead was driven by growth in the value of underlying assets.

Absolute Return

AUM for Absolute Return products tends to be more volatile as clients are more likely to move in and out of Absolute Return

strategies. The 18% decrease in AUM is as a result of the deferred impact of the wind-up of an FX Alpha client in late FY25.

Private Markets

Consisting of Solutions for Asset Managers, EM Local Debt, Infrastructure Equity, Private Equity and Private Credit,

PrivateMarkets saw an 18% increase in theyear.

Solutions for Asset Managers was the main driver of this as it continues to see strong inflows, with AUM up 19% for the year.

Growth in Solutions for Asset Managers is expected to continue by both winning new clients and growing alongside existing

clients as new funds launch.

In EM Local Debt, the AUM in the Record EM Sustainable Finance Fund continues to remain consistent year on year.

A further increase in Private Markets AUM was as a result of the first capital deployment for the Record Infrastructure

EquityFund which took place in FY26. While not yet reported as AUM, the remaining balance of commitments to the fund

totals$1.1billion, with two additional investment target closures already announced and expected to be deployed in the

firsthalf of FY27.

Financial performance

We ended FY26 with an operating profit of £10.0 million (FY25: £10.7 million), down 6%, driven by marginally lower revenues,

resulting in a decrease in operating margin from 25.6% to 25.0%. In a period of slower revenues, our focus on cost management

has reduced operating costs by 2%. The 23% decrease in profit after tax is primarily as a result of the absence of the high net

impact of deferred tax credits that occurred in the prior period. The net result is that EPS decreased 22% to 3.92 pence per

share, down from 5.03 pence per share last year although largely in line with market expectations.

2026

£’000

2025

£’000

Revenue 40,096 41,615

Cost of sales (186) (472)

Gross profit 39,910 41,143

Operating expenses (30,382) (30,845)

Share of profit/(loss) of joint venture 50 (4)

Other income 437 364

Operating profit 10,015 10,658

Operating margin 25.0% 25.6%

Profit after tax 7,026 9,105

Profit after tax for the year attributable to

Equity holders of Record plc 7,657 9,719

Non-controlling interest (631) (614)

Profit after tax 7,026 9,105

EPS 3.92p 5.03p

Business and financial review

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Business and financial review continued

Financial performance continued

Revenue

Total revenue of £40.1 million (FY25: £41.6 million) was down 4%. Management fees of £35.4 million (FY25: £37.2 million) were

down 5% following the loss of a client with schemes across multiple products in late FY25, which was partly offset by new

growth. Performance fees of £2.8 million, while once again an important component of total revenue, were down against a

marginally stronger performance in FY25. Other services income, which comprises primarily distribution fees and the closing

fee for the first capital deployment from the Record Infrastructure Equity Fund, saw encouraging growth during the period.

2026 2025

Risk

Management

£’000

Absolute

Return

£’000

Private

Markets

£’000

Total

£’000

Risk

Management

£’000

Absolute

Return

£’000

Private

Markets

£’000

Total

£’000

Management fees 23,797 2,056 9,515 35,368 25,170 3,530 8,546 37,246

Performance fees 2,465 333 — 2,798 3,175 — — 3,175

Other services income 326 — 1,604 1,930 531 — 663 1,194

Total revenue 26,588 2,389 11,119 40,096 28,876 3,530 9,209 41,615

Risk Management

Revenue from Risk Management products decreased to £26.6 million (FY25: £28.9 million). The decrease was mainly attributed

to the decrease in Passive Hedging and Dynamic Hedging management fees, both largely due to the client loss already

mentioned at the end of the previous period, with some effects offset through growth in AUM. Despite this, Passive Hedging

products saw another year end with well-earned performance fees.

Absolute Return

The decrease in revenue from Absolute Return products is as a result of the remaining impact of the wind-up of the same

client in late FY25, with decreases in both AUM and management fees. Nevertheless, our FX Alpha products were also able

tocrystallise performance fees of £0.3 million (FY25: £nil) during the year.

Private Markets

Increased activity in our Private Markets products has been a key driver in revenue growth. As noted in the AUM development

section above, Solutions for Asset Managers now falls under the Private Markets pillar. For comparative purposes, the FY25

revenue allocation in the table above has been restated to reflect this. Solutions for Asset Managers saw 39% growth in

management fees as it continued to make good new business wins during the period. EM Debt, which comprises our EMSF

fund, generates high and consistent revenue from a stable AUM base. Following the firstRecord Infrastructure Equity

Fund deployment in FY26, and another two announced and expected for deployment in the first half ofFY27, increased

infrastructure revenues are expected to begin materialising.

Operating costs

Operating costs of £30.4 million (FY25: £30.8 million) were down 2%. This represents consistent progress in the restructuring

of our cost base and aligning investment to our strategic priorities.

2026

£’000

2025

£’000

Operating expenses

Staff costs 16,178 15,931

IT and technology 3,905 4,236

Professional fees 3,485 3,118

Occupancy 983 1,343

Depreciation and amortisation 1,309 758

Travel and marketing 947 831

Operating costs (excl. bonus) 26,807 26,217

Bonus 3,575 4,628

Operating costs 30,382 30,845

Headcount 103 99

Record plc Annual Report 2026

Business and financial review continued

Staff costs excluding bonuses increased in line with

average headcount during the year, which was up from

99 to 103, as we continue to invest in our talented team of

professionals to support our strategic objectives. Technology

fees for external services have decreased, driven by the

efficiencies gained through our in-house IT development

team, whose efforts continue to yield tangible cost savings

and operational improvements. Professional fees have

increased somewhat, as a result of continued investment

in the wider Group and supporting growth in our Private

Markets solutions. Since the closure of the Windsor office

in December2025, occupancy costs have now decreased,

although we are incurring higher depreciation relating

to the new London office, and increased amortisation of

the internally developed software that is now in use by

the business. Travel and marketing costs have increased

slightly, in line with our expanded presence in Germany

andSwitzerland.

For FY26 the Board approved a total bonus pool of

£3.6million (FY25: £4.6 million) for the year, down from

FY25, reflecting lower operating profits in the period. Further

information on bonuses can be found in the Remuneration

report on page 56.

Profit after tax and earnings per share

Profit after tax of £7.0 million (FY25: £9.1 million) was

down23%.

This decrease was partially due to the 4% lower revenues

seen this year, but largely driven by the increased tax

charge for the year to £2.8 million (FY25: £1.8 million), an

effective rate of 28% (FY25: 17%). The significantly lower

FY25 tax expense was due the deferred tax impact of a

once-off tax credit recognised in respect of cumulative tax

losses in Record Asset Management GmbH (“RAM”) and

RAM Strategies GmbH (“RAMS”), our German subsidiaries,

of £1.4million, recognised for the first time in FY25. In

comparison, only an additional £0.3 million was recognised

in the current period. The cumulative deferred tax credit of

£1.7 million will be available to be used to offset the future

taxable profits of RAM and RAMS.

When factoring in the non-controlling interests in the RAM

Group, profit after tax attributable to Record plc shareholders

is £7.7 million (FY25: £9.7 million). As a result, earnings per

share has decreased by 22% to 3.92 pence (FY25: 5.03 pence).

The decrease is largely in line with market expectations set

after the interim results.

Financial stability and capital management

Maintaining a strong balance sheet is a priority for Record

and we believe this is important to investors and clients alike.

At 31 March 2026, net assets were £27.8 million

(FY25:£29.1million) which is £19.2 million in excess of our

minimum regulatory capital requirement of £8.6 million

which we are required to maintain by the FCA in the UK

andBaFin inGermany.

The Board will continue to balance the expectations of

shareholders for dividends with the needs of the business

to maintain a healthy balance sheet and preserve capital

for future growth. The Group has no external debt and is

cash generative with capital and dividend policies aimed

at ensuring continued balance sheet strength to support

future growth. Included within net assets is £13.0 million

ofassets managed as cash (FY25: £13.3 million), indicating

aconsistently strong year-on-year cash position.

Dividends

An interim ordinary dividend of 2.15 pence per share

(FY25:2.15 pence) was paid to shareholders on

19December2025, equivalent to £4.1 million.

As disclosed in the Chairman’s statement on pages 2

and3, the Board is recommending a final ordinary dividend

of 1.45 pence per share (FY25: 2.50 pence), equivalent to

approximately £2.8 million, taking the overall ordinary

dividend for the financial year to 3.60 pence per share

(FY25:4.65 pence), maintaining the dividend payout ratio

at92% of total earnings pershare of 3.92 pence.

Outlook

The outlook for the short term remains highly dependent on

the timing of revenue recognition, with variability reflecting

the natural progression of projects currently in the pipeline.

FY27 has already started with some new client wins, and

we are anticipating healthy revenue growth, resulting in a

modest increase in earnings per share (“EPS”) year on year.

Over the medium term, we expect the deployment of new

products in the Private Markets space in particular to drive

revenue and EPSgrowth.

Recognising the importance of the dividend to investors,

and the uncertainty of timing of new revenue growth,

we remain aligned with the interests of investors while

alwaysbalancing that with the aim of maintaining a strong

balance sheet.

Samantha Dunn

Interim Chief Financial Officer

18 June 2026

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Sustainability

Governance

The Record plc Board (“the Board”) retains overall

accountability for the Group’s sustainability strategy and

has delegated day-to-day oversight to the Sustainability

Committee. The Committee is comprised of senior leaders

from across the business who are responsible for setting the

sustainability strategy and embedding sustainable practices

throughout the Group.

The Sustainability Committee meets at least quarterly to

review performance, make decisions on key ESG matters,

and oversee progress against agreed goals and targets.

The Committee receives regular updates, analysis and

recommendations from the ESG and Impact Manager to

inform discussion and decision-making.

The Sustainability Committee maintains a direct reporting

line to the Board, ensuring they have oversight of material

sustainability issues, key decisions and progress against the

Group’s sustainability commitments.

The ESG and Impact Manager is responsible for driving

delivery of the sustainability strategy across the Group.

This includes developing recommendations and proposals

for consideration by the Sustainability Committee and

co-ordinating the implementation of approved actions.

Acting as a central point of co-ordination, the ESG and

Impact Manager works collaboratively across teams to

alignsustainability objectives with business priorities.

Sustainability organisational chart

Record plc Board

Sustainability Committee

The Board Chair

Chief Executive Officer,

RCML

Chief Executive Officer,

Record plc

ESG and Impact

Manager

Chief of Staff

Oversees Reports to

Director, Fixed Income

Sustainability

Sustainability touches every part of

our business, shaping our strategy,

investment decisions, operational

practices, community engagement

and the wellbeing of our workforce.

Sustainability pillars:

Responsible investment

See more on page 23

Our people

See more on pages 24 and 25

Climate action

See more on pages 26 and 27

Record plc Annual Report 2026

Sustainability

Responsible investment

Record has always prioritised sustainability and corporate

responsibility at its core. As a natural extension of this

philosophy, responsible investment is a fundamental pillar

of our sustainability strategy.

Philosophy

Our core business has traditionally been within the currency

management space, where Record has been a thought leader

in exploring the integration of Environmental, Social and

Governance (“ESG”) within currency markets.

Record Currency Management Limited (“RCML”), our main

trading subsidiary, is proud to have been a signatory to

the United Nations Principles for Responsible Investment

(“UN PRI”) since 2018, having been one of the first specialist

currency asset managers to sign up. More recently, Record

has upgraded this signatory scope to include all entities

within the Group. Our Group Responsible InvestmentPolicy

is written in line with the UN PRI and acts as a guide to

the investment teams and committees across Record’s

subsidiaries when considering their approach to ESG

integration in their investment activities, providing

Group-wide clarification on definitions and outlining our

ownoverarching set of principles for responsible investing.

Record Emerging Market Sustainable Finance Fund

(“EMSF”)

The launch of the flagship Record Emerging Market

Sustainable Finance strategy (“EMSF” or the “Strategy”) in

2021 was a pioneering step to design a sustainable finance

solution together with private sector investors that aims

to support the development of local currency markets in

Emerging Market and Developing Economies (“EMDEs”) to

promote the United Nations Sustainable Development Goal

(“UN SDG”) aligned socioeconomic growth.

EMSF takes active currency risk across a wide universe

of emerging and frontier currencies in pursuit of greater

currency stability, whilst also offering currency hedging

solutions in partnership with the development finance

community to encourage local currency funding.

Simultaneously, EMSF directly supports the financing of

development projects through its investments in bond

instruments issued by multilateral development banks

(“MDBs”) and other development finance institutions (“DFIs”)

with active operations in EMDE countries. This blended

impact-first investment strategy is underpinned by a holistic

pattern of continuous engagement that delivers impactful

investment opportunities and aims to promote improved

investment transparency and disclosure on use of proceeds

alongside better policies and practices among investees and

bank counterparties.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Sustainability continued

Workplace

Record’s working environment is designed to encourage

bright, dynamic and committed individuals to thrive. We

believe that investing in our staff and developing their

potential is key to the success of the business and our

policies and practices reflect this. We actively listen to our

employees to help us understand their opinions, ideas and

suggestions through ongoing employee engagement surveys.

In addition, the Group continues to provide a number of

other benefits to employees, including pension, private

medical cover, dental cover, life insurance, permanent

health insurance and subsidised gym membership. All

employees participate in the Group Bonus Scheme and have

the opportunity to acquire shares in Record plc through the

scheme, as well as through the Record plc Share Incentive

Plan. Our Employee Assistance Programme is available to

all employees, which provides 24/7 confidential telephone

support from qualified counsellors as well as online

computerised cognitive behavioural therapy, to support

with mental health issues. The Group also holds regular

team-building and other social events, enhancing interaction

between different departments within the business and

contributing to social inclusion.

Inclusive

workplace

Talent

development

Business

growth

Talent

pipeline

Staff retention

84%

FY26

FY25

84%

78%

FY24

81%

The FY26 increase in staff retention reflected the

implementation of business strategy, in particular our

succession planning, which saw lower levels of external

recruitment and more changes at senior levels within the

business filled through internal promotions.

Human rights

The Group’s policies and procedures are aligned with

internationally recognised human rights standards, including

the guidelines issued by the UN Global Compact, towhich

the Group is a signatory, as well as the International

Labour Organization’s core conventions and the Universal

Declaration of Human Rights. The Group is aligned to

upholding human rights across all jurisdictions in which we

operate and works to ensure that there are no instances

of modern slavery, human trafficking, child labour or other

forms of human rights abuse within our organisation. During

the reporting period, there were no identified instances of

non compliance with labour standards.

Each year, the Group publishes a Modern Slavery Act

statement in line with government guidance under the UK

Modern Slavery Act 2015. We recognise our responsibility

to assess and address the risk of modern slavery within

our operations, and our policy sets out the processes and

controls in place to identify, mitigate and prevent modern

slavery and human trafficking both in our own operations

andacross our supply chain.

Our people

Developing potential: driving our success forward.

Read more in our

Sustainability Report

at recordfg.com

Record plc Annual Report 2026

Sustainability continued

Diversity, Equity and Inclusion

The Group aims to ensure equal opportunities and foster a

workplace free from discrimination. Westrive to ensure that

all recruitment processes are fair, transparent and conducted

objectively, systematically and in full compliance with

employment legislation. OurDiversity, Equity and Inclusion

Policy sets clear expectations for all employees, making it

explicit that discrimination, harassment or victimisation of

any kind is unacceptable and will not be tolerated under any

circumstances.

We believe that valuing the unique qualities, perspectives

and experiences of individuals strengthens our culture and

enhances the way we operate as a business.

By attracting, recruiting and developing talent from

a diverse pool of candidates, the Group gains broader

insights into different markets and is better positioned to

support client needs through innovative and sustainable

investment solutions. Our aim is to cultivate a productive and

inclusive environment – one that represents a wide range

of backgrounds and perspectives – where everyone has an

equal opportunity to thrive and succeed.

The Group has made significant progress towards its

Diversity, Equity and Inclusion Action Plan, a summary of

which can be viewed in this year’s Sustainability Report

onpages 21 to 25.

Our employee-led Diversity, Equity and Inclusion Network

remains at the forefront of initiatives aligned with our

action plan, striving to raise awareness of the challenges

faced by underrepresented groups and celebrate individual

differences. This year, the Network organised several

inclusive events, including Deaf Awareness Week, Pride

Month, Black History Month and World Menopause Month.

Additionally, the Group is a member of the Diversity Project,

a cross-company organisation dedicated to promoting

inclusion and diversity within the UK investment and

savingsindustry.

The gender diversity within the Group is shown below:

Gender balance

as at 31 March 2026

Male Female

Number % Number %

Board Directors 5 83% 1 17%

Executive management 3 100% 0 0%

Senior management 30 79% 9 23%

Other staff 41 67% 20 33%

All employees

74 73% 29 27%

1. All employees figure excludes members of the Board.

See page 23 of our separate Sustainability Report for

our Gender Pay Gap and further diversity data and more

information on our diversity initiatives.

Community

Record recognises its obligations and responsibility to

contribute to the wider community outside of the firm. Over

the course of the year, the Group made charitable donations

totalling £28.5k. Our charitable giving is focused on employee

choice, with the Group matching employee donations and

sponsorship. The Group continues to encourage employees

to participate in fundraising activities for charitable causes,

and this year employees participated in a variety of events,

including charity lunches and fundraising competitions.

Charitable donations

£28,500

(£’000)

FY26

FY25

28.5

31.1

FY24

28.1

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Net zero

We remain focused on taking the vital steps required to reach

net zero, reducing greenhouse gas emissions (“GHGs”) across

our operations and value chain. Wehave therefore set the

following targets:

• reach net zero greenhouse gas emissions in our operations

and value chain by 2050; and

• reduce Scope 3

emissions intensity

by 55% by 2030

against a 2019 baseline.

These targets were developed using science-based

methodology and are aligned with limiting global warming to

1.5ºC. When we first published this target in our FY22 Annual

Report, we had already reduced our Scope 2 emissions

significantly by becoming 100% renewable across our UK

operations. Ourinterim target therefore focuses solely on our

indirect Scope 3 emissions, which at the time made up 98% of

our carbon footprint.

1. Scope 3 emissions: business travel; premises waste, water and transmission and

distribution losses; outbound deliveries; commuting; other upstream emissions;

and home working.

2. Scope 3 emissions intensity is calculated as an absolute value of emissions

divided by revenue.

TCFD

We are pleased to report our climate-related financial

disclosures in accordance with guidance from the Task Force

on Climate-related Financial Disclosures (“TCFD”) as part of

the Group’s Annual Report and Accounts.

The following table provides our disclosure in response

tothe TCFD recommendations.

Climate Report

Certain detailed climate-related disclosures are presented in

the Group’s standalone Climate Report rather than within the

Annual Report. This reflects the technical and evolving nature

of climate-related metrics, methodologies and assumptions,

particularly in relation to Scope 3 and financed emissions,

which require more granular explanation than is appropriate

for inclusion in the Annual Report.

Sustainability continued

Climate action

Our alignment to net zero and reducing greenhouse gas emissions.

Read more in our

Climate Report

at recordfg.com

Governance

Recommendations

Current

status

Key areas

of progress Page

Describe Board-level oversight of climate-related

risks and opportunities.



• The Record plc Board is responsible for governing and

overseeing the Group’s business strategy, and providing

oversight, control and monitoring of its operations

and risks. As part of this function, the Board oversees

climate-related risks and opportunities.

• Other Board-level committees have oversight

responsibilities for climate-related risks and

opportunities.

• The Board has delegated responsibility for overseeing

the Group’s climate change strategy to the Board

Sustainability Committee.

See more on

pages 5 to 6

of the Climate

Report

Describe management’s role in assessing and

managing climate-related risks and opportunities.



Strategy

Recommendations

Current

status

Key areas

of progress Page

Describe the climate-related risks and

opportunitiesthe organisation has identified over

the short, medium and long term.



• We have identified potential climate-related risks and

opportunities which may arise over the short, medium

and long term, and use this assessment to inform our

strategy.

• We have undertaken a qualitative climate-scenario

analysis using the globally recognised Network for

Greening the Financial System (“NGFS”) – “Current

Policies”, “Net Zero 2050” and “Delayed Transition”.

See more on

pages 8 to 11

of the Climate

Report

Describe the impact of these climate-related risks

and opportunities on the organisation’s business,

strategy and financial planning.



Describe the resilience of the organisation’s strategy,

taking into account different climate-related

scenarios, including a 2°C or lower scenario.



Key

Compliant Partially compliant Not yet compliant

Record plc Annual Report 2026

Sustainability continued

Risk management

Recommendations

Current

status

Key areas

of progress Page

Describe the organisation’s processes for

identifyingand assessing climate-related risks.



• The process of identifying, assessing and managing

climate-related risks is embedded into our Group-wide

Business Risk Framework, which operates a two lines of

defence approach.

• Climate-related risks are considered within our existing

principal risk categories.

See more on

pages 12 to 15

of the Climate

Report

Describe the organisation’s processes for

managingclimate-related risks strategy and

financial planning.



Describe how processes for identifying, assessing

and managing climate-related risks are integrated

into the organisation’s overall risk management.



Metrics and targets

Recommendations

Current

status

Key areas

of progress Page

Disclose the metrics used by the organisation to

assess climate-related risks and opportunities in

line with its strategy and risk management process.



• We report Scope 1, 2 and 3 GHG emissions.

• We report progress against emissions reduction targets.

See more on

pages 17 to 19

of the Climate

Report

Disclose Scope 1, Scope 2 and, if appropriate,

Scope3greenhouse gas (“GHG”) emissions, and

therelated risks.



Describe the targets used by the organisation to

manage climate-related risks and opportunities

andperformance against targets.



Streamlined Energy and Carbon Reporting

Methodology

The method used to calculate GHG emissions is the GHG

Protocol Corporate Accounting and Reporting Standard

(revised edition), together with the latest emission factors

from recognised public sources including, but not limited

to, BEIS, the US Energy Information Administration, the US

Environmental Protection Agency and the Intergovernmental

Panel on Climate Change. The reported GHG emissions are

for our UK operations only. Scope 3 emissions are inherently

subject to a higher degree of estimation uncertainty than

Scope 1 and 2 emissions. While we have used the best

available data and methodologies, the resulting figures

should be interpreted as estimates and may be subject to

revision as data quality and availability improve over time.

Please refer to pages 20 and 21 in our Climate Report for

Group-level emissions.

Our emissions trend

In FY26, our organisation recorded total greenhouse gas

(“GHG”) emissions of 386.8 tCO₂e, representing a 9% increase

compared to FY25 on a market-based methodology. This

increase is considered moderate and was primarily driven by

higher Scope 2 emissions, reflecting operational changes and

the integration of a new office location. We remain focused

on achieving our long-term climate goals and continue

to explore opportunities across both our operations and

products to reduce our overall carbon footprint.

Summary of emissions (tCO

e) for FY26

1,2,3

Reporting category

Location-

based

methodology

UK &

offshore

Market-

based

methodology

UK &

offshore

Scope 1 3.72 3.72

Scope 2 30.97 73.59

Scope 3 211.36 211.36

Total 246.05 288.67

Scope 1, 2 and 3 CO

e intensity ratio:

tonnes CO

e/FTE 2.39 2.80

Energy consumption (kWh 000)

1,2,3

FY26

FY25

2617520

41 167 195

Location-based methodology (tonnes of CO

1,2,3

FY26

FY25

211.3630.973.72

7.50 34.61 282.24

Market-based methodology (tonnes of CO

1,2,3

FY26

FY25

211.3673.593.72

7.50 64.90 282.24

1. Scope 1 covers combustion of gas and combustion of fuel for heating purposes.

Scope 2 covers purchased electricity. Scope 3 covers premises waste;

transmission and distribution losses; business travel; outbound deliveries;

commuting; other upstream emissions; and homeworking.

2. Please note that rounding differences may exist.

3. Emissions data for financial year ending 31 March 2026. Visual only refers to UK

and offshore data.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Our stakeholders

Clients Shareholders People

Environment

andcommunity

Suppliers Regulators

We are a client-led business.

Ourethos is to “Listen” to clients,

“Understand” their investment

objectives, and “Deliver”

sustainablesolutions.

We rely on support and engagement

with our shareholders to deliver

ourstrategic objectives and grow

the business.

Our people are central to the

ongoing success of the business

andwe aim to attract, retain,

develop and motivate the right

people for current and future

business success.

We recognise the responsibility

wehave to the environment, local

community and wider society.

We rely on external suppliers and

service providers to supplement

theGroup’s own infrastructure,

benefiting from the expertise

provided.

As a global business, we have

transparent and open relationships

with our regulators around the

world. Regulators provide

oversightto ensure our businesses

are operated within regulatory

parameters, thereby giving valuable

assurance to our stakeholders.

How we engage

Our operations are built around the

requirements of our clients, including

established systems and controls to reduce

risk. We manage each stage of the process

as efficiently as possible.

We build strong and trusted relationships

with clients by collaborating on new

developments and opportunities as they

evolve.

Regular client review meetings ensure

requirements are consistently monitored.

Clients receive regular reports on market

and investment performance.

How we engage

The Group CEO presents the full-year

and half-year results to investors, both

institutional and retail.

The primary means of communication

with shareholders are through the

AnnualGeneral Meeting, the Annual

Report and Accounts, half-year results

and related presentations. All of these

are made available on the Group’s website

www.recordfg.com. The website also

contains information on the business of the

Group, corporate governance, regulatory

announcements, key dates in the financial

calendar and other shareholder information.

How we engage

We engage with our employees through a

variety of channels including a Company

intranet, management briefings, employee

engagement surveys, e-mail updates and

Group-wide townhalls.

We encourage employees to develop and

advance their careers, offering assistance

in study support and the possibility of

secondments to overseas offices.

The Group’s remuneration framework aims

to align employees’ interests with those of

shareholders by offering the opportunity to

benefit from business growth through share

ownership.

How we engage

Record’s Sustainability Committee

ensures a focus on sustainability and ESG

factors across all aspects of our business,

including investment strategy, corporate

responsibility and risk management,

benefiting our clients and stakeholders.

We support the communities where we

operate by contributing through donations

and employee volunteer efforts.

Collaborating with like-minded partners,

we strive to meet the growing demand for

sustainable investment solutions.

Record has been a proud signatory to the

Principles for Responsible Investment since

June 2018.

How we engage

We work to ensure that our key suppliers

are engaged with our business and that a

mutual understanding and close working

relationship is maintained between us.

All material supplier contracts are subject

to due diligence checks and reviews and

include strict service level agreements for

all suppliers of business-critical services.

Record has a supplier payment policy which

ensures that all invoices are approved and

duly paid within agreed terms.

How we engage

The Group uses a combination of the

following:

• local legal advisers to call upon for new

activities;

• direct engagement with various industry

bodies with regulators and policymakers

across the Group, keeping up to date with

evolving regulatory requirements; and

• the Record plc Board receives regular

reports from each subsidiary to enable

oversight requirements.

We receive advice and updates on regulatory

matters from both our internal and external

auditors and our legal advisers.

Material interests

Our clients’ material interests are in the

performance of Record’s products, a robust

risk framework, transparency, value for

money, maintaining the high levels of

servicethey receive and the provision

of innovative products which meet their

investment objectives.

Material interests

Our shareholders want Record to succeed

as a long-term sustainable business which

delivers attractive returns through share

price growth and regular dividends.

Material interests

Our people’s material interests relate to

the work balance, physical and cultural

environment provided by Record. They want

to be fairly rewarded for their contribution

and have opportunities for learning,

growthand development whilst sharing

inbusiness success.

Material interests

We aim to manage the business in a

manner which minimises our impact on the

environment and helps to benefit society.

Material interests

Suppliers wish to develop mutually

beneficial working relationships with

growing and successful businesses over

thelong term.

Material interests

Regulators aim to ensure that our

regulatedsubsidiaries are run responsibly in

the best interests and safety of our clients

and other stakeholders. They seek to protect

the integrity of the financial systems they

supervise and promote fair competition for

the benefit of clients.

2026 highlights

Deployment of the first Record

Infrastructure Equity Fund investments,

with a further two deployments

confirmed for the first half of FY27.

Responsible investment initiatives,

including maintaining 100% allocation

to development finance institution

bonds and investing in our Emerging

Market Sustainable Finance strategy,

reinforcing our long-standing UN PRI

commitment.

2026 highlights

Succession planning changes: CFO

Richard Heading stepped down after the

appointment of Interim CFO Samantha

Dunn; Chief of Staff Kevin Ayles left the

Board and remains a senior executive;

and Dr Othman Boukrami transitioned

from plc NED to CFO of Group subsidiary

Record Currency Management Limited.

Nick Adams was appointed to the plc

Board as an independent NED and

member of the Audit, Remuneration and

Nomination Committees.

2026 highlights

Continued expansion of our employee

base to support growth across

infrastructure, private markets and

sustainable finance activities.

Implementation of Group-wide gender

diversity targets and membership of

the UK Disability Confident Scheme to

attract and retain diverse talent and

ensure inclusive recruitment.

Record is proud of our employee-led

Inclusion and Diversity Network which

runs staff events throughout the year.

2026 highlights

Employees helped to raise £28.5k for

local and national charities during

theyear.

Our Climate Report includes disclosure

against the TCFD’s recommendations

and outlines Record’s commitment and

action towards the Group’s net zero and

emissions reduction targets.

Further details on our focus and actions

on both sustainability and climate can

be found in our separate Sustainability

and Climate Reports on our website:

www.recordfg.com.

2026 highlights

The Supplier Code of Conduct is in

place to align suppliers and service

providers with Record’s own standards

on human rights, diversity and inclusion,

environmental policy and ethical

practice.

In line with the updated guidance

published by government to the

reporting expectations of the UK

Modern Slavery Act 2015, Record’s

current Modern Slavery Policy has been

updated to reflect policies and practices

across the Group.

2026 highlights

Record’s German subsidiary, approved

by BaFin as a MiFID firm, continues

to see growth in revenue as inflows

materialise.

Record is expanding and we are actively

pursuing regulatory licences in other

jurisdictions to facilitate our growth.

Our stakeholders, with whom we maintain

an ongoing dialogue, are detailed below.

Record plc Annual Report 2026

Our stakeholders

Clients Shareholders People

Environment

andcommunity

Suppliers Regulators

We are a client-led business.

Ourethos is to “Listen” to clients,

“Understand” their investment

objectives, and “Deliver”

sustainablesolutions.

We rely on support and engagement

with our shareholders to deliver

ourstrategic objectives and grow

the business.

Our people are central to the

ongoing success of the business

andwe aim to attract, retain,

develop and motivate the right

people for current and future

business success.

We recognise the responsibility

wehave to the environment, local

community and wider society.

We rely on external suppliers and

service providers to supplement

theGroup’s own infrastructure,

benefiting from the expertise

provided.

As a global business, we have

transparent and open relationships

with our regulators around the

world. Regulators provide

oversightto ensure our businesses

are operated within regulatory

parameters, thereby giving valuable

assurance to our stakeholders.

How we engage

Our operations are built around the

requirements of our clients, including

established systems and controls to reduce

risk. We manage each stage of the process

as efficiently as possible.

We build strong and trusted relationships

with clients by collaborating on new

developments and opportunities as they

evolve.

Regular client review meetings ensure

requirements are consistently monitored.

Clients receive regular reports on market

and investment performance.

How we engage

The Group CEO presents the full-year

and half-year results to investors, both

institutional and retail.

The primary means of communication

with shareholders are through the

AnnualGeneral Meeting, the Annual

Report and Accounts, half-year results

and related presentations. All of these

are made available on the Group’s website

www.recordfg.com. The website also

contains information on the business of the

Group, corporate governance, regulatory

announcements, key dates in the financial

calendar and other shareholder information.

How we engage

We engage with our employees through a

variety of channels including a Company

intranet, management briefings, employee

engagement surveys, e-mail updates and

Group-wide townhalls.

We encourage employees to develop and

advance their careers, offering assistance

in study support and the possibility of

secondments to overseas offices.

The Group’s remuneration framework aims

to align employees’ interests with those of

shareholders by offering the opportunity to

benefit from business growth through share

ownership.

How we engage

Record’s Sustainability Committee

ensures a focus on sustainability and ESG

factors across all aspects of our business,

including investment strategy, corporate

responsibility and risk management,

benefiting our clients and stakeholders.

We support the communities where we

operate by contributing through donations

and employee volunteer efforts.

Collaborating with like-minded partners,

we strive to meet the growing demand for

sustainable investment solutions.

Record has been a proud signatory to the

Principles for Responsible Investment since

June 2018.

How we engage

We work to ensure that our key suppliers

are engaged with our business and that a

mutual understanding and close working

relationship is maintained between us.

All material supplier contracts are subject

to due diligence checks and reviews and

include strict service level agreements for

all suppliers of business-critical services.

Record has a supplier payment policy which

ensures that all invoices are approved and

duly paid within agreed terms.

How we engage

The Group uses a combination of the

following:

• local legal advisers to call upon for new

activities;

• direct engagement with various industry

bodies with regulators and policymakers

across the Group, keeping up to date with

evolving regulatory requirements; and

• the Record plc Board receives regular

reports from each subsidiary to enable

oversight requirements.

We receive advice and updates on regulatory

matters from both our internal and external

auditors and our legal advisers.

Material interests

Our clients’ material interests are in the

performance of Record’s products, a robust

risk framework, transparency, value for

money, maintaining the high levels of

servicethey receive and the provision

of innovative products which meet their

investment objectives.

Material interests

Our shareholders want Record to succeed

as a long-term sustainable business which

delivers attractive returns through share

price growth and regular dividends.

Material interests

Our people’s material interests relate to

the work balance, physical and cultural

environment provided by Record. They want

to be fairly rewarded for their contribution

and have opportunities for learning,

growthand development whilst sharing

inbusiness success.

Material interests

We aim to manage the business in a

manner which minimises our impact on the

environment and helps to benefit society.

Material interests

Suppliers wish to develop mutually

beneficial working relationships with

growing and successful businesses over

thelong term.

Material interests

Regulators aim to ensure that our

regulatedsubsidiaries are run responsibly in

the best interests and safety of our clients

and other stakeholders. They seek to protect

the integrity of the financial systems they

supervise and promote fair competition for

the benefit of clients.

2026 highlights

Deployment of the first Record

Infrastructure Equity Fund investments,

with a further two deployments

confirmed for the first half of FY27.

Responsible investment initiatives,

including maintaining 100% allocation

to development finance institution

bonds and investing in our Emerging

Market Sustainable Finance strategy,

reinforcing our long-standing UN PRI

commitment.

2026 highlights

Succession planning changes: CFO

Richard Heading stepped down after the

appointment of Interim CFO Samantha

Dunn; Chief of Staff Kevin Ayles left the

Board and remains a senior executive;

and Dr Othman Boukrami transitioned

from plc NED to CFO of Group subsidiary

Record Currency Management Limited.

Nick Adams was appointed to the plc

Board as an independent NED and

member of the Audit, Remuneration and

Nomination Committees.

2026 highlights

Continued expansion of our employee

base to support growth across

infrastructure, private markets and

sustainable finance activities.

Implementation of Group-wide gender

diversity targets and membership of

the UK Disability Confident Scheme to

attract and retain diverse talent and

ensure inclusive recruitment.

Record is proud of our employee-led

Inclusion and Diversity Network which

runs staff events throughout the year.

2026 highlights

Employees helped to raise £28.5k for

local and national charities during

theyear.

Our Climate Report includes disclosure

against the TCFD’s recommendations

and outlines Record’s commitment and

action towards the Group’s net zero and

emissions reduction targets.

Further details on our focus and actions

on both sustainability and climate can

be found in our separate Sustainability

and Climate Reports on our website:

www.recordfg.com.

2026 highlights

The Supplier Code of Conduct is in

place to align suppliers and service

providers with Record’s own standards

on human rights, diversity and inclusion,

environmental policy and ethical

practice.

In line with the updated guidance

published by government to the

reporting expectations of the UK

Modern Slavery Act 2015, Record’s

current Modern Slavery Policy has been

updated to reflect policies and practices

across the Group.

2026 highlights

Record’s German subsidiary, approved

by BaFin as a MiFID firm, continues

to see growth in revenue as inflows

materialise.

Record is expanding and we are actively

pursuing regulatory licences in other

jurisdictions to facilitate our growth.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

We believe that all stakeholders benefit from

environmentally friendly business practice and socially

responsible investment. Record is therefore committed to

fostering a culture which prioritises sustainability, corporate

responsibility and community engagement. In doing so, the

Directors recognise their duty to promote the success of

the Company for the benefit of its members as a whole, in

accordance with section 172 of the Companies Act 2006.

Section 172 Companies Act 2006 (the “Act”)

Our key stakeholder groups, their material issues and how

we engage with them are detailed on pages 28 and 29. Each

stakeholder group requires a tailored engagement approach

to foster effective and mutually beneficial relationships.

By understanding our stakeholders, boardroom discussions

explicitly factor in the potential impacts of decisions on each

stakeholder group to consider their needs and concerns, in

accordance with section 172 of the Act.

This approach ensures that we deliver solutions to

our clients that comply with regulatory requirements,

contributepositively to local communities, achieve long-term

sustainable returns for our investors and continue to

work effectively with our colleagues, suppliers and other

stakeholders.

Acting in a fair and responsible manner is a core element of

our business practice, more information on which can be

found in our separate Sustainability Report.

During FY26, the Board made decisions to deliver against our

strategy, whilst considering the different interests of each

stakeholder group. In each case, the Directors had regard

to the matters set out in section 172 of the Companies Act

2006. The following provides an overview of some of the

key decisions taken during the year and how integral our

stakeholders are in the Board’s decision-making process:

Interests of clients – decisions

• Implementation of the first Record Infrastructure Equity

Fund investments: the fund made its first deployment,

generating long-term recurring fees.

• Two additional deployments have been scheduled for

completion in the first half of FY27, broadening our

exposure to digital infrastructure and committing 35%

ofthe vehicle’s initial capital.

• Continued development of Sharia-compliant deep-tier

supply chain finance products, supporting small and

medium-sized enterprises in deeper tiers of global supply

chains.

• Responsible investment initiatives, including maintaining

100% allocation to development finance institution

bonds and investing $963 million in our Emerging

Market Sustainable Finance strategy, reinforcing our

long-standing UN PRI commitment.

Interests of employees – decisions

• Continued expansion of our employee base to support

growth across infrastructure, private markets and

sustainable finance activities.

• Implementation of Group-wide gender diversity targets

and membership of the UK Disability Confident Scheme

to attract and retain diverse talent and ensure inclusive

recruitment.

• Expansion of our employee-led Inclusion and Diversity

Network, delivering training and events, raising funds for

community causes and promoting a culture of continuous

learning and collaboration.

Interests of shareholders – decisions

• Appointment of Nick Adams to the Board as an

independent Non-executive Director and member of

the Audit, Remuneration and Nomination Committees,

bringingextensive institutional investment experience.

• Succession planning changes: Chief Financial Officer

Richard Heading stepped down after the appointment of

Interim CFO Samantha Dunn; Chief of Staff Kevin Ayles left

the Board and remains a senior executive; and Dr Othman

Boukrami transitioned from Non-executive Director to an

executive role at Record Currency Management Limited.

• The Sustainability Committee continued to provide

Board-level oversight of climate action, social impact

and responsible investment, including overseeing our

net zero strategy and integration of climate factors into

investment processes.

• Record delivered strong operational performance with

Assets Under Management reaching $114.6 billion and

positive net flows; the Board authorised reinvestment in

the business while maintaining robust capital returns to

shareholders.

The duties of the Directors – section 172

Under section 172 of the Companies Act 2006, a director of

a company must act in the way they consider, in good faith,

would be most likely to promote the success of the Company

for the benefit of its members as a whole, and in doing so

have regard (amongst other matters) to:

• the likely consequences of any decision in the long term;

• the interests of the Company’s employees;

• the need to foster the Company’s business relationships

with suppliers, customers and others;

• the impact of the Company’s operations on the community

and the environment;

• the desirability of the Company maintaining a reputation

for high standards of business conduct; and

• the need to act fairly towards all members of

theCompany.

Section 172 Companies Act 2006

Record plc Annual Report 2026

Risk management

The Record plc Board (the “Board”) has ultimate responsibility

for risk and the oversight of the risk management process

within the business. Recognising that risk is inherent in all

of the Group’s business dealings, and in the markets and

instruments in which the Group operates and utilises, it

places a high priority on ensuring an integrated approach

and a strong risk management culture is embedded, with

accountability at all levels within the business. Effective

risk management and strong internal controls are integral

to the Group’s business model and are reflected in the risk

management framework adopted within the business.

Risk management framework

Risk appetite

As part of its responsibility for oversight of the risk

management process, the Board determines its appetite for

all significant risk categories identified across the business.

This defines the level of risk it is willing for the business to

take to support its strategic and business objectives and

encourages an appropriate balance between risk and benefit

in a controlled and regulatory compliant context, taking into

account the interests of clients, our people and shareholders

as well as any capital or other regulatory requirements.

The Group maintains a risk register, which identifies each

key risk and the corresponding risk appetite, with ongoing

assessment of the level of risk performed by the Group Risk

department.

The Board reviews and considers the principal and emerging

risks and corresponding risk appetites on a regular and

ongoing basis in light of its strategic plans. The Board

currently considers the following significant risk categories

indetermining the risk appetite of the Group:

Financial

Technology

Legal

People

Operational

Investment

Regulatory

Each of these are outlined

on pages 33 to 36.

Oversight

Oversight of the risk management framework is delegated

bythe Board to the Chief Risk Officer.

The Board provides oversight and independent challenge in

relation to internal controls, risk management systems and

procedures, and external financial reporting.

The Executive Risk Committee (“ERC”) is responsible for

overseeing and ensuring mitigation of risks across the Group.

Record Currency Management Limited (“RCML”) and Record

Asset Management GmbH (“RAM”) have delegated oversight

of risk to the ERC.

The Boards of RCML and RAM, being the regulated entities

within the Group, are the delegated decision-making bodies

for the day-to-day operations of the respective businesses

and include senior personnel within the business.

The RCML and RAM Boards have delegated authority to

the RCML Investment Committee and RAM Investment

Committee respectively to approve new and amended

investment processes and products, and establish and

maintain policies for these processes.

Record plc Board

Executive Risk

Committee

RCML Board RAM Board

RCML Investment

& EMF Committees

RAM Investment Committee

Record adopts a unified approach to risk management

which is fully embedded across the business.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Risk management continued

Risk management framework continued

Lines of defence

The Record culture is one of integrity and accountability;

core values that are embedded into the control environment

surrounding all areas of the business.

The overall risk management framework is underpinned by

three lines of defence and is overseen by the Board.

Within this framework, the first line of defence provides

management assurance and rests with departmental line

managers and with senior managers responsible for the

implementation and maintenance of higher-level controls

to ensure adherence to quality standards and regulatory

requirements.

Functions such as Front Office Risk Management,

Compliance,Business Risk and Legal provide the second

line of defence through the drafting, implementation and

monitoring of policies and procedures to align with best

practice, to ensure compliance and to provide assurance

andoversight for the Board.

The third line of defence is performed by internal audit,

which provides independent assurance on the adequacy

and effectiveness of the Group’s risk management, controls

and governance processes, alongside recommendations to

further improve the control environment. Internal audit is

provided by RSM UK Risk Assurance Services LLP (“RSM”),

anindependent third party.

The Group has commissioned RSM to perform the annual

service auditor’s report in respect of Record Currency

Management Limited under the International Standard on

Assurance Engagement (“ISAE”) 3402. In performing this

work, RSM reports its opinion on the description of internal

controls with respect to the investment management

and information technology activities, and the operating

effectiveness of specific controls for the period 1 April to

31March, in line with the Group’s financial year.

In addition to this, external independent assurance for

shareholders is gained through the statutory annual

external audit process run by BDO LLP (“BDO”), the Group’s

external auditor. It’s worth noting for RAM, that this audit

also includes an anti-money laundering audit, as well as a

separate securities audit under German rules performed

by BDO AG Wirtschaftsprüfungsgesellschaft. These audits

provide an additional layer of audit assurance over the

internal audit review procedures performed by RSMat a

RAMlevel.

The Group considers the conservative capital buffer and

the flexibility retained under the Capital and Dividend Policy

provides an effective additional line of defence in terms of

mitigation when considering its risks.

External independent assurance activity

Statutory

external audit

ISAE 3402 service

auditor’s report on

internal controls

Embedded culture of integrity and accountability

1st line

ofdefence:

Business

operations and

support

2nd line

ofdefence:

Control and

oversight

functions

3rd line

ofdefence:

Internal

audit

Emerging risks

Emerging risks are a key component of the Group’s

forward-looking approach to the identification and

management of known risks, which could become more likely

to materialise. We consider emerging risks in the context

of external shocks such as natural disasters, pandemics,

geopolitics, financial market disruption, changes in the

regulatory or competitive landscape, and developments

inkey areas such as cyber security and the role of AI.

These risks are proactively assessed by the ERC to identify

potential threats and opportunities at an early stage, with

the potential impact reviewed against the strategic targets

of the Group.

Record plc Annual Report 2026

Risk management continued

Risk management

at a glance

See more on pages 34 to 36.

These risks are proactively assessed by the ERC to identify

potential threats and opportunities at an early stage.

Key to risks

Link to strategy

Organic

Growth

Quality of

Earnings

Operational

Excellence

Trend

Increase No change Decrease

Risks to the business

The following section summarises the Board’s assessment

of the principal and emerging risks faced by the business,

including the risk appetite and the perceived risk outlook for

the upcoming period. These risks fall into a number of distinct

categories and the means to mitigate them are both diverse

and relevant to the nature of the risk concerned.

Financial risk can

materialise from

externalshocks or

revenuepressures

Legal

People are the Group’s

biggest asset; proactive

work is done to mitigate risk

and ensure quality of talent

remains high

People

We operate with a range

of in-house and third-party

critical systems to deliver

secure and robust services

to clients

Technology

Our clients pay us

fees to undertake high

operational risk on their

behalf given the trading

sizes and volumes we

execute

Operational

Product development

and diversification

processes must embrace

the risk of periods of

underperformance

Investment

Regulatory

Financial

The Group operates

in an increasing

number of global

jurisdictions with

diverse contractual

requirements

Regulatory risk and

obligations fall on the

Group in increasing

numbers of global

jurisdictions

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Principal business risks to Record Group

Risk category: Operational risk

Key sub-risks:

Trade execution;

Tradeconfiguration; Settlement;

Client reporting

Definition:

Our clients pay us fees to undertake high operational risk on their behalf given the trading sizes and

volumes we execute, particularly linked to our hedging products. We embrace this risk, recognising it

as a principal risk to the business reflected in our bespoke business model and risk framework, which

isdesigned to mitigate this risk to an acceptable level.

Risk appetite:

Medium

Mitigants:

Our business operates with a robust control framework, supported by long-standing and experienced

operational teams proactively reviewing, improving and communicating potential risk gaps while

striving for continuous improvement. The second-line-of-defence functions add direct visibility and

assurance oversight to operational processes, backed up with appropriate external insurance policies

as a final line of defence.

Risk level:

Within tolerance;

Trend:

Risk outlook:

The risk level may trend upwards in the upcoming period as we continue to expand product offerings

into new areas and jurisdictions across the Group. The intention of the Group is to realise technology

and process improvements over the same period to incrementally reduce the risk across all operational

processes and mitigate the risk of this transformation.

Risk category: Technology risk

Key sub-risks:

Third-party systems;

Internalsystems; Data security;

Cyber

Definition:

Along with all businesses in our sector, we are reliant on a range of in-house and third-party systems to

deliver our services, and all of these are susceptible to the risk of having downtime, bugs, redundancy,

integration issues and, of course, cyber-attacks.

Risk appetite:

Medium

Mitigants:

Our business has a robust set of systems and mitigating controls, providing visibility over all points of

failure, with a clear set of escalation procedures in place to highlight and resolve technology outages.

This is supported with a broader business continuity plan and disaster recovery mitigations, which are

reviewed and tested regularly to ensure the business is well placed to avoid material disruption.

Risk level:

Within tolerance;

Trend:

Risk outlook:

Technology risk is expected to remain at this level. The key building blocks in the firm’s core technology

improvements are beginning to revolutionise and reduce risk across the Group’s operational workflows.

Offsetting this, the implementation of AI within the firm will bring additional focus to data security, and

the Group continues to monitor the potential utilisation of AI by malicious parties in the context of cyber

very closely, alongside any outcomes of the Mythos model.

Risk category: Investment risk

Key sub-risks:

Product performance;

Marketliquidity;

Counterpartyrisks;

Concentrationrisks

Definition:

Any asset manager must embrace the risk of product underperformance, whether against their

benchmarks or indeed in absolute terms; we are no different. This is our key investment risk. Investment

risk also covers the research process and any potential impact on product development, which we see

as low risk given our highly qualified and experienced research colleagues.

Risk appetite:

Medium

Mitigants:

Record’s research philosophy ensures rigorous review, with ultimate sign-off on new strategies being

brought before both the Investment Committee and the Enterprise Risk Committee to ensure all risks

are proactively considered and mitigated. Record’s product type and client location continues to

diversify, adding additional resilience in the event of poor performance in one product.

Risk level:

Within tolerance;

Trend:

Risk outlook:

Investment products continue to grow in emerging and frontier markets, open to higher risks of

geopolitical instabilities, while providing opportunities for our Group and our client base. The Group

continues to diversify business lines and client revenue streams to mitigate this.

Risk management continued

Record plc Annual Report 2026

Risk category: Regulatory risk

Key sub-risks:

Regulatory trends;

Regulatoryapplicability;

Compliance oversight

Definition:

Regulatory risk falls on the Group in multiple jurisdictions and requirements will continue to diverge

between the regulated entities over time. There is a need for close attention and monitoring of all

regulations falling due not only on Group entities, but also on our clients as we continue to explore

newopportunities around the globe.

Risk appetite:

Medium

Mitigants:

Record operates within a strong compliance framework aligned with all relevant jurisdictions,

andincorporates regular staff training on regulatory obligations. Regulatory developments are

actively tracked across all operating regions and new market jurisdictions are investigated in detail

asopportunities arise.

Risk level:

Within tolerance;

Trend:

Risk outlook:

Regulatory risk is likely to be somewhat elevated as we continue to expand the Group product offerings

and target new jurisdictions, as reflected in the increase of Risk Appetite to medium. The continued

growth of RAM within the Group and continuing regulatory divergence between locations indicates that

this area will continue to evolve over time for the Group.

Risk category: Financial risk

Key sub-risks:

Liquidity; Fraud;

Financial error

Definition:

Financial risk refers to the potential for losses or adverse impacts on the firm’s earnings, capital or

liquidity arising from market movements, funding pressures or other uncertainties.

Risk appetite:

Low

Mitigants:

Record operates under a strong control framework across the business, and the Finance activities are

no different. A detailed ICARA is completed each year and monitored on an ongoing basis to ensure each

entity and the consolidated Group are able to function with sufficient capital. Record also maintains a

broad set of comprehensive insurance policies to cover the Group from all severe financial issues that

could be anticipated to arise.

Risk level:

Within tolerance;

Trend:

Risk outlook:

The Group remains conservative on the management of liquidity buffers across the entities, which

continues to be appropriate to maintain a stable revenue platform for the Group while revenue timing

within RAM opportunities remains difficult to predict.

Risk management continued

Record plc Annual Report 2026 Additional informationGovernance

Financial statements

Strategic report

Risk management continued

Risk category: People risk

Key sub-risks:

Key person risk; Succession;

Culture and engagement

Definition:

People are our biggest asset. We have worked hard to mitigate both key person and succession risks

while continuing to monitor risks such as conduct and conflicts of interest, aswell as staff engagement

and wellbeing.

Risk appetite:

Low

Mitigants:

Record continues to invest in key personnel around the business, utilising variable remuneration

policies and salaries that are benchmarked against industry peers on a regular basis. Employees are

given the opportunity to voice concerns and see them acted on within our culture.

Risk level:

Within tolerance;

Trend:

Risk outlook:

There has been a second year of turnover in the C-suite level roles across the Group, and the outlook

for the upcoming period will be directly related to a period of stability. Several steps to improve talent

retention and invest in key people across the firm have been undertaken and will continue to improve

the outlook of certain sub-risks in the upcoming period.

Risk category: Legal risk

Key sub-risks:

Contractual risks

Definition:

Legal risk may arise following the breach of laws or regulations, or with contractual disputes that could

ultimately impact the firm’s financial position or operations.

Risk appetite:

Low

Mitigants:

Record’s legal department is very experienced and ensures that the Company operates under a robust

set of contract documents with our clients, our counterparties and all third parties to ensure coverage

is complete. Any requirement for non-contracted activities is reviewed and approved by the relevant

entity Board prior to any undertaking.

Risk level:

Within tolerance;

Trend:

Risk outlook:

Legal risk is expected to remain low in the upcoming period, even in light of the expanding jurisdiction

targets and growth of new product lines across the Group.

Record plc Annual Report 2026

Viability statement

In accordance with the UK Corporate Governance Code,

the Directors have performed a robust assessment of the

viability of the Group considering the business model, the

Group’s expected financial position, Board strategy and risk

appetite, the Group’s solvency and liquidity and its principal

risks. Based on this assessment, the Directors have a current

and reasonable expectation that the Group will continue

to operate and meet its liabilities as they fall due for the

next three years to 31 March 2029. The Board considers a

three-year horizon to be an appropriate period to assess the

Group’s strategy and its capital requirements. This timeframe

allows for a sharper focus and a comprehensive assessment

of the Group’s investment needs, profitability, and the

potential risks that could impact the Group’s ability to meet

its strategic objectives.

The Directors review the financial forecasts and position

of the Group on an ongoing basis. The capital and dividend

policies reflect the stated objectives of maintaining a

strong balance sheet whilst allowing the Group flexibility

to adapt its products and services to market conditions, to

take advantage of emerging business opportunities, and to

make progressive and sustainable returns to shareholders.

The Group’s strategy and principal risks are assessed and

reviewed regularly at Board and Executive level, and by

operational subsidiaries within the Group. Further detail

on the Group’s strategy and principal risks is given in the

Strategic report on pages 16 to 17 and 34 to 36 respectively.

In assessing the viability of the Group, the Directors have

considered the principal risks affecting the Group, which

underpin the basis for the stress testing of the business plan

conducted under the Investment Firm Prudential Regime

(“IFPR”). This uses severe but plausible stress scenarios

assuming the crystallising of a number of these principal

risks to assess the options for mitigating the impact on the

Group, and for ensuring that the ongoing viability of the

Group is sustained.

The Board has considered the potential impact of the

following stress test scenarios, which cumulatively

represent a severe, remote but plausible scenario: product

performance and viability, economic downturn, people,

cyber-attack and operational error.

The scenarios then factor in the various mitigating actions

the Group has at its disposal, including the potential for

non-critical cost reductions and reassessing the Dividend

Policy. These mitigating actions can be reassessed

dependingon the specific circumstances and expected

duration of the factors affecting the business model at the

time. The possibility that the impact and timing of factors

potentially affecting the viability of the Group could be more

severe than assumed plausible for the above testing should

also be noted.

The results have confirmed that the Group would be able to

withstand the adverse financial impact of these scenarios

occurring over the three-year assessment period and will

continue to maintain its surplus financial resources over and

above its regulatory capital and liquidity requirements.

Changes in our industry such as the increase in demand

for sustainable investment products and advances in

technology provide both a challenge, but also an opportunity

to the Group, whilst economic uncertainty continues, linked

to heightened geopolitical instability. Through strategic

focus on Organic Growth, combined with the continued

enhancement of its products and services and in maintaining

its approach to Operational Excellence and Quality of

Earnings, the Directors believe the Company to be capable

ofmeeting such challenges, as evidenced by the maintenance

of high levels of revenue and profits, and the growth of AUM

seen over the last few years.

The Strategic report is set out on pages 1 to 37 of the Annual

Report and outlines our strategic objectives, performance

and financial position, as well as our outlook forthe future.

The Strategic report was approved by the Board on

18June2026 and signed on its behalf by:

Jan Witte

Chief Executive Officer

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Governance

What’s in this section

Chairman’s introduction 39

Board of Directors 40

Corporate governance report 42

Corporate governance overview 43

Board structure 44

Board responsibilities 44

Board activity 45

Board effectiveness 47

Corporate governance framework 48

Internal control and risk management 48

Nomination Committee report 49

Audit Committee report 52

Remuneration report 56

Chair of the Remuneration Committee’s statement 56

Remuneration Policy 59

Annual report on remuneration 64

Directors’ report 73

Directors’ responsibilities statement 76

Record plc Annual Report 2026

Chairman’s introduction

“ We remain focused on embedding ethical

leadership and robust oversight, ensuring

that our governance arrangements continue

to adapt to the needs of the business.”

David Morrison |Chairman

Dear Shareholders,

I am pleased to present an overview of Record plc’s corporate

governance arrangements in this year’s Annual Report and

Accounts. This section outlines the structure and activities

ofour Board and its Committees, underscoring our dedication

to transparency and effective leadership.

This year marks my third term as Chairman. Over the

past year, the Group continued its transformation from a

specialist currency manager into a broader asset manager.

AssetsUnder Management reached $114.6 billion at the end

of FY26, reflecting positive net flows and growth across

currency, Risk Management, Absolute Return and Private

Markets strategies.

Our Board has seen several key changes aligned with

our succession planning. Dr Othman Boukrami stepped

down as a Non-executive Director to become an Executive

Director of Record Currency Management Limited. Nick

Adams joined the Board as an independent Non-executive

Director on 1January2026, bringing extensive institutional

sales experience. Samantha Dunn was appointed Interim

Chief Financial Officer; Richard Heading left the Board on

9March2026 after assisting with the handover. Chief of Staff

Kevin Ayles stepped down from the Board on 31 March 2026

but remains a senior executive.

As a result, the Board is comprised of Jan Witte as

ChiefExecutive Officer and sole Executive Director, three

independent Non-executive Directors, and myself as

independent Chairman, which provides an appropriate

balance of skills, experience and independence.

Further information on the work of the Board and its

Committees, our compliance with the Corporate Governance

Code, and other governance practices can be found in the

Corporate governance section of this report, along with

detailed Committee reports.

David Morrison

Chairman

18 June 2026

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Board of Directors

David Morrison

Chairman

Dr Jan Witte

Chief Executive Officer

Krystyna Nowak

Senior Independent Director

Matt Hotson

Independent

Non-executive Director

Nick Adams

Independent

Non-executive Director



R A



R A







Appointed:

David was appointed as Non-executive Director

and Chair-elect of Record in March 2023,

becoming Chairman in July 2023.

Appointed:

Jan joined Record in 2012 and was appointed

Head of Quantitative Research in August 2013,

Head of Switzerland in 2017, Global Head of

Sales in October 2021, CEO of RCML in May 2023

and Group CEO on 1 April 2024.

Appointed:

Krystyna was appointed as an independent

Non-executive Director in September 2021 and

as Senior Independent Director in June 2024.

Appointed:

Matt was appointed as an independent

Non-executive Director of Record in July 2021.

Appointed:

Nick was appointed as an independent

Non-executive Director of Record in

January2026.

Previous appointments:

Previously, David served on the boards of

several private and public companies, both

listed on AIM and on the Main Market. He also

served as a Non-executive Director of Record

in the period from 2009 to 2018, including

as Senior Independent Director from 2016

until2018.

Previous appointments:

After finishing his Doctorate in Mathematics

at the University of Oxford in 2011, Jan was

a postdoctoral researcher in mathematical

finance before joining Record in the summer

of2012.

Previous appointments:

Most recently, Krystyna was a Senior

ManagingDirector of Teneo People Advisory

Board Practice following eight years with other

board search firms. Prior to this, she worked

at Citigroup in a variety of senior roles across

shipping finance, oil project finance and risk

management, in Europe and Asia.

Previous appointments:

Matt’s experience spans core finance,

strategy,investor relations and business

leadership gained from Arrow Global plc,

RSA Insurance Group plc, Cable and Wireless

Worldwide plc, Legal and General Group plc

andNatWest Bank plc.

Previous appointments:

Nick had a 30-year career in the institutional

asset management industry and was most

recently Global Head of Institutional at Janus

Henderson Investors where he worked for 20

years. Prior to this, he had a variety of roles at

Columbia Threadneedle, JP Morgan Investment

Management and Bacon & Woodrow.

Current external appointments:

David is currently Trustee and Member of

the Council of Management of the Ditchley

Foundation.

Current external appointments:

Jan has no other appointments outside of

theRecord Group.

Current external appointments:

Krystyna was an adviser to the Teneo People

Advisory Board Practice until May 2026. She

is also a Trustee of the Oxford and Cambridge

Rowing Foundation.

Current external appointments:

Matt is COO of Mishcon de Reya LLP. He is also

the Vice Chair and Director Trustee of The Good

Shepherd Trust.

Current external appointments:

Nick is Chair of the Trustees for the Janus

Henderson Group UK Pension Scheme.

Skills and experience:

Having spent the majority of his career in

venture capital, David was founder (1998)

and Chief Executive of Prospect Investment

Management, providing venture capital

investment management to various

institutional and family office clients. He has

served as a director of several private and

public companies. With a deep understanding

ofthe business from his previous

non-executive experience and his extensive

financial expertise, David remains ideally

positioned for the role of Chairman.

Skills and experience:

Jan has been an integral part of Record for

13years, bringing with him profound technical

expertise as the former Director of Quantitative

Research and a wealth of practical experience

as Client Team Director and Global Head of

Sales.

He has been pivotal in advancing Record’s

capabilities in financial analytics, developing

many new investment strategies, and fostering

a client-centric culture within the organisation.

Skills and experience:

Krystyna has a wealth of City experience, both

in banking and in executive search. She has an

expertise in succession planning and Board

composition, having worked as a director

for a specialist board-level search boutique.

Krystyna is a graduate from Oxford University

where she studied Physics and gained a Law

degree in 2003.

Skills and experience:

Matt is a highly experienced finance

professional, having worked for more than

35 years at leading UK companies. He has

a proven track record in leading finance,

strategy,business improvement and financial

control for large, listed companies. He holds

degrees from Cambridge University and The

Open University and has recently completed

aPhD in Digital Economics.

Skills and experience:

Nick has held a number of leadership roles

in the asset management industry with

responsibility for sales, client relationship

management and marketing, along with

previous operational and actuarial experience.

He also has prior board experience as

ChairofJanus Henderson Investors

International Limited.

Record plc Annual Report 2026

Board of Directors

David Morrison

Chairman

Dr Jan Witte

Chief Executive Officer

Krystyna Nowak

Senior Independent Director

Matt Hotson

Independent

Non-executive Director

Nick Adams

Independent

Non-executive Director



R A



R A







Appointed:

David was appointed as Non-executive Director

and Chair-elect of Record in March 2023,

becoming Chairman in July 2023.

Appointed:

Jan joined Record in 2012 and was appointed

Head of Quantitative Research in August 2013,

Head of Switzerland in 2017, Global Head of

Sales in October 2021, CEO of RCML in May 2023

and Group CEO on 1 April 2024.

Appointed:

Krystyna was appointed as an independent

Non-executive Director in September 2021 and

as Senior Independent Director in June 2024.

Appointed:

Matt was appointed as an independent

Non-executive Director of Record in July 2021.

Appointed:

Nick was appointed as an independent

Non-executive Director of Record in

January2026.

Previous appointments:

Previously, David served on the boards of

several private and public companies, both

listed on AIM and on the Main Market. He also

served as a Non-executive Director of Record

in the period from 2009 to 2018, including

as Senior Independent Director from 2016

until2018.

Previous appointments:

After finishing his Doctorate in Mathematics

at the University of Oxford in 2011, Jan was

a postdoctoral researcher in mathematical

finance before joining Record in the summer

of2012.

Previous appointments:

Most recently, Krystyna was a Senior

ManagingDirector of Teneo People Advisory

Board Practice following eight years with other

board search firms. Prior to this, she worked

at Citigroup in a variety of senior roles across

shipping finance, oil project finance and risk

management, in Europe and Asia.

Previous appointments:

Matt’s experience spans core finance,

strategy,investor relations and business

leadership gained from Arrow Global plc,

RSA Insurance Group plc, Cable and Wireless

Worldwide plc, Legal and General Group plc

andNatWest Bank plc.

Previous appointments:

Nick had a 30-year career in the institutional

asset management industry and was most

recently Global Head of Institutional at Janus

Henderson Investors where he worked for 20

years. Prior to this, he had a variety of roles at

Columbia Threadneedle, JP Morgan Investment

Management and Bacon & Woodrow.

Current external appointments:

David is currently Trustee and Member of

the Council of Management of the Ditchley

Foundation.

Current external appointments:

Jan has no other appointments outside of

theRecord Group.

Current external appointments:

Krystyna was an adviser to the Teneo People

Advisory Board Practice until May 2026. She

is also a Trustee of the Oxford and Cambridge

Rowing Foundation.

Current external appointments:

Matt is COO of Mishcon de Reya LLP. He is also

the Vice Chair and Director Trustee of The Good

Shepherd Trust.

Current external appointments:

Nick is Chair of the Trustees for the Janus

Henderson Group UK Pension Scheme.

Skills and experience:

Having spent the majority of his career in

venture capital, David was founder (1998)

and Chief Executive of Prospect Investment

Management, providing venture capital

investment management to various

institutional and family office clients. He has

served as a director of several private and

public companies. With a deep understanding

ofthe business from his previous

non-executive experience and his extensive

financial expertise, David remains ideally

positioned for the role of Chairman.

Skills and experience:

Jan has been an integral part of Record for

13years, bringing with him profound technical

expertise as the former Director of Quantitative

Research and a wealth of practical experience

as Client Team Director and Global Head of

Sales.

He has been pivotal in advancing Record’s

capabilities in financial analytics, developing

many new investment strategies, and fostering

a client-centric culture within the organisation.

Skills and experience:

Krystyna has a wealth of City experience, both

in banking and in executive search. She has an

expertise in succession planning and Board

composition, having worked as a director

for a specialist board-level search boutique.

Krystyna is a graduate from Oxford University

where she studied Physics and gained a Law

degree in 2003.

Skills and experience:

Matt is a highly experienced finance

professional, having worked for more than

35 years at leading UK companies. He has

a proven track record in leading finance,

strategy,business improvement and financial

control for large, listed companies. He holds

degrees from Cambridge University and The

Open University and has recently completed

aPhD in Digital Economics.

Skills and experience:

Nick has held a number of leadership roles

in the asset management industry with

responsibility for sales, client relationship

management and marketing, along with

previous operational and actuarial experience.

He also has prior board experience as

ChairofJanus Henderson Investors

International Limited.

Key to Committees

Audit Committee

Remuneration Committee

Nomination Committee

Chair

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Corporate governance report

Corporate governance at a glance

Board diversity Board skills

Committee attendance

Board gender Board tenure

as at year end

80%

20%

100%

Female

Male

0-6 years

Record governance framework

Record plc

Audit Committee

Executive Risk Committee

Remuneration Committee Nomination Committee

Sustainability Committee Group HR Committee

Asset management



   

Currency management



   

Risk management



   

Strategy



   

Technology



   

Investment



   

Finance



   

Board

Nomination

Committee

Audit

Committee

Remuneration

Committee

David Morrison



                           

Jan Witte



                           

Nick Adams



      

Matt Hotson



                          

Krystyna Nowak



                            

Key

Attended Not required to attend

Record plc Annual Report 2026

Corporate governance report

Company purpose

Our purpose is to harness trends and innovate by

collaborating with our clients, achieving diverse partnerships

of financial specialists – creating unique, opportunistic,

sustainable solutions.

Corporate culture

Record’s corporate culture has always prioritised client

satisfaction, and this mindset remains deeply rooted in

our business operations. The Board has been diligent in

ensuring that the importance of client focus, transparency

and accountability is understood by all employees,

contractors and consultants across the Group. Additionally,

the Company leadership places a strong emphasis on

employee wellbeing. With numerous changes within the

Group, including Board transitions, process reviews and

technological advancements, the Board recognises the

need for a collaborative environment. To this end, we are

actively seeking advancement in technology and enhancing

our corporate governance framework to better facilitate

teamwork and communication. Our ongoing efforts aim to

foster a culture of collaboration, effective decision-making

and risk management, ensuring that Record continues to

excel while staying true to its values.

Board and corporate governance changes

This year, significant Board changes occurred as part of our

succession planning. Dr Othman Boukrami stepped down as

a Non-executive Director to become an Executive Director

of our regulated subsidiary Record Currency Management

Limited. Nick Adams joined the Board as a Non-executive

Director on 1 January 2026. Samantha Dunn was appointed

Interim Chief Financial Officer; Richard Heading stepped

down from the Board on 9 March 2026 after assisting with

the handover. Chief of Staff Kevin Ayles left the Board on

31March 2026 but remains a senior executive. CEO Jan Witte

continues to lead the business.

As the Record Group expands, there is a continued focus

on developing our corporate governance structures to

align withour cultural ethos for best-in-class corporate

governance practice. The Sustainability and Executive Risk

Committees are now both established; each forum will be

subject to continuous improvements in line with the evolving

focus on corporate governance across the Group.

Further information on the corporate governance framework

is provided on page 48.

Compliance with the 2024 UK Corporate

Governance Code

The Company has applied the principles of the UK

CorporateGovernance Code published in January 2024,

whichis applicable to accounting periods beginning on

orafter 1January 2025.

For the financial year ended 31 March 2026, the Board has

complied with the provisions of the 2024 Code, except where

explained below. The enhanced requirements under Provision

29 relating to a Board declaration on the effectiveness

of material internal controls apply to accounting periods

beginning on or after 1 January 2026 and therefore do not

apply to the Company’s financial year ended 31 March 2026.

Section 172 disclosure

Section 172 of the Companies Act 2006 requires Directors

to promote the success of the Company for the benefit of

the members as a whole and in doing so to have regard to

the interests of stakeholders, including clients, employees,

suppliers, regulators and the wider society in which it

operates. Details of how the Board engaged with Record’s

various stakeholders are shown on pages 28 and 29.

Corporate governance overview

Compliance with the UK Corporate Governance Code

(the“Code”)

The Board is supportive of the principles of the Code and

hasbeen since its Admission to the Official List of the UK

Financial Conduct Authority in December 2007, with the

Board complying as it deems appropriate given the nature

and size of the business.

Listed companies are required under the UK Listing Rules

either to comply with the provisions of the Code or explain

toinvestors in their next Annual Report why they have not

done so.

The Board has reviewed the appropriateness of the

provisions to determine whether they should be applied

or if departure is justified. All provisions of the Code have

been applied as necessary as part of Record’s corporate

governance framework.

Provision 21 of the Code recommends that the chair considers

having a regular externally facilitated Board evaluation. As a

non-FTSE 350 company, Record is not required to undertake

an external evaluation every three years; however, the

Board commissioned an externally facilitated evaluation

during FY26. The evaluation concluded that the Board and

its Committees operate effectively and identified areas

for enhancement, including continued progress on gender

diversity and succession planning. Further details are

provided in the Nomination Committee report.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Corporate governance report continued

Board structure

Board composition

As of 31 March 2026, the Record plc Board consisted of five

members and was headed by David Morrison (Chairman).

The sole Executive Director was Jan Witte, Chief Executive

Officer. The independent Non-executive Directors were

Krystyna Nowak, Senior Independent Director and Chair of

the Remuneration Committee; Matt Hotson, Chair of the

Audit Committee; and Nick Adams, who joined the Board on

1January 2026 and is a member of the Audit, Remuneration

and Nomination Committees. Former Directors Richard

Heading, Kevin Ayles and Dr Othman Boukrami stepped down

from the Board during the period. The biographical details of

the Board members are set out on pages 40 and 41.

Code provision

The Code recommends that at least half the Board, excluding

the chair, should be non-executive directors whom the

Board considers to be independent and the Board’s structure

complies with this provision. The Board considers that

the current composition is appropriate given the size and

structure of the business.

The division of responsibilities between the Chairman and

the Chief Executive Officer is clearly established, set out in

writing and agreed by the Board.

Board responsibilities

The Board has a schedule of matters specifically reserved for

its decision and approval, which includes, but is not limited to:

• determining the Group’s long-term strategy and

objectives;

• authorising significant capital expenditure;

• approving the Group’s annual and interim reports and

preliminary announcements;

• the setting of interim and special dividends and

recommendation of final dividend payments;

• ensuring the effectiveness of internal controls and

theriskmanagement framework;

• the authorisation of Directors’ conflicts or possible

conflicts of interest;

• communication with shareholders and the stock market;

and

• overseeing the Group Company policies, such as Code

of Ethics, Anti-bribery and Corruption, Anti-Money

Laundering, Conflicts of Interest, Supplier Code of

Conduct, Inclusion and Diversity (both for the Board

and Group-wide), Remuneration and Whistleblowing,

amongstothers.

Chairman

The Chairman is responsible for the leadership of the Board.

He is also responsible for overseeing the activities of the

Chief Executive Officer and providing advice, guidance and

support to the executive team. He works with the Board to

develop Group strategy and support its implementation.

TheChairman is a principal ambassador of Record and

aguardian of the Group’s ethos and values.

Chief Executive Officer

The Chief Executive Officer is responsible for the executive

management of the Group with focus on profitable business

growth while acting in the interests of all stakeholders –

clients, shareholders, employees and industry regulators

– and upholding the core values of Record. His statement on

FY26 and the outlook for the Group can be found on pages 4

and 5.

Interim Chief Financial Officer

The Interim Chief Financial Officer is responsible for the

finance function, the financial management and control of

the business, and for developing and delivering appropriate

internal and external financial reporting. Her financial review

for FY26 can be found on pages 18 to 21.

Senior Independent Director

The Senior Independent Director’s role is to act as a sounding

board for the Chairman, oversee the evaluation of the

Chairman’s performance and serve as an intermediary for

the other Directors if necessary. She is also available as

an additional point of contact for shareholders and other

stakeholders should they wish to raise matters with her

rather than the Chairman or the Chief Executive Officer.

Non-executive Directors

The Non-executive Directors are responsible for upholding

high standards of integrity and probity, providing constructive

challenge and overseeing proposals on strategy.

Independence of the Non-executive Directors

In determining the independence of Non-executive Directors,

the Board has taken into consideration the guidance provided

by the Code. The Board considers Matt Hotson, Krystyna

Nowak, Nick Adams and David Morrison to be independent

atthe current time.

Record plc Annual Report 2026

Corporate governance report continued

Director appointments and time commitment

The rules providing for the appointment, election, re-election

and the removal of Directors are contained in the Company’s

Articles of Association.

Under the Articles, all Directors are subject to annual election

or re-election by shareholders and all of the Directors will

stand for election or re-election at the 2026 AGM.

The Board has agreed that all Directors standing for

re-election continue to make a valuable contribution to

the Board’s deliberations and recommends their election

or re-election. As required by the UK Listing Rules, the

appointment of independent directors must be approved by a

simple majority of votes cast by shareholders. Further details

are set out in the 2026 Notice of AGM.

Non-executive Directors’ letters of appointment stipulate

that they are expected to commit sufficient time to discharge

their duties. Non-executive Directors are required to notify

the Chairman before taking on any additional appointments.

David Morrison, upon joining the Board, disclosed his

additional responsibilities and the Board was satisfied that he

can effectively fulfil his duties as Chairman. Jan Witte has no

other appointments outside of the Record Group and he will

dedicate his time wholly on being a leader of the organisation.

Details of other roles held by the Non-executive Directors

are set out in their biographies on pages 40 and 41. The Board

is satisfied that all Directors continue to be effective and

demonstrate commitment to their respectiveroles.

The Executive Directors work full time exclusively for the

Record Group and have no other significant commitments

outside the Company.

Details of Executive Directors’ service contracts, termination

arrangements and Non-executive Directors’ letters of

appointment are included in the Remuneration report on

page 61.

Board member diversity

The Board has approved a policy for ensuring Board member

inclusion and diversity and has delegated the responsibility

for addressing Board diversity to the Nomination Committee.

The Nomination Committee reviews Board composition in

thecontext of diversity and reports its recommendations to

the Board.

The Board recognises that diversity in its broadest sense

is crucial for driving effectiveness and includes different

perspectives, experiences, backgrounds, psychological

typesand personal attributes. Gender diversity is considered

a significant aspect of diversity, and the Board recognises

that women with the right skills and experience can bring

a unique perspective to the boardroom. The Group’s Board

Inclusion and Diversity Policy aims to ensure that women

represent at least one-third of the Board. Following Board

changes during FY26, female representation stands at 20%.

The Board recognises that this falls below its target and will

ensure that future Director succession planning considers

the benefits of diversity, including gender, ethnicity, skills

and experience, as set out in the Group’s Board Inclusion

and Diversity Policy. Diversity in the workplace is described

onpage 25.

The Board’s opinion is that the current composition of

members comprises an optimal level of skills, experience,

knowledge and backgrounds and is therefore appropriate for

the business at the present time.

Board activity

Board focus and decision-making

The regular scheduled Board meetings have a set,

strategically focused agenda and Board members are invited

in advance of each meeting to add any additional issues they

wish to be addressed.

Material circulated in advance of the meetings has included:

• minutes of the previous Board meetings;

• CEO report;

• CFO report;

• management information pack;

• investment performance report;

• IT strategy and systems report;

• compliance report;

• risk management report;

• HR report;

• Sustainability Report; and

• governance report.

Updates from the respective Chairs of the Nomination

Committee, Remuneration Committee and Audit Committee

are provided as part of each meeting.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Corporate governance report continued

Board activity continued

Board focus and decision-making continued

During the year, the Board focused on the key matters detailed below:

Key matters considered by the Board in the year ended 31 March 2026

Strategic

matters

• Continue to build Record’s competitive position in the FX market through a clearly defined

and differentiated strategic proposition.

• Optimise the performance of core traditional products by increasing sales momentum and

scaling operational capabilities efficiently. Explore new opportunities through expansion

and diversification of the client base away from the traditional pension funds towards

asset management opportunities.

• Expansion of the Record Group into the global asset management space, championing

new partnerships and establishing new corporate structures in various jurisdictions and

funds in the EU.

• Increase the free float and trading liquidity of Record’s share capital, including working

with the Company’s broker to enhance market visibility and investor engagement.

• Review the current technology landscape and active projects, and refine strategic

direction following the appointment of senior technology leadership.

• Progress the transition of development and technology services from outsourced

arrangements to an in-house model, strengthening expertise, oversight and co-ordination.

People

• Focus on strengthening the Sales function to align with strategic objectives.

• Reviewing the current human capital to identify the talent for the new generation of

leadership and identifying the current gaps to strengthen the senior management position.

• Establishment of offices in Hamburg and Zürich which can accommodate the growing

needs of the business.

• Undertaking a Group-wide employee engagement survey and the agreement of an action

plan to address opportunities identified.

Risk

• Continuous review and enhancement of the internal Risk function for the Record Group.

• Review of the Internal Capital Adequacy and Risk Assessment (“ICARA”), the methodology

used, how the evolution of the business should be reflected in the ICARA, and also the

ownership and governance of the process.

• Establishment of the Group Executive Risk Committee and approval of the Group’s risk

management framework.

ESG matters

• Focus on sustainability strategy to align with the range of products and initiatives,

including EMSF.

Governance

• The undertaking of a third-party governance review for the Record plc Board

andCommittees.

• Focus on the current corporate governance arrangements and Board reporting with the

aim to provide a holistic approach to reporting to improve visibility and clarity for a better

decision-making process.

• Review and expansion of the corporate Group structure to better facilitate the needs

ofthe growing asset management business.

Operational

matters

• Drive improvements in operational efficiency through the enhancement and automation

ofkey processes.

• Oversee the ongoing development of the Company’s technology capabilities, supported

byregular reporting from the Head of Technology.

Board offsite

• Annual Board offsite with a focus on RCML strategy, RAM progress in the Private Markets

space, opportunities in the EM & Frontier space, and succession planning for thebusiness.

Record plc Annual Report 2026

Corporate governance report continued

Meeting frequency and attendance

The Board convened six scheduled meetings between

1April2025 and 31 March 2026 to review financial

performance and to follow the schedule of matters reserved

for its decision and approval. Comprehensive Board

papers, comprising an agenda, formal reports and briefing

documents, are sent to Directors in advance of each meeting.

Directors are regularly kept informed by senior executives

and external advisers on the Group’s affairs, including

commercial, regulatory, legal, corporate governance and

other relevant matters.

Appropriate and timely notice is given of all Board meetings,

and all Directors receive information in advance so that if

they are unable to attend, their input can be tabled and taken

into consideration. The Board has regular offsite strategy

meetings and additional meetings as required to address

specific issues.

Any concerns raised by Directors, which are not resolved, are

recorded in the Board minutes. No such matters were noted

during the year ended 31 March 2026.

Directors are expected to attend all meetings of the Board.

Details of Board meeting attendance are included in the table

below:

Meetings in the year: 6

David Morrison 6/6

Nick Adams 2/2

Kevin Ayles 6/6

Othman Boukrami 3/3

Richard Heading 5/5

Matt Hotson 6/6

Krystyna Nowak 6/6

Jan Witte 6/6

The Chairman and Non-executive Directors met without the

Executive Directors on several occasions throughout the

year, prior to scheduled meetings.

Board effectiveness

Board induction and training

New Directors appointed to the Board receive advice as to

the legal obligations arising from the role of a director of a

UK-listed company as part of a tailored induction programme.

Following the appointment of Nick Adams in January 2026,

a comprehensive and tailored induction programme was

provided. This induction included briefings with the Chairman,

Executive Directors and senior management to help him

familiarise himself with his duties and the Group’s culture

and values, strategy, business model, operations, risk and

governance arrangements.

The Company Secretary, under the direction of the Chairman,

is responsible for maintaining an adequate continuing

education programme, reminding the Directors of their duties

and obligations on a regular basis, ensuring good information

flow between the Board, its Committees and management

and assisting with Directors’ continuing professional

development needs.

All Directors have access to independent professional advice,

when required, at the Company’s expense as well as to the

advice and services of the Company Secretary.

Board Evaluation

In line with the UK Corporate Governance Code 2024, the

Board undertook a formal evaluation of its effectiveness

during the year.

Scope and conduct of the evaluation

The evaluation covered the Board, its Committees, and

individual directors. It considered the Board’s overall

effectiveness, decision-making, composition, skills and

experience, information flows, culture and behaviours, and

the effectiveness of governance arrangements in supporting

the Company’s strategy and long-term success.

The review was conducted through a combination of

confidential questionnaires, interviews, and observation of

Board and Committee practices, enabling both quantitative

and qualitative assessment.

External facilitation

The evaluation was externally facilitated by Kerry Round

FCG of Round Governance Services. The Board determined

that an external review was appropriate in order to

provide independent insight, constructive challenge and

benchmarking against recognised good practice, and to

support outcomes-focused reporting.

The reviewer was selected following consideration

of relevant experience, professional qualifications,

independence, and familiarity with listed company

governance. Kerry Round FCG is independent of the

Companyand has no other connection with the Group.

The Board confirms that the evaluation was conducted

in accordance with recognised good practice standards,

including the Chartered Governance Institute’s Code of

Practice for Board Evaluation. Consistent with investor

expectations, the Board undertakes an externally facilitated

evaluation at least every three years. The Board will consider

at the appropriate time whether to re-appoint the same

reviewer for a future review.

Key outcomes

The evaluation concluded that the Board and its Committees

continue to operate effectively, with strong engagement, an

open culture, and appropriate oversight of strategy, risk and

performance. Key themes arising from the review included:

• The importance of maintaining a strong strategic

focus, particularly in relation to long-term growth and

stakeholder outcomes.

• The value of continued succession planning and skills

refreshment to support future strategy.

• Opportunities to further enhance Board and Committee

effectiveness through refinements to meeting structure,

information flows and forward planning.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Corporate governance report continued

Board effectiveness continued

Actions and follow-up

The Board has agreed a number of actions in response to the

evaluation outcomes, including:

• further development of succession plans and

consideration of future Board composition;

• refinements to the annual Board and Committee agendas

to strengthen alignment with strategy and long-term

priorities; and

• continued focus on Board effectiveness, including time

allocation, quality of papers and opportunities for deeper

strategic discussion.

Progress against these actions will be monitored during the

year and will inform future Board and Committee practices.

Corporate governance framework

The Board has established a framework of committees and

sub-committees to ensure robust corporate governance

practices throughout the business. However, due to the

rapid expansion of the business, the addition of significant

mandates and increase of the operational risk, the necessity

of supporting operational committees arose to facilitate

asmooth flow of the information and risk management.

The diagram above gives an overview of the Group’s core

governance framework as of 31 March 2026.

Record plc – Board Committees

The Board has established four Board Committees and

has delegated authority to each Committee to enable it to

execute its duties appropriately. The annual reports of the

four Committees provide a statement of each Committee’s

activities in the year, with a separate report from:

• Nomination Committee – report set out on pages 49 to 51;

• Audit Committee – report set out on pages 52 to 55;

• Remuneration Committee – report set out on pages 56

to72; and

• Sustainability Committee – included as part of the

Sustainability Report on pages 22 to 27.

The Record plc Board Committees operate on written terms

of reference, which are reviewed annually, and which are

available on the Group’s website or on request from the

Company Secretary at the registered office address. The

Chair of each Committee reports regularly to the Board.

The work undertaken by the Nomination, Audit, Remuneration

and Sustainability Committees was reviewed as part of the

annual effectiveness review. The reviews concluded that the

Committees were operating in an effective manner, and no

concerns were raised, and these conclusions were reported

to the Board accordingly.

Internal control and risk management

The Board has overall responsibility for the Group’s systems

of internal control and the management of significant risks.

The Board sets appropriate policies on internal control, which

are reviewed annually. During the course of the year, the

authority for operational risk management was delegated

to the Group Executive Risk Committee, which oversees the

operational risk management for the Record Group.

The Board seeks ongoing assurance from the Group

Executive Risk Committee, the Head of Compliance and

senior management about the effectiveness of the internal

controls, which include operational and compliance controls,

risk management and the Group’s high-level internal control

arrangements. Such a system of internal controls is designed

to manage and mitigate, rather than eliminate, risk of failure

to meet business objectives and can only provide reasonable

and not absolute assurance against material misstatements

or loss.

Further information on the Group’s risk management

framework is provided on pages 31 and 32 of the

Strategicreport.

The Record plc Board has undertaken a review of the

effectiveness of internal controls for the year ended

31March2026 and is satisfied that the internal control

environment is appropriate (see “Internal controls and risk

management” on page 48).

Approved by the Board and signed on its behalf by:

Kevin Ayles

Company Secretary

18 June 2026

Record governance framework

Record plc

Audit Committee

Executive Risk Committee

Remuneration Committee Nomination Committee

Sustainability Committee Group HR Committee

Record plc Annual Report 2026

“ This year, the Committee

focused on ensuring continuity of

leadership while strengthening the

Board for the future.”

David Morrison |Chair of the Nomination Committee

Role of the Committee

The Nomination Committee is responsible for ensuring

that the Board and senior management possess the

appropriate skills and expertise necessary to facilitate

the Company’s growth, sustain competition in its

markets, and manage risks effectively and efficiently.

The Committee serves both Record plc and all the

Group’sentities.

Committee meeting attendance

Krystyna Nowak 8/8

Matt Hotson 7/8

Nick Adams 2/2

David Morrison 8/8

Note: Nick Adams joined the Company as a Non-executive Director on 1 January 2026.

Othman Boukrami attended one meeting during the period, prior to stepping down as

a NED on 14 October 2025.

I am pleased to present the Nomination Committee report for

the year ended 31 March 2026. This will be my second report

as Chair of the Nomination Committee.

The Nomination Committee’s priority this year has been to

ensure a continuity of leadership and governance during the

period. The Committee focused on the appointment of Nick

Adams, who replaced Othman Boukrami as an independent

Non-executive Director following the 2025 AGM. The

Nomination Committee also contributed to the appointment

process of Othman Boukrami as the RCML CEO, including his

transition to the executive team from his previous role as an

independent Non-executive Director. TheCommittee’s recent

focus has been to oversee the transition of the Group Finance

function leadership process, including the appointment of

Samantha Dunn as Interim ChiefFinancial Officer.

Key responsibilities

The key responsibilities of the Committee are to:

• review the structure, size and composition of the Board

and Committees including the diversity and balance of

skills and experience;

• consider succession planning for Directors and other

senior management;

• identify and nominate for the approval of the Board

candidates to fill Board vacancies; and

• review annually the time commitment required

ofNon-executive Directors.

Membership of the Committee

I chair the Committee with the support of the other

independent Directors, namely Matt Hotson, Krystyna Nowak

and Nick Adams.

Committee meetings

The Committee met on eight occasions during the year

ended 31 March 2026 and invited the Chief Executive Officer

and the Chief of Staff to join the meetings as the Committee

considered appropriate. Committee member meeting

attendance is detailed in the table above.

The Chair of the Nomination Committee reported regularly to

the Board on the Committee’s activities, identifying matters

where any action was deemed to be required and making

recommendations as considered appropriate.

Nomination Committee report

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Nomination Committee report continued

Key areas of focus

NED succession planning and implementation

NED succession planning began following Othman Boukrami

stepping down from the Board and his subsequent

appointment as RCML CEO, prompting the initiation of

a thorough external search for a suitable candidate by

partnering with the search company, SpencerStuart.

The process involved several stages, including identifying

key criteria for the role, conducting extensive research

and outreach to potential candidates, evaluating

qualifications and experiences, and ultimately selecting

the most qualified individual to fill the position. After a

comprehensive assessment, Nick Adams was appointed as a

new Non-executive Director, bringing relevant and valuable

experience to meet the criteria for the role based on the skills

matrix developed by the Committee.

RCML CEO succession planning and implementation

The Committee oversaw succession planning and

implementation for the Chief Executive Officer of RCML

during the year. As the business continues to grow and

expand, JanWitte will focus on the growth trajectory for

Record, whilst Othman Boukrami, appointed in December

2025, bringsrelevant experience and a stable presence in

transitioning from his role as an independent Non-executive

Director. The arrangements were managed in an orderly

manner, ensuring continuity of leadership, effective

governance and ongoing alignment with the Group’s

strategyand regulatory obligations.

CFO succession planning and implementation

The Committee gave particular attention to finance

leadership succession during the year following the

departure of the Chief Financial Officer. Succession

arrangements were implemented to ensure continuity,

stability and effective oversight of the finance function, with

the Board satisfied that the arrangements in place support

the Group’s ongoing reporting and governance requirements.

An Interim CFO has been appointed and the search for a

permanent replacement continues.

Employee engagement plans and enhancement

The Nomination Committee focused on enhancing

employee engagement through targeted discussions and

initiatives. Byassessing current satisfaction levels and

gathering feedback via a Group-wide employee survey, the

Committee aimed to develop strategies fostering a culture

ofempowerment and motivation.

Directors’ skills matrix

The Nomination Committee conducted a review of the

Directors’ skills matrix to evaluate current skills and identify

gaps essential for succession planning covering different

time horizons, including contingency, medium-term and

long-term planning.

The Committee members were satisfied with the results

of the assessment, confirming that the current skills are

sufficient to ensure an effective leadership and oversight

ofthe business.

The gaps identified helped to start developing succession

plans for the replacement of Othman Boukrami, who

successfully migrated to join the executive leadership team.

A particular focus will be directed to increase the diversity

of the current Board set-up to bring new skills, perspectives

and experience, paying attention to the recommendations of

the Corporate Governance Code and the Listing Rules; work

tocontribute to this initiative is ongoing.

Board diversity and Listing Rules

The Group’s Board Inclusion and Diversity Policy was last

reviewed by the Committee in April 2025 and was updated

then to ensure that the Board was championing inclusion

and diversity through a clear tone from the top and that

the Board’s policy aligns with the inclusion and diversity

initiatives for staff in the Group.

The Board is satisfied that the Group’s Board Inclusion and

Diversity Policy is applied to its Remuneration, Audit and

Nomination Committees and it covers aspects such as

ethnicity, sexual orientation, disability and socio-economic

background (in addition to the aspects of age, gender or

educational and professional backgrounds).

The Listing Rule requirements detail three targets for the

Board: that 40% of the individuals on the Board are women;

that at least one senior Board position is held by a woman;

and that at least one individual on the Board is from a

minority ethnic background.

As of 31 March 2026, women constitute 20% of our Board

and the Senior Independent Director is a woman. The Board

acknowledges that the targets outlined in the Group’s

Inclusion and Diversity Policy are not currently met, and it

will continue to review membership and succession plans,

recognising the benefits brought to a Board by appropriate

diversity.

The approaches to the data collection for the purpose of this

disclosure were as follows:

• self-assessment: the Board Directors were given the

opportunity to self-identify their gender and ethnic

diversity through a diversity questionnaire; and

• HR records: the data on gender was collected through

HRrecords.

Record plc Annual Report 2026

Nomination Committee report continued

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

Gender

Men 4 80% 3 1 100%

Women 1 20% 1 — —

Ethnic group

White British or other White (including minority-white groups) 5 100% 4 1 100%

Board gender Board tenure

as at year end

80%

20%

100%

Female

Male

0-6 years

Tenure and effectiveness of the Chairman

David Morrison was independent on joining the Board in

March 2023, but had served as a Non-executive Director

from2009 to2018.

Performance of the Directors and the Board

In compliance with the UK Corporate Governance Code, the

Board is required to conduct an annual evaluation to assess

its performance. Whilst Record plc is not part of the FTSE

350 index, which advises external evaluations every two

years for listed companies, an external evaluation was

commissioned during the year under review. The report

fromthe external evaluator can be found on page 47.

Looking forward

The Committee’s primary focus is supporting the succession

plans that have been put in place while seeking to ensure that

there continues to be a strong, diverse talent pool for senior

positions. All current Directors will stand for election or

re-election at the 2026 AGM.

Approved by the Committee and signed on its behalf by:

David Morrison

Chair of the Nomination Committee

18 June 2026

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Audit Committee report

“ Against a backdrop of change within the

Group’s finance leadership, the Audit

Committee continued to discharge its

responsibilities with a focus on integrity,

accountability and effective oversight.”

Matt Hotson |Chair of the Audit Committee

Role of the Committee

The role of the Audit Committee is to encourage and

safeguard a high standard of integrity in financial

reporting whilst having regard to laws and regulations

applicable to the Group and the provisions of the UK

Corporate Governance Code (the “Code”). Our approach

to the new requirements for reporting and assurance

of material controls in the revised Code, which apply to

accounting periods beginning on or after 1January2026,

will continue to be developed by the Committee in

preparation for future reporting periods.

The Committee oversees both Record plc and the

Group’s subsidiaries, including our FCA-regulated entity

Record Currency Management Limited (“RCML”) and

our BaFin-regulated entity Record Asset Management

GmbH(“RAM”).

Committee meeting attendance

Matt Hotson 6/7

Nick Adams 2/2

Krystyna Nowak 7/7

Note: Nick Adams joined the Company as a Non-executive Director on 1 January 2026.

Othman Boukrami attended one meeting during the period, prior to stepping down as

a NED on 14 October 2025.

I am pleased to present the Audit Committee report for the

year ended 31 March 2026 (“FY26”). This will be my fifth

report since I joined Record in 2021, and I can confirm that the

Audit Committee continues to play a vital role in ensuring the

integrity of the Group’s financial reporting, the effectiveness

of internal controls and risk management systems, and the

independence and effectiveness of both internal and external

audit functions.

Committee duties

The Group continues to grow and in turn that brings

additional complexity for the Committee. Over the course

of the year, the Committee has spent time dedicated to the

oversight of the financial cycle and reporting obligations.

TheBoard continually monitors the effectiveness of its

practices and that of the Committee, and with impending

changes due to the revised Code, the remit of the Committee

will continue to develop.

Guided by its terms of reference, the Committee carries out

the following duties:

Internal controls and operational conflicts of interest:

• monitoring and reviewing the Group’s internal controls;

and

• reviewing the Group’s annual statement on its systems

ofinternal financial controls prior to review by the Board.

Whistleblowing and fraud:

• overseeing whistleblowing arrangements by which

staff may raise concerns about possible improprieties

infinancial reporting or other matters; and

• reviewing the Group’s procedures for detecting fraud

and investigating and handling allegations from

whistleblowers and ensuring that arrangements are

in place by which Group employees may in confidence

raise concerns about possible improprieties in financial

reporting and financial controls.

External audit:

• making recommendations relating to the appointment,

re-appointment and removal of the external auditor

andoverseeing any tender of external audit services;

• approving the remuneration and terms of engagement

ofthe external auditor;

• reviewing and monitoring the independence and

objectivity of the external auditor, and reviewing

the effectiveness of the audit process, taking into

consideration relevant UK professional and regulatory

requirements; and

• overseeing the provision of any non-audit services by

theexternal auditor.

Record plc Annual Report 2026

Audit Committee report

Internal audit:

• reviewing and approving the role, mandate and annual

internal audit plan of the internal audit function, ensuring

that the function has the necessary resources and access

to information to enable it to fulfil its mandate;

• monitoring and reviewing the effectiveness of the Group’s

internal audit function; and

• reviewing and monitoring management’s responsiveness

to the internal auditor’s findings and recommendations.

Financial reporting:

• monitoring the integrity of the Group’s financial

statements, including the review of this Annual Report and

any other formal announcements relating to the Group’s

performance;

• reviewing any significant financial reporting judgements;

• reviewing the assumptions and any qualifications made

in support of the going concern statement and the

longer-term viability statement; and

• reviewing the application and consistency of accounting

policies and accounting standards.

The full terms of reference of the Committee were last

updated and approved by the Board in April 2024. They

comply with the Code and are available on the Group’s

website or from the Company Secretary at the registered

office address. Following the independent Board

effectiveness review undertaken during the year, a review

will take place during FY27 to ensure compliance with the

2024 UK Corporate Governance Code.

The Chair of the Committee provides regular reports to

the Board detailing how the Committee has discharged

itsresponsibilities as set out in its terms of reference.

Key areas of focus

Whistleblowing arrangements

Recognising the importance of transparency and

accountability, Record has established a mechanism to

enable anonymous whistleblowing reporting. This initiative,

prompted by the expectations of key stakeholders, ensures

that employees feel empowered to raise concerns about

unethical behaviour, fraud or other misconduct without fear

of reprisal. By partnering with an external provider for this

service, Record aims to enhance trust and confidence in its

governance practices, fostering a culture of integrity and

ethical conduct throughout the Company.

Accounting system implementation

During the year, Record finalised the implementation of a new

accounting system to improve financial control, financial data

quality and efficiency of finance processes. The Committee is

satisfied that the project has been delivered successfully and

achieved the intended objectives.

Accounting for non-controlling interests

The Committee continues its focus on the Record Asset

Management GmbH (“RAM”) accounting and financial reporting

within the consolidated accounts of the Group. Thisincludes

examining management’s conclusions on control and

calculating the share of profits and net assets attributable

to non-controlling interests. After careful consideration

and adequate challenge relating to the approach taken,

theCommittee agreed with management’s conclusions.

Recognition of deferred tax assets for accumulated

losses in subsidiaries

Last year we recognised a deferred tax asset for the

accumulated losses in Group subsidiaries RAM and RAMS for

the first time. In order to continue to recognise the deferred

tax asset, IAS 12 only allows an entity to recognise a deferred

tax asset arising from unused tax losses or credits to the

extent that there is convincing evidence supporting the

recognition of deferred tax assets. Through challenge of

management forecasts and regularly discussions around

progress updates and the future pipeline of revenue streams

of these entities, the Committee is satisfied that these

requirements continue to be met.

Membership of the Committee

The Committee is composed solely of independent

Non-executive Directors. Matt Hotson was appointed as

Chair of the Committee in July 2021, and he is supported

by the other independent Directors: Krystyna Nowak and

NickAdams.

Matt has been deemed by the Board as the most suitable

independent Director to serve as the Chair of the Audit

Committee, given his experience in financial services as

a CFO of several listed companies. The other members of

the Committee share this view. Nick Adams brings relevant

experience with a career background in asset management

and investments, and Krystyna Nowak has a wealth of City

experience in banking. The Board is content that, through

their experience in other organisations, the Committee

members have the relevant skills and financial expertise

needed for the sector in which the Group operates. The

biographical information of the Committee members is

available on pages 40 and 41.

The composition of the Committee complies with the Code

provision for smaller companies requiring at least two

independent Non-executive Directors throughout the year.

Committee meetings

The Committee met seven times during the year ended

31March 2026. The meetings were attended, from time

to time, by the Chairman of the Board, the Chief Executive

Officer, the Head of Compliance, the Chief Risk Officer and

the Chief Financial Officer. The Interim Chief Financial Officer

currently attends meetings and regularly contributes.

Representatives from BDO LLP attended three meetings as

the incumbent external auditor. The representatives of RSM,

the internal auditor, attended five meetings. Minutes of the

meetings were documented by the Company Secretary and

retained on file.

Committee member meeting attendance for the year ended

31 March 2026 is detailed on page 52.

The Group’s external auditor and the internal auditor each

met with the Committee, in separate sessions, privately and

in confidence, providing an opportunity for them to raise any

potential matters of concern.

The Chair of the Committee reported regularly to the Board

on the Committee’s activities, identifying any matters on

which the Committee considered that action was required,

and made recommendations on the steps to be taken.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Audit Committee report continued

Committee Chair meetings

During the year, the Chair of the Committee had separate

discussions with the key people involved in the Company’s

governance, including the Board Chairman, the Chief

Executive Officer, the Chief Financial Officer, the Interim

ChiefFinancial Officer, the Head of Compliance, the Chief Risk

Officer, the Company Secretary and also the external audit

partner and the internal audit partner to obtain updates and

insights into business activities.

Committee evaluation

An internal review of Committee effectiveness was overseen

as part of the Board evaluation process during the year.

Theconclusion was that the Committee was effective in

carrying out its duties.

Committee activities

The Committee has discharged its responsibilities under

its terms of reference for the period under review by the

following actions:

• reviewing the form, content and integrity of financial

information prior to release, including the Annual and

Interim Reports;

• reviewing the content of each of the interim management

statements for subsequent Board approval;

• reviewing the ISAE 3402 internal controls year-end

testingresults;

• receiving and reviewing internal audit updates and

reports;

• evaluating the performance and independence of the

internal auditor during the engagement period;

• reviewing the independence of the Group’s external

auditor and the nature of non-audit services supplied by

the auditor;

• reviewing the external auditor’s audit strategy for the

interim review and the final audit;

• assessing the external auditor’s concluding report for the

interim review and the year-end financial statements;

• evaluating the performance of the external auditor over

the period; and

• reviewing and approving the Group Whistleblowing Policy,

its appropriateness and whether the relevant procedures

are efficient.

Financial reporting

The Committee has thoroughly reviewed the half-year and

annual results and the Annual Report, before recommending

them to the Board for approval.

Throughout the year, the Committee examined significant

financial and regulatory reporting matters and the

decisions underlying the financial statements, as well as the

suitability of accounting policies. The Committee reviewed

management reports providing evaluations of the internal

control environment, future cash flows, going concern status,

ongoing viability, capitalisation of software expenses, and

option valuations.

Having thoroughly assessed management’s judgements

impacting financial reporting against the Group’s accounting

policies, the Committee endorsed a recommendation to the

Board, affirming the appropriateness of adopting the going

concern basis for preparing the half-year and annual financial

statements for the fiscal year ended 31 March 2026.

The Committee further considered reports from the

externalauditor, in particular its independent assessment

of financial reporting and key controls and the audit opinion

on the Annual Report. The Committee is satisfied that the

financial reporting control framework operated effectively

after considering reports from both management and the

external auditor.

The Committee has undertaken a structured review of the

Annual Report, including assessing their consistency of the

narratives with the reported results and challenging the key

judgements and disclosures. The Committee also considered

the auditor’s findings report, which identified no significant

issues. On this basis, the Committee was satisfied that the

Annual Report is fair, balanced and understandable, and

recommended that it be approved by the Board.

Internal controls and risk management

The Committee provides an oversight and independent

challenge to the internal controls of the Group. In July 2025,

the Committee conducted a comprehensive review of the

Group’s Controls Assurance report, which was undertaken

by RSM as service auditor, in line with ISAE 3402 standards.

TheCommittee members were satisfied with the robust

testing and the precision of observations presented in

the document. The Committee took comfort from the

management responses to the findings observed.

The Committee continually reviews the Group’s system of

internal controls and risk management and concludes that,

for the period, the internal control environment remains

appropriate. Further details regarding the Group’s risk

management framework can be found in the Strategic

reporton pages 31 and 32.

Internal audit

The internal audit function undertakes a programme of

reviews as approved by the Committee, reporting the

results together with its advice and recommendations to

the Committee. The function is provided by RSM UK Risk

Assurance Services LLP. The objectives and responsibilities of

internal audit are set out in a charter reviewed and approved

regularly. The charter was last reviewed and approved by

the Committee in October 2022. RSM reports directly to the

Committee and the relationship is subject to periodic review.

Jed Turnbull presently holds the position of RSM internal

audit partner.

The Committee and the internal auditor have developed a

planning process to ensure that the audit work performed

focuses on significant risks. The plans include deep-dive

thematic and risk-based audits and also high-level in-flight

reviews of specific projects as agreed by the Committee, the

internal auditor and management. Each review is scoped

at the start of the audit to ensure an appropriate focus

reflecting business activities, the market environment and

regulatory matters. The plans are periodically reviewed to

ensure they are adapted as necessary to capture changes in

the Group’s risk profile. An updated internal audit plan was

presented to the Committee in July 2025.

During FY26, internal audit continued to place particular

emphasis on key areas within the business, including

RiskManagement, Client Management, Project and

Programme Management, Human Resources and Financial

Crime Compliance.

Record plc Annual Report 2026

Audit Committee report continued

The Committee received regular reports on the programme

of reviews and internal audit findings at each of its meetings

during the course of the year. The Committee has reviewed

the findings and recommendations made by the internal

auditor and has aimed to ensure that any issues arising

are suitably addressed by management in an effective and

timelymanner.

The Committee reviewed RSM’s work and discussed the

delivery of internal audit with management and is satisfied

with the internal audit work conducted and the coverage

and standard of the reports produced. The Committee has

monitored whether sufficient and appropriate resources are

dedicated to the internal audit function, and this has been

reported to and noted by the Board.

External audit

BDO LLP (“BDO”) has served as the external auditor for

Record Group since shareholders approved their appointment

at the 2020 Annual General Meeting (“AGM”). Orla Reilly had

been the Group’s statutory audit partner since January 2022;

she was subject to rotation by 31 March 2026, in accordance

with the FRC’s Ethical Standard. The Committee welcomed

Jamie Smith as the new audit partner, supported by the same

team who had served previously.

The Committee has reviewed reports from the external

auditor on the audit plan (including the proposed materiality

level for the performance of the annual audit), the status of

its audit work and issues arising. The Committee discussed

the findings with the auditor and was satisfied with the

conclusion reached by the auditor that there was no

evidence of material misstatements. The Committee has

confirmed that no material items remained unadjusted in

thefinancialstatements.

An assessment of the quality and effectiveness of BDO as

the Group’s external auditor was considered by way of a

review completed by the Committee with the assistance of

senior members of the Finance team and with reference to

the FRC’s practice aid on assessing audit quality, published in

December 2019. The Committee evaluated the judgements;

mindset and culture; skills; character and knowledge; and

quality control demonstrated by BDO throughout the audit

process and concluded that BDO had provided a quality

external audit service which was appropriate for the Group

given its size and structure.

External auditor independence

Policy on provision of non-audit services by

theexternalauditor

During the year, the Committee operated a policy covering

the provision of non-audit services by the external auditor to

ensure that the ongoing independence and objectivity of the

external auditor was not compromised. The policy adheres

to the Financial Reporting Council’s revised Ethical Standard

issued in December 2019. Under the Ethical Standard the

aggregate of fees for all non-audit services, excluding

audit-related assurance services required under regulation,

may not exceed 70% of the average of the audit fees for

the preceding three-year period. The Committee considers

it best practice to adhere to the fee cap on an annual basis

andmonitors fees accordingly.

Non-audit services undertaken by the external auditor

The following permitted non-audit services, pre-approved by

the Committee and within a pre-determined cost limit, have

been undertaken by BDO in the year under review:

• independent auditor report to the FCA on compliance with

client asset rules; and

• the section 89 WpHG audit for a Group German subsidiary.

Details of the total fees paid to BDO are set out in note 5

to the accounts. Non-audit fees, excluding audit-related

assurance services required under law or regulation, were

equivalent to 2% (FY25: 4%) of audit fees and were therefore

within the permitted cap of 70%.

Assessment of external auditor independence

The Committee was satisfied that the quantity and nature

of non-audit work undertaken during the year did not impair

BDO’s independence or objectivity and that its appointment

for these assignments was in the best interests of the Group

and its shareholders.

The Committee is satisfied that the external auditor has

maintained its independence and objectivity over the period

of its engagement. The Company is committed to the regular

rotation of the external auditor and external audit partners

and the last tender process was conducted in 2020.

Looking ahead

In the coming year, the Committee will continue to focus on

overseeing the evolving risk landscape, particularly in areas

such as ESG-related disclosures, cyber risk management

andregulatory developments impacting financial reporting

and assurance.

On behalf of the Committee, I would like to thank my fellow

Committee members, management and our internal and

external auditors for their continued support and diligence

over the year.

Approved by the Committee and signed on its behalf by:

Matt Hotson

Chair of the Audit Committee

18 June 2026

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

“ The Committee remains focused on

ensuringremuneration outcomes are

reflective of long-term performance

objectives and aligned with both

employeeand shareholder interests.”

Krystyna Nowak |Chair of the Remuneration Committee

Remuneration report

Role of the Committee

The role of the Remuneration Committee is to review

and approve the remuneration strategies of the Group,

encompassing the Chairman, the Executive Directors and

the staff as a whole. The Remuneration Committee also

reviews and advises on the Remuneration Policy, ensuring

that it complies with regulatory requirements, promotes

good conduct consistent with sound and effective risk

management, and is properly disclosed to stakeholders.

Committee meeting attendance

Krystyna Nowak 9/9

Matt Hotson 8/9

David Morrison 9/9

Nick Adams 2/3

Note: Nick Adams joined the Company as a Non-executive Director on 1 January 2026.

Othman Boukrami attended three meetings during the period, prior to stepping down

as a NED on 14 October 2025.

Chair of the Remuneration

Committee’s statement

Introduction

I am pleased to present our Remuneration report for the year

ended 31 March 2026. We believe that our Remuneration

Policy, as approved by shareholders at our 2025 AGM,

remains appropriate and the Remuneration Committee is

focused on its continued implementation. No further changes

to the Remuneration Policy are being proposed.

Our Remuneration report is split into three sections:

• the Remuneration Policy tables;

• the annual report on remuneration for FY26; and

• the role and activity of the Remuneration Committee.

We have not reproduced the full Remuneration Policy in

thisreport but have provided a summary in the tables

produced on pages 59 to 61. A copy of our full Directors’

Remuneration Policy, as approved by shareholders in

July2025, is available in the Remuneration section of the

2025 Annual Report and Accounts, which is available on

ourwebsite www.recordfg.com.

Remuneration principles

Our approach to remuneration remains unchanged and is

driven by long-term thinking to promote the sustainable

growth of the Group. Identifying, developing and

appropriately compensating our high performers, at all levels

of the business, is critical to long-term business success and

is aligned to both clients’ and shareholders’ interests.

Record plc Annual Report 2026

Remuneration report

Our key remuneration principles remain:

• our Executive Directors and employees should be

rewarded and incentivised to deliver our long-term

growth strategy;

• a consistent remuneration structure for all employees, not

just Directors, which is transparent and straightforward

and fairly rewards our team to deliver our plans;

• remuneration should comprise i) fixed salary, pension and

benefits; ii) variable remuneration based on individual

and financial performance; and iii) longer-term incentives

based primarily on Group performance; and

• Executive Directors’ remuneration should include a

deferral element for up to three years, which is satisfied

by payment in shares so as to align the interests of our

Executive Directors with those of our shareholders.

Implementation of our Remuneration Policy

I would like to summarise progress in the implementation

ofour Remuneration Policy this year:

• Motivate and retain our Executive Directors to deliver

our long-term growth strategy

The long-term vision for the business is clearly defined,

and our Remuneration Policy for the Executive Directors

has been designed to incentivise and reward the

long-term success of the implementation of this strategy.

The Executive Director team is incentivised to outperform

against annual and longer-term stretching targets that

are agreed by the Board, with outperformance being

quantified based on operating profit metrics and strategic

KPIs. Similarly, underperformance against targets will

result in lower or no variable and long-term remuneration.

• Create a remuneration structure that incentivises and

fairly rewards our Executive Director team to deliver

our plans

The Executive Directors’ remuneration structure is viewed

on a Group basis, meaning that the team are incentivised

to deliver the vision for the Group. Bonus targets are set

at the Group level on an annual basis and LTIP targets are

also set at the Group level measured over a three-year

period. The team have made good progress against

strategic KPIs this year, although operating profit is

below target, which means that total bonus payments

for this financial year will be slightly under on-target

bonusamounts.

• Use robust performance metrics to ensure payment

forsuccess

Our Bonus Scheme has been implemented, based on

paying for performance. The Remuneration Committee

believes that there should be a balance between a

formulaic and discretionary approach and has ensured

that measures and targets used to determine variable

pay for Executive Directors are aligned with KPIs that

are agreed with the Board, being based both on the

delivery of annual profits and progress in key strategic

areas. In addition, our LTIP Scheme includes performance

conditions comprising EPS, TSR and strategic long-term

growth targets.

• Align the interests of our Executive Directors with

thoseof our shareholders

The alignment of our strategy to deliver long-term

sustainable business growth with the design of our

remuneration schemes means that variable remuneration

outcomes for the Executive Director team is weighted

heavily on long-term rewards, with a significant part of

remuneration paid in the form of shares. The remuneration

framework comprises base salary and benefits, an annual

bonus (including bonus deferral) and an LTIP. To align with

shareholders and the long-term strategy of the business,

one-third of any annual bonus and all LTIP awards will be

delivered in shares.

Executive Directors’ salaries, Chair and

Non-executive Directors’ fees for FY26

A review of the Executive Directors’ salaries and fees for

the Chairman and the Non-executive Directors took place

inApril2026, and it was decided not to make any changes.

Group performance for FY26

The year to 31 March 2026 has seen revenues decrease by

4%compared with last year, a decrease in operating profit

of6% and our AUM was $114.6 billion.

The Bonus Scheme for the Executive Directors and staff is

based on pre-bonus operating profit results against target

and individual levels of performance, measured by objectives

and KPIs. In total, the Bonus Scheme represented £3.6 million,

directly linking the Group’s financial performance to the

size of the variable remuneration pool. The payments made

under the Bonus Scheme decreased by 23% compared to the

previous period.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Remuneration report continued

Chair of the Remuneration

Committee’s statement continued

Executive Director remuneration outcomes FY26

The Executive Director team made good progress against

strategic KPIs this year, with progress being made in the

defining and implementation of Group strategy, management

reorganisation, strengthening operational capabilities

and the delivery of new products in both FX and asset

management. Operating profit for the year was below target,

which means that bonus payments for this financial year for

Executive Directors are under the on-target bonus amounts.

Further details are provided on page 65.

LTIP awards were made to Executive Directors of 200% of

salary for the period 1 April 2025 to 31 March 2028 based on

EPS, TSR and strategic measures performance conditions.

Further details are provided on page 66.

Richard Heading resigned and left employment on

31March2026 and was treated in accordance with the

Remuneration Policy. As he resigned, he was treated as

a leaver from the Bonus Scheme and did not receive a

bonus. Similarly, he was a leaver from the LTIP Scheme

and all his unvested LTIP awards lapsed on 31 March 2026.

TheRemuneration Committee exercised its discretion to

vest 250,000 forfeitable shares in respect of outstanding

and unvested forfeitable share awards. The balance of the

share award (473,823 forfeitable shares) was forfeited on

31March2026.

Alignment with shareholders

Jan Witte has a shareholding greater than 150% of his base

salary and continues to have one-third of bonus and any

LTIP vesting made in shares. In addition, 64% of the Group’s

employees are shareholders.

Engaging with employees and shareholders

The Remuneration Committee takes an active involvement

in remuneration for the whole Group and takes into

account employee and shareholder views in determining

remuneration arrangements. Through our employee

engagement initiatives, including staff engagement surveys

and workshops with staff, we have been able to seek the

views of the wider workforce on a range of topics, including

strategy, culture, remuneration and working arrangements.

Krystyna Nowak

Chair of the Remuneration Committee

18 June 2026

Record plc Annual Report 2026

Remuneration report continued

Remuneration Policy

Remuneration Policy summary tables

This section of the Remuneration report starts with a table illustrating the remuneration structures that we have in place for

Executive Directors and then provides an overview of the key remuneration elements in place for all staff, including Executive

Directors, the Chairman and Non-executive Directors.

We are not proposing any changes to our Remuneration Policy for Directors, and the tables summarise the Policy approved

byshareholders at the 2025 AGM.

Summary remuneration structure

The table below illustrates the remuneration structures that we have in place for Executive Directors.

Year 0

EPS, TSR and strategic measures

performance conditions

LTIP

Cash

Bonus Scheme

Cash

Pension and

benefits

CashSalary

Year 1

1/3 shares

released from

lock up

Year 2

1/3 shares

released from

lock up

Year 3

Vesting

1/3 shares

released from

lock up

Year 4 Year 5

Held until year 5

Note: Executive Directors are required to take one-third of their bonus payment in shares, which are locked up and released over three years. Executive Directors can elect

totake a further third of their bonus payment in shares, and these have no lockup.

Directors’ Remuneration Policy table

The following table summarises the key features of each element of the Policy, their purpose and link to strategy.

Element, purpose

andlinkto strategy Operation and maximum Performance metrics

Base salary

Fixed remuneration

that reflects the role,

responsibilities, experience

and knowledge of the

individual.

The Remuneration Committee reviews salaries for

Executive Directors on an annual basis.

Any review will take into account market rates,

businessperformance and individual contribution.

There is no defined maximum base salary. Executive

Directors’ salary increases will normally be in line

with the typical level of increase awarded to other

employees. Increases may be above this level in certain

circumstances, including:

• where a new Executive Director has been appointed

to the Board at a lower than typical market salary to

allow for growth in the role;

• where an Executive Director has been promoted or

hashad a change in responsibilities;

• where there has been a significant change in market

practice; and

• other exceptional circumstances.

Not applicable, though individual

performance will be considered

when reviewing base salary levels.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Element, purpose

andlinkto strategy Operation and maximum Performance metrics

Benefits

To provide a benefits

package that provides

for the wellbeing of our

colleagues.

Benefits include, but are not limited to, private medical

insurance (or a healthcare allowance), dental insurance,

permanent health insurance, life assurance and

annualholiday.

Executive Directors receive benefits on the same basis

asall other employees, at the prevailing rates.

Not applicable.

Pension

To provide an appropriate

retirement income, to aid

attraction and retention of

high-calibre executives.

Executive Directors receive an employer pension

contribution of up to 11% of salary which can be paid

intothe Group Personal Pension Scheme or delivered

asacash allowance.

The pension contribution for Executive Directors is fully

in line with pension contributions paid to all staff (which

also comprise an employer pension contribution of 11%

ofsalary).

Not applicable.

Bonus Scheme

To motivate Executive

Directors to achieve

sustainable financial

performance and strategic

objectives aligned with the

Group strategy.

Bonus payments are based on performance measured

over the financial year.

Executive Directors are required to take one-third of their

bonus payment in shares, which vest immediately but are

subject to lock-up conditions of one to three years and in

addition are offered the opportunity for up to a further

third of the bonus to be paid in shares. The remaining

amount is paid in cash.

The minimum bonus payment to an Executive Director

is zero and the maximum bonus payment, in exceptional

circumstances, is 400% of base salary.

The Bonus Scheme includes threshold, target and

maximum performance levels, at a Company level and

individual level, based on Company operating profit

targets for the year and strategic objectives.

Malus and clawback provisions apply to all awards.

Further details are set out below.

Bonus payments will be based on

the achievement of Group financial

operating profit targets (75%) and

delivery of strategic objectives

(25%).

Individual awards are also based

on role, responsibilities and

delivery and determined by the

Remuneration Committee.

The Remuneration Committee has

discretion when setting bonus

levels and making payments to

Executive Directors.

Long-Term Incentive Plan

(“LTIP”)

A performance share plan

to incentivise delivery of

long-term performance and

strategy delivery, aligning

interests with shareholders.

Awards under the LTIP may be granted as nil or

nominalcost options, market value options or

conditionalshare awards.

The maximum opportunity for Executive Directors is an

award of up to 300% of base salary.

Any awards will be delivered in Company shares.

Awardsvest at the end of a three-year performance

period, after which any shares must be held for a

two-year post-vesting holding period.

Malus and clawback provisions apply to all awards.

Further details are set out below.

The Committee has discretion in the treatment of leavers

as set out below and in respect of the assessment of

performance and vesting levels (including to amend

performance conditions and measures).

Vesting is based one-third on EPS

growth, one-third on relative TSR

compared with the FTSE SmallCap

Index and one-third on strategic

measures.

The Remuneration Committee has

discretion to vary the targets and

toset other performance conditions

for the future operation of the LTIP.

Share Incentive Plan

A share saving plan to

encourage long-term equity

ownership.

The Group has an approved Share Incentive Plan (“SIP”).

All staff are able to buy shares from pre-tax salary up to a

HMRC-approved limit (£1,800 for the financial year ended

31 March 2026), which is matched at a rate of 50%.

Not applicable.

Remuneration report continued

Remuneration Policy continued

Directors’ Remuneration Policy table continued

Record plc Annual Report 2026

Remuneration Policy table for the Chairman and the Non-executive Directors

The table below sets out the Remuneration Policy for the Chairman and the Non-executive Directors.

Element, purpose

andlinkto strategy

Current operation for Chairman

and Non-executive Directors Further information

Fees

Fixed remuneration that

reflects the role, skills and

experience.

The Chairman’s fees are determined by the

RemunerationCommittee.

The Non-executive Directors’ fees are approved

bytheBoard.

The Chairman’s fees are £175,000.

The basic NED fee is £52,500 with additional premiums

asfollows:

• Senior Independent Director £5,000 (if also Chair

ofanother Committee);

• Audit Committee Chair £10,000; and

• Remuneration Committee Chair £10,000.

Fees are reviewed annually.

Anyreview will take into account

market rates, business performance

and individual contribution.

Increases are unlikely to be out of

line with the typical level of salary

increase awarded across the Group.

Pension and benefits

To enable the Chairman and

Non-executive Directors to

carry out their roles.

The Chairman and Non-executive Directors are entitled to

claim expenses incurred but do not receive any additional

benefits.

Service contracts and loss of office payment policy

All Executive Directors have service agreements with the Company. None of the service agreements are for a fixed term

and allinclude provisions for termination on six months’ notice by either party. Service agreements do not contain any fixed

provision for termination compensation.

Non-executive Directors are appointed for an initial three-year period and are required to provide at least six months’ notice

oftheir intention to resign. Their continued engagement is subject to annual re-election by shareholders at the Group’s AGM.

The terms and conditions of appointment of the Executive Directors and Non-executive Directors are available for inspection

at the Company’s registered office.

When an Executive Director leaves the Group, the Remuneration Committee will review the circumstances and apply the

appropriate treatment to their final remuneration. Any payments and vesting of share awards under the Executive Directors’

Bonus Scheme and the LTIP will be in accordance with the relevant scheme rules and discretion as set out in those plans at

thetime the Executive Director leaves. All payments will be in line with contractual entitlements and statutory requirements.

No Executive Director will be rewarded for failure. The Company has the discretion to pay legal expenses and outplacement

fees if it considers this to be appropriate.

Salary and benefits will continue to be paid throughout the notice period although the Remuneration Committee has the

discretion to make a payment in lieu of notice.

Remuneration report continued

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Remuneration Policy continued

Other matters

Engaging with employees and shareholders,

decision-making processes and general employee

payand conditions

The Remuneration Committee takes an active involvement

inremuneration for the whole Group. Record staff participate

in all the remuneration arrangements, including the Bonus

Scheme, LTIP and share schemes. The Remuneration

Committee reviews all bonus, LTIP and option awards.

Asignificant proportion of our colleagues are shareholders,

so are able to express their views in the same way as other

shareholders.

When determining Executive Director remuneration

arrangements, the Remuneration Committee takes into

account pay conditions throughout the Group to ensure

that the structure and quantum of Executive Directors’ pay

remains appropriate in the circumstances.

It remains our policy to discuss any substantive proposed

changes to the Group’s remuneration structures with key

external shareholders in advance of any implementation.

TheRemuneration Committee takes into account shareholder

views received in relation to resolutions to be considered at

the AGM each year, and values shareholder feedback when

forming remuneration policy.

Malus and clawback

Malus and clawback provisions under all of the Company’s

incentive schemes (including the Bonus Scheme and LTIP

Scheme) are in line with regulatory requirements. Under

the relevant rules, the Remuneration Committee may apply

malus and/or clawback where:

• the relevant individual participated in, or was responsible

for, conduct which resulted in significant losses to the

Company or relevant business unit;

• the relevant individual failed to meet appropriate

standards of fitness and propriety;

• there is reasonable evidence of misbehaviour or material

error by the individual;

• the Group, or business unit for which the relevant

individual is responsible, suffers a material downturn in

itsfinancial performance; and/or

• the Group, or business unit in which the relevant individual

works, suffers a material failure of risk management.

Source and funding of shares

Share awards under the Bonus Scheme are covered wherever

possible through market purchases by the Company’s

Employee Benefit Trust (“EBT”) rather than through the issue

of new shares, and this has been the case since the inception

of the previous Group Profit Share Scheme in 2007. It remains

our intention to continue to operate in this manner in order

to minimise potential dilution of shareholders’ interests.

Similarly, grants under the LTIP and the Share Scheme are

not normally satisfied by the issue of new shares, in order

tominimise potential dilution.

The Joint Share Ownership Plan uses market purchase shares

only. The Company provides funds to the EBT to allow it to

purchase shares in the market with which to satisfy the

exercise of options. The number of shares purchased by the

Group to hedge the satisfaction of options is based on an

appropriate hedge ratio at each grant date, as calculated by

management and approved by the Remuneration Committee.

Implementation of Remuneration Policy

The Group has implemented the Remuneration Policy, as

approved by shareholders previously. The Remuneration

Committee has approved variable bonus payments for the

Executive Directors based on the Bonus Scheme.

Approach to remuneration for new Executive Directors

On the recruitment of a new Executive Director, the level of

fixed remuneration will be appropriate to the candidate’s

skills and experience and the responsibility that they will

be undertaking. The components and level of remuneration

for any new Executive Directors will be in line with those

of existing Executive Directors, with the exception of any

buyout award. New Executive Directors would be eligible to

join the Bonus Scheme and would be eligible to be considered

for participation in the LTIP as deemed appropriate by the

Remuneration Committee, subject to the applicable policy

atthe time.

The Remuneration Committee recognises that a new

Executive Director may forfeit remuneration as a result

of leaving a previous employer and the Committee will

consider mitigating that loss or part of that loss by making

a buyout award in addition to the remuneration outlined

above, subject to malus and clawback. The Committee will

consider any relevant factors including any performance

conditions attached to any previous incentive arrangements

and the likelihood of these conditions being met and will

take reasonable steps to ensure that any payment is at an

appropriate level.

When recruiting a new Non-executive Director, fees will be

in line with the prevailing fee schedule paid to other Board

members and Non-executive Directors at that time.

Executive shareholding policy

Any new Executive Director will be encouraged to build a

shareholding with a value of at least 150% of base salary,

for example through the use of the Bonus Scheme and LTIP

Scheme, within a reasonable time of being appointed.

At the end of the appointment, an Executive Director would

need to retain a shareholding with a value of at least 150%

of base salary previously built up through awards under the

Group’s remuneration schemes (but excluding any shares

bought for cash). Half of this shareholding must be held for

aperiod of one year and the other half held for a period of

two years.

Remuneration report continued

Record plc Annual Report 2026

Regulation

We continue to review our Remuneration Policy in line with regulatory changes and good practice and to ensure compliance

with the principles of the Remuneration Code of the UK financial services regulator, as applicable to the Group.

Remuneration Policy – illustrations

The FY26 remuneration and ongoing minimum remuneration of the Executive Directors is shown in the charts below.

Thethree-year low, high and average has not been shown due to the recent appointments of the Executive Directors.

Fixedremuneration is comprised of salary, pension contributions, other benefits and any cash alternative. Variable

remuneration comprises bonus, including cash and share payments, as well as any gains on share schemes.

Future remuneration will be determined based on profitability and performance as described in the Remuneration Policy.

Remuneration report continued

Remuneration

FY26

Minimum

remuneration

50%

100%

50%

£1,253,785

£628,785

Jan Witte (as CEO)

0 500k250k 1,000k750k 1,500k1,250k£

Remuneration

FY26

Minimum

remuneration

100%

£334,493

Richard Heading (Executive Director from 1 July 2024)

0 50k 100k 150 k 200 k 250k 400k350k300k£

Remuneration

FY26

Minimum

remuneration

30%

100%

70%

£349,407

£244,407

Kevin Ayles (Executive Director from 1 July 2024)

0 50k 100k 150 k 200 k 250k 400k350k300k£

The above charts exclude the value of share scheme awards granted to Directors. Key Fixed Variable

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Annual report on remuneration

This part of the report has been prepared in accordance with Schedule 8 of the Large and Medium-sized Companies and Groups

(Accounts and Reports) Regulations 2008 (as amended), and relevant sections of the Listing Rules. The information on pages

64 to 72 has been audited, where required, under the regulations and is indicated as audited information where applicable.

Directors’ remuneration as a single figure (audited information)

The remuneration of the Directors for the year ended 31 March 2026 is detailed below together with their remuneration

fortheprevious year.

Jan Witte

Richard Heading

(appointed 1 July 2024)

Kevin Ayles

(appointed 1 July 2024)

Executive Directors

2026

2025

2026

2025

2026

2025

Salaries and fees 550,000 550,000 300,000 225,000 218,750 187,500

Benefits

18,285 12,503 1,493 1,493 1,594 1,450

Pensions

60,500 60,500 33,000 24,750 24,063 20,625

Total fixed pay 628,785 623,003 334,493 251,243 244,407 209,575

Short-term incentive

Bonus – cash 416,667 633,333 — 100,000 70,000 100,000

Bonus – shares

208,333 316,667 — 50,000 35,000 50,000

Commission buyout – cash

— 250,648 — — — —

Share option gains — — — — — —

Total variable pay 625,000 1,200,648 — 150,000 105,000 150,000

Total 1,253,785 1,823,651 334,493 401,243 349,407 359,575

David Morrison Matt Hotson Krystyna Nowak

Othman Boukrami

(Resigned 14 October 2025)

Nick Adams

(Appointed 1 January 2026)

Non-executive Directors

2026

2025

2026

2025

2026

2025

2026

2025

2026

2025

Salaries and fees 175,000 175,000 62,500 62,500 63,923 63,923 28,270 39,375 13,125 —

Benefits

— — — — — — — — — —

Pensions

— — — — — — — — — —

Total 175,000 175,000 62,500 62,500 63,923 63,923 28,270 39,375 13,125 —

1. This value includes medical benefits, payments made in lieu of medical benefits, overtime payments and reimbursement of taxable travel expenses.

2. This includes payments made in lieu of pension contributions.

3. Short-term incentive payments are subject to individual performance conditions summarised in the objectives table. The shares vest immediately but are subject to lock-up

restrictions and are calculated based on the overall profitability of the Group.

4. Executive Directors are not eligible to participate in the commission scheme. Jan Witte received a one-off buyout payment in June 2024 as he could no longer participate in

the scheme from 1 January 2024.

Payments for loss of office and payments made to former Directors (audited information)

Richard Heading resigned and left employment on 31 March 2026 and was treated in accordance with the Remuneration Policy.

As he resigned, he was treated as a leaver from the Bonus Scheme and did not receive a bonus. Similarly, he was a leaver from

the LTIP Scheme and all of his unvested LTIP awards lapsed on 31 March 2026. The Remuneration Committee exercised its

discretion to vest 250,000 forfeitable shares in respect of outstanding and unvested forfeitable share awards. The balance

ofthe share award (473,823 forfeitable shares) was forfeited on 31 March 2026.

Pensions (audited information)

Executive Directors are entitled to join the Group Personal Pension Scheme. This is a defined contribution plan and for the

financial year ended 31 March 2026, the Group made contributions of 11% of each Executive Director’s salary, which could

eitherbe paid into the Group Personal Pension Scheme, taken as cash or a combination of the two.

The employer pension contributions for the financial years ended 31 March 2025 and 31 March 2026 are detailed in the tables

on page 64.

Remuneration report continued

Record plc Annual Report 2026

Executive Directors’ Bonus Scheme payments

The Executive Directors all participate in the Bonus Scheme, which is the annual short-term variable remuneration structure.

The Executive Directors’ bonus payments are determined as follows:

• Financial 75%. The Remuneration Committee will consider the firm’s financial performance and, specifically, delivery of

operating profit targets for the year under the Group’s three-year plan; and

• Non-financial 25%. The Remuneration Committee will assess strategic progress made during the year and will focus

specifically on annual KPIs that are agreed by the Board.

The overall performance against these criteria for the year is summarised in the tables for the Executive Directors below.

TheRemuneration Committee also receives reports from the Head of Compliance regarding any legal or compliance issues

relevant to the award.

Financial objectives Outcomes

Operating profit

Deliver operating profit, pre-bonuses,

of £15.9 million

Operating profit, pre-bonuses, was £13.6 million.

This was 86% of the target.

Strategic objectives

(non-financial)

Set three-year Company strategy

• Three-year strategy and budget agreed with the Board.

• Group strategy now framed as Risk Management, Absolute Return and Private

Markets products.

• Strategic priorities agreed in each area of the business.

Management

• New Record Currency Management Limited Chief Executive Officer, Othman

Boukrami, andGroup Chief Investment Officer, Andreas Dänzer, onboarded with

key strategic priorities and outcomes agreed.

• Business costs were managed well for this financial year, resulting in a decrease

inoperating costs year on year.

New product development

• A number of new strategies have been launched.

• Assets have been raised in Absolute Return and Private Markets.

• Progress made in the development of the range of services for asset managers.

• Continued progress in Infrastructure and Credit.

Build out operational capabilities

• Technology and operational strategies have been designed and agreed.

• Strategic priorities being focused on and being implemented across the

operational areas.

Leadership

• Leadership demonstrated by the implementation of all of the above and retention

of key clients and people.

• Culture and values have been defined and employee engagement score rose

during the year.

Awards:

The Remuneration Committee agreed that there has been strong strategic progress in the year, but noted that the

financialoutcome was below budget. Executive Director bonus payments were therefore below the on-target values.

Bonus outcomes against target were as follows:

• Jan Witte, CEO, on-target bonus £825,000, awarded a bonus of £625,000;

• Kevin Ayles, Chief of Staff, on-target bonus £123,750, awarded a bonus of £105,000; and

• Richard Heading did not receive a bonus as he resigned during the year.

Remuneration report continued

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Annual report on remuneration continued

Directors’ share options and share awards (audited information)

During the financial year ended 31 March 2026, no option awards other than the LTIP awards listed below were made to the

Executive Directors, in accordance with thecurrent Remuneration Policy.

Directors’ Long-Term Incentive Plan (“LTIP”) awards (audited information)

The table below sets out details of Executive Directors’ outstanding LTIP awards, which may vest in full after three years

subject to continued service and performance conditions. The table also sets out any LTIP awards that have lapsed or

beenexercised.

Name

Date

of grant

Total

LTIP

awards at

1 April 2025

LTIP

awards

granted

in period

LTIP

awards

lapsed

in period

LTIP

awards

exercised

in period

Total

options at

31 March

2026

Vesting

date

Jan Witte 23/06/2025 — 2,021,000 — — 2,021,000 23/06/2027

Jan Witte 23/06/2025 — 2,021,000 — — 2,021,000 23/06/2028

Kevin Ayles 23/06/2025 — 827,000 — — 827,000 23/06/2027

Kevin Ayles 23/06/2025 — 827,000 — — 827,000 23/06/2028

Richard Heading 23/06/2025 — 1,102,000 (1,102,000) — — 23/06/2027

Richard Heading 23/06/2025 — 1,102,000 (1,102,000) — — 23/06/2028

The outstanding LTIP awards above vest subject to performance conditions, which are detailed below:

Award date Performance period EPS TSR Strategic measures

21 November 2023 1 April 2023 –

31 March 2026

Two-thirds is subject to

a three-year cumulative

EPS threshold target

of 15 pence, resulting in

vesting at 25%, rising

on a straight-line basis

to 100% vesting for a

three-year cumulative

EPS of 18 pence at the

end of the performance

period.

One-third of the vesting

is subject to a relative

TSR using a benchmark of

the FTSE SmallCap index.

The threshold target is a

TSR outcome in the 25th

percentile of the index

at which 25% will vest,

rising on a straight-line

basis to 100% at a TSR

outcome in the 75%

percentile of the index.

N/A

23 June 2025 1 April 2024 –

31 March 2027

One-third is subject to a

three-year cumulative

EPS threshold target of

14 pence, resulting in

vesting at 25%, rising

on a straight-line basis

to 100% vesting for a

three-year cumulative

EPS of 19 pence at the

end of the performance

period.

One-third of the vesting

is subject to a relative

TSR using a benchmark of

the FTSE SmallCap index.

The threshold target is a

TSR outcome in the 25th

percentile of the index

at which 25% will vest,

rising on a straight-line

basis to 100% at a TSR

outcome in the 75%

percentile of the index.

One-third is subject to

progress against the

strategic objectives of

Operational Excellence,

improved Quality of

Earnings and Organic

Growth over the

three-year period.

23 June 2025 1 April 2025 –

31 March 2028

One-third is subject to a

three-year cumulative

EPS threshold target of

16.1 pence, resulting in

vesting at 25%, rising

on a straight-line basis

to 100% vesting for a

three-year cumulative

EPS of 22.1 pence at the

end of the performance

period.

One-third of the vesting

is subject to a relative

TSR using a benchmark of

the FTSE SmallCap index.

The threshold target is a

TSR outcome in the 25th

percentile of the index

at which 25% will vest,

rising on a straight-line

basis to 100% at a TSR

outcome in the 75%

percentile of the index.

One-third is subject to

progress against the

strategic objectives of

Operational Excellence,

improved Quality of

Earnings and Organic

Growth over the

three-year period.

Remuneration report continued

Record plc Annual Report 2026

Shares in lock up (audited information)

The table below shows Directors’ interests in ordinary shares arising from the deferred element of annual bonus awards,

andshare options exercised.

Interests in

restricted

at 1 April

2025

Restricted

awards

during year

Restrictions

released

during year

Interests in

restricted

shares at

31 March

2026

Jan Witte 408,661 478,979 (256,914) 630,726

Richard Heading — 48,462 — 48,462

Kevin Ayles 340,907 156,635 (207,168) 290,374

Directors’ forfeitable share awards

On 24 September 2024, Richard Heading was granted a one-off conditional award of over 723,823 shares. The award was

granted to compensate Richard for share awards forfeited when he left his former employer. As detailed above, Richard

resigned and left employment on 31 March 2026. The Remuneration Committee exercised its discretion to vest 250,000

forfeitable shares in respect of outstanding and unvested forfeitable share awards. The balance of the share award

(473,823forfeitable shares) was forfeited on 31 March 2026.

Directors’ share interests (audited information)

The tables below show Directors’ interests in ordinary shares arising from the deferred element of annual bonus awards.

2026

held without

restrictions

subject to

restrictions

Total

held

options

& LTIP

Forfeitable

awards

Total

interests

Executive Directors

Jan Witte 1,399,400 630,726 2,030,126 4,570,000 — 6,600,126

Richard Heading (resigned 31 March 2026) — 48,462 48,462 — — 48,462

Kevin Ayles (resigned 31 March 2026)

1,045,912 290,374 1,336,286 1,873,000 — 3,209,286

Non-executive Directors and Chairman

David Morrison 395,000 — 395,000 — — 395,000

Matt Hotson — — — — — —

Krystyna Nowak 50,000 — 50,000 — — 50,000

Nick Adams (appointed 1 January 2026) — — — — — —

Othman Boukrami (Resigned 14 October 2025) — — — — — —

Total 2,890,312 969,562 3,859,874 6,443,000 — 10,302,874

2025

held without

restrictions

subject to

restrictions

Total

held

options

& LTIP

Forfeitable

awards

Total

interests

Executive Directors

Jan Witte 1,041,888 408,661 1,450,549 2,409,368 — 3,859,917

Richard Heading (appointed 1 July 2024) — — — — 723,823 723,823

Kevin Ayles (appointed 1 July 2024) 847,650 340,907 1,188,557 763,112 — 1,951,669

Non-executive Directors and Chairman

David Morrison 395,000 — 395,000 — — 395,000

Matt Hotson — — — — — —

Krystyna Nowak 50,000 — 50,000 — — 50,000

Othman Boukrami — — — — — —

Total 2,334,538 749,568 3,084,106 3,172,480 723,823 6,980,409

1. Under the rules of the Bonus scheme, shares awarded to Directors are subject to lock-up restrictions between one and three years from the award date. Under the rules of

the Unapproved Share Options scheme, shares gained through exercise are subject to lock-up restrictions for two years from the vesting date

2. Directors’ share interests have remained unchanged to 18 June 2026.

3. Kevin Ayles resigned as an Executive Director for Record plc, but continues to be employed by the Group.

Remuneration report continued

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Annual report on remuneration continued

CEO shareholding in Record Asset Management GmbH

Prior to Jan Witte becoming a Director of the Group, he acquired a 10% shareholding in RecordAsset Management GmbH

(“RAM”), a German subsidiary of Record plc.

To ensure that Jan’s RAM shareholding did not create any shareholder misalignment, all voting rights pertaining to the

shareholding will be exercised solely by Record plc. In addition, any dividends or other shareholder distributions to which

Jan may become entitled by virtue of his holding will be paid to Record plc, which will procure that any such dividends or

distributions are used to acquire shares in Record plc, on Jan’s behalf. Any relevant shares acquired will then be subject to

athree-year lock-up period during which they cannot be sold or otherwise disposed of.

The arrangement in respect of Jan’s RAM shareholding is not deemed to be remuneration for services provided to the Group

and so will not form part of the Directors’ Remuneration Policy or otherwise be disclosed in the Company’s annual report on

remuneration (except that any shares acquired by Jan will form part of the Directors’ share interests).

Salary review for the Board

Company-wide salary increases were made during the year and in addition some discretionary salary increases were made

tostaff. No salary increases were awarded to Executive Directors, and no fees were increased for Non-executive Directors.

The table below confirms the current salaries for Executive Directors and Non-executive Directors:

Salary at

1 April 2025

Salary at

1 April 2026

(current salary)

Increase/

(decrease)

Executive Directors

Jan Witte 550,000 550,000 —

Non-executive Directors and Chairman

David Morrison 175,000 175,000 —

Matt Hotson 62,500 62,500 —

Krystyna Nowak 67,500 67,500 —

Nick Adams (appointed 1 January 2026) — 52,500 —

Total remuneration of Chief Executive Officer (audited information)

The total remuneration of the Chief Executive Officer over the last ten years is shown in the following table. The total

remuneration figure includes the annual bonus payment. There is no maximum value that could be paid during each year.

Year ended 31 March

2017

2018

2019

2020

2021

2022

2023

2024

2025

2026

Jan Witte — — — — — — — — 1,823,651 1,253,785

Leslie Hill

— — — 123,241 1,270,178 2,395,183 3,001,957 1,019,771 — —

James Wood-Collins

678,054 655,723 689,019 582,620 — — — — — —

1. Appointed 13 February 2020, retired 31 March 2024.

2. Resigned 13 February 2020.

Remuneration report continued

Record plc Annual Report 2026

Percentage change in the remuneration of the Chief Executive Officer

The following table shows the percentage change in the base salary, benefits and annual bonus of the Chief Executive

Officerbetween the years ended 31 March 2026 and the previous financial years compared to the average for all employees

ofthe Group.

Year ended 31 March

2020 2021 2022 2023 2024 2025 2026

Chief

Executive

Average

for all

employees

Chief

Executive

Average

for all

employees

Chief

Executive

Average

for all

employees

Chief

Executive

Average

for all

employees

Chief

Executive

Average

for all

employees

Chief

Executive

Average

for all

employees

Chief

Executive

Average

for all

employees

Base salary 57% 6% 0% — 44% 18% 5% 13% — 8% 19% 12% — 10%

Benefits — — — — (3%) — — — — — — — — —

Total annual

profit share/

bonus (2%) 4% 96% 1% 121% 117% 32% 44% (94%) (54%) 650% 12% (34%) (6%)

Percentage change in the remuneration of the Board Directors

The following table shows the percentage change in the base salary, benefits and annual bonus of the Board Directors

between the year ended 31 March 2026 and the previous financial years compared to the average for all employees of the

Group, for all Board Directors.

Year ended 31 March 2022 Year ended 31 March 2023 Year ended 31 March 2024 Year ended 31 March 2025 Year ended 31 March 2026

% change in:

Base

salary Benefits

Total

bonus

Base

salary Benefits

Total

bonus

Base

salary Benefits

Total

bonus

Base

salary Benefits

Total

bonus

Base

salary Benefits

Total

bonus

Jan Witte — — — — — — — — — 19% — 16% — — (34%)

David Morrison — — — — — — — — — 46% — — — — —

Matt Hotson — — — 5% — — — — — 19% — — — — —

Krystyna Nowak — — — 5% — — — — — 29% — — — — —

Tim Edwards 26% — — 5% — — — — — 17% — — — — —

Kevin Ayles — — — — — — — — — — — — — — (30%)

Richard Heading — — — — — — — — — — — — — — (100%)

Employees of

RecordGroup 18% 1% 117% 13% — 39% 8% — (54%) 12% — 12% 10% — (6%)

Total Shareholder Return performance graph

Mar

2023

Mar

2017

Mar

2018

Mar

2019

Mar

2020

Mar

2021

Mar

2026

Mar

2025

Mar

2024

Mar

2022

Record plc

FTSE 350 – General Financial TSR (£)

100

200

300

400

500

Mar

2016

The graph shows the value of £100 invested in Record plc on 31 March 2016 compared with £100 invested in the FTSE 350 – General Financial Index, assuming dividends

arereinvested.

The above graph shows the Group’s Total Shareholder Return compared with the FTSE 350 – General Financial Index and

shows the change in the theoretical value of £100 invested in Record plc on 31 March 2016 compared to £100 invested in the

FTSE 350 – General Financial Index. The FTSE 350 – General Financial Index has been chosen because the index is a widely

accepted performance comparison for UK small quoted financial services companies.

The market price of the Company’s shares as at 31 March 2026 was 51.4 pence. The highest closing share price during the

financial year was 67.2 pence. The lowest closing share price during the financial year was 50.0 pence.

Remuneration report continued

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Annual report on remuneration continued

Relative importance of the spend on pay

The following chart shows the year-on-year movement in total remuneration costs, non-remuneration costs and corporation

tax compared to the profit attributable to ordinary shareholders and the level of dividends paid and declared on ordinary

shares. The factors chosen to compare remuneration against are considered to be the most relevant as they take into account

all of the different stakeholders.

3.6

4.6

14.814.7

12 .011.6

1.8

2.8

9.110.0

9.1

7.0

£m

FY26

FY25

Dividends

FY26

FY25

Profit

FY26

Tax

FY26

FY25

Non-remuneration

costs

FY26

FY25

Remuneration

costs

Variable/special

Fixed/ordinary

Dividends are represented in the chart above as follows:

2026: interim dividend paid in December 2025 of 2.15 pence per share, final dividend proposed of 1.45 pence per share

andnospecial dividend.

2025: interim dividend paid in December 2024 of 2.15 pence per share, final dividend paid of 2.50 pence per share

andnospecialdividend.

Directors’ service contracts

Jan Witte has a service agreement dated 1 April 2024, when he took over as Group CEO. Kevin Ayles had a service agreement

dated 1 July 2024 when he joined the Board, this was updated to reflect him no longer being a Board member on 1 April 2026.

None of the service agreements are for a fixed term and all include provisions for termination on six months’ notice by either

party. Service agreements do not contain any fixed provision for termination compensation.

Non-executive Directors are appointed for an initial three-year period. Their continued engagement is subject to annual

re-election by shareholders at the Group’s AGM.

External directorships and fees

With the approval of the Board in each case, and subject to the requirements of the Group, Executive Directors may accept a

limited number of external appointments. No Executive Directors receive any fees in respect of their external appointments.

Other matters

No Director had any material interest in any contract with the Group, either during the year or at the year end. There are no

outstanding loans to any Director.

Statement of voting at the Annual General Meeting

The following table sets out the voting outcomes in respect of the most recent AGM votes on the annual report on

remuneration at the AGM held on 23 July 2025.

For Against Votes withheld

number % number % number %

Annual report on remuneration 102,306,707 92.4% 8,295,899 7.5% 166,320 0.1%

Remuneration report continued

Record plc Annual Report 2026

Governance: role of the Remuneration Committee

Membership of the Remuneration Committee

The Remuneration Committee is chaired by Krystyna Nowak and is supported by the Chairman, David Morrison, and

independent Non-executive Directors, Matt Hotson and Nick Adams.

The Chief Executive Officer and Head of Compliance may attend meetings by invitation and assist the Committee in its

deliberations, except when their personal remuneration is discussed. No Directors are involved in deciding their own

remuneration. The Committee also received advice from the Chief of Staff and the HR Director.

The Committee operates under formal terms of reference, which are summarised below and reviewed annually.

Responsibilities of the Committee

The responsibilities of the Committee include the following:

• determining the framework and policy for the remuneration of the Chairman and Executive Directors and approving all

payments;

• determining the framework and policy for the remuneration of all staff and ensuring alignment with the Group’s plans;

• reviewing and advising on the Group’s remuneration strategy, which includes the design of the Bonus Schemes, LTIP, Share

Scheme, and any other new initiatives;

• ensuring that the Remuneration Policy promotes sound and effective risk management as well as good conduct and does

not encourage risk-taking above the risk appetite of the firm; and

• reviewing remuneration disclosures and ensuring compliance with relevant regulation and legislation.

Key areas of focus during the year

The table below summarises the areas that the Remuneration Committee focused on at each of its meetings during the year.

Nine Committee meetings were held during the year.

Date Key issues considered

April 2025 • Review of total remuneration spend.

• Review of Executive Director salaries.

• Review of Chairman and Non-executive Director fees.

• Discussion of Executive Director bonus payment proposals and bonus pool.

• Review of FY23 to FY25 LTIP vesting.

June 2025

• Review of bonus payments with Head of Compliance.

• Approval of bonus payments for Executive Directors, MRTs and staff.

• Approval of commission payments.

• Confirmation of vesting levels of FY23 to FY25 LTIP.

• Discussion about good leaver from Bonus Scheme.

• Review of new Remuneration Policy to be proposed to shareholders.

July 2025

• Approval of FY26 Bonus Scheme.

• Approval of Bonus Scheme and LTIP Scheme rules.

September 2025

• Discussion about Executive Directors’ pay.

October 2025

• Discussion about Executive Directors’ pay.

• Agreed approach to six-month bonus for staff.

November 2025

• Approval of staff bonus payments for half year.

• Approval of commission payments for half year.

February 2026

• Approach to bonus for Executive Director and staff for FY26.

• Development of Bonus Scheme for FY27.

March 2026

• Executive Director bonus for FY26.

• Salary review for Executive Directors.

• Fee review for Non-executive Directors.

Remuneration report continued

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

External advisers

The Committee received advice from Macfarlanes during

theyear and received specialist advice from Ellason LLP

about remuneration schemes for Executive Directors and

market practice.

Committee evaluation

An internal review of Committee effectiveness was overseen

as part of the Board evaluation process during the year. The

conclusion was that the Committee was effective in carrying

out its duties.

Approval

This Directors’ Remuneration report, including both the

Directors’ Remuneration Policy and the annual report on

remuneration, has been approved by the Board of Directors.

Approved by the Committee and signed on its behalf by:

Krystyna Nowak

Chair of the Remuneration Committee

18 June 2026

Remuneration report continued

Record plc Annual Report 2026

Directors’ report

As permitted by legislation, some of the matters required

to be included in the Directors’ report have instead been

included in the following sections of the Annual Report:

• Strategic report on pages 1 to 37;

• Board of Directors on pages 40 and 41;

• Corporate governance report on pages 42 to 48;

• Nomination Committee report on pages 49 to 51;

• Audit Committee report on pages 52 to 55;

• Remuneration report on pages 56 to 72;

• Directors’ statement of responsibilities on page 76; and

• S172 Companies Act 2006 on page 30.

Disclosures required under the UK Listing Rules

The information required to be disclosed under the UK Listing

Rules (“UKLR”) is located within this Directors’ report. The

majority of the disclosures applicable under the UKLR are not

relevant to the Company due to the nature of its business and

ownership structure.

The disclosures that remain relevant under the UK Listing

Rules relate to:

• shareholder waivers of dividends; and

• arrangements with significant shareholders and any

contracts of significance.

The Board has reviewed the implications of the revised UK

listing regime and is satisfied that the Company’s governance,

disclosure and control arrangements remain appropriate and

effective under the UK Listing Rules.

Share capital

The Company has a single class of share capital consisting

of ordinary shares of 0.025 pence each. Each ordinary share

is equally eligible to receive dividends and the repayment of

capital and represents one vote at a shareholders’ meeting.

None of the ordinary shares carry any special rights with

regard to control of the Company.

The ordinary shares are admitted to the Official List of the

Financial Conduct Authority and to trading on the Main

Market of the London Stock Exchange. Details of structure

and changes in share capital are set out in note 23 to the

financial statements.

The Company has not exercised the right to allot, buy back

or purchase ordinary shares in its capital (including treasury

shares) during the year.

As at 31 March 2026, the number of shares in issue of the

Company was 199,054,325 (FY25: 199,054,325).

The Record Employee Benefit Trust (“EBT”) periodically

purchases shares in the market to satisfy requirements for

shares vesting under the Group’s various share schemes.

Further information is provided in note 23 to the accounts.

Substantial shareholdings

The table below sets out the names of those persons

or investors who, insofar as the Company is aware, are

interested directly or indirectly in 3% or more of the issued

share capital of the Company as at 31 March 2026:

Name

Number of

ordinary 0.025p

shares held

Percentage

interest

Neil Record 50,751,041 25.5%

Leslie Hill 16,048,871 8.06%

Interactive Investor 13,297,940 6.68%

Premier Miton Investors 8,936,426 4.49%

Schroders plc 8,000,000 4.02%

Hargreaves Lansdown Asset Mgt 7,199,210 3.62%

Information provided to the Company pursuant to Rule 5 of

the Disclosure and Transparency Rules (“DTR”) is published

via RNS, a regulatory information service, and also on the

Company’s website.

Relationship agreement

The Board recognises the importance of maintaining the

independence of the Company and ensuring that it is capable

of carrying on its business independently of any significant

shareholder.

Neil Record was deemed a controlling shareholder when the

Company became listed in 2007. Following changes in his

shareholding, including transfers to the Record Charitable

Trust, he now holds approximately 25.5% of the voting rights

and is no longer treated as a controlling shareholder for the

purposes of the UK Listing Rules.

Although the UK Listing Rules no longer require listed

companies to maintain formal relationship agreements

with significant shareholders, the Board has continued to

operate governance arrangements designed to ensure that

transactions and relationships with significant shareholders

are conducted on arm’s length terms and in the best interests

of the Company and its shareholders as a whole.

The Board is satisfied that these arrangements operated

effectively throughout the year ended 31 March 2026

and that the Company has remained independent in its

decision-making.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Directors’ report continued

Restrictions on transfers of shares

Under the terms of the Record plc Bonus Scheme (“Bonus”)

rules, certain senior employees and Directors of the Company

are required to receive a proportion of any Bonus award

in shares, and may elect to receive a further proportion

of their bonus in the form of a share award and receive a

final proportion in cash. All ordinary shares which are the

subject of these share awards are transferred immediately

to a nominee. These shares are not subject to any vesting

conditions but are subject to “lock-up” arrangements and

clawback provisions. The individual is entitled to full rights

in respect of these shares. No such shares can be sold,

transferred or otherwise disposed of without the consent of

the Remuneration Committee unless specified anniversary

dates have been reached. Further details are disclosed in

note 24 to the financial statements.

Dealings in the Company’s ordinary shares by persons

discharging managerial responsibilities, employees of the

Company and, in each case, their connected persons, are

subject to the Group’s dealing code which complies with

UKMAR.

Certain restrictions, customary for a listed company, apply

totransfers of ordinary shares in the Company.

Power of the Company to issue, buy back

andpurchase shares

The Directors manage the Company under the powers set

out in the Company’s Articles of Association. These powers

include the Directors’ ability to issue or buy back shares. An

ordinary resolution was passed at the 2025 AGM, authorising

the Directors to allot new ordinary shares up to an aggregate

nominal amount of £16,587.86, representing approximately

one-third of the Company’s issued share capital.

The Directors intend to seek shareholders’ approval for the

renewal of this authority at the 2026 AGM. If approved, this

authority will expire on 30 October 2027 or, if earlier, at the

conclusion of the AGM in 2027.

At the AGM in 2025, shareholders approved a resolution

authorising the Company to make purchases of its own

shares. No purchases of own shares were made during the

reported period. A special resolution will be proposed at

the 2026 AGM to renew the Company’s limited authority

to purchase its own ordinary shares. This authority will

be limited to a maximum of 10% of the Company’s issued

share capital and will set out the minimum and maximum

prices which the Company may pay for any such purchase.

Ifapproved, this authority will expire on 30 October 2027, or,

if earlier, at the conclusion of the AGM in 2027.

Results and dividends

The results of the Group for the year are set out in the

consolidated statement of comprehensive income on

page88.

The Company paid an interim ordinary dividend of 2.15 pence

per share on 19 December 2025 to shareholders on the

The Directors recommend a final ordinary dividend

of 1.45pence per ordinary share for the year ended

31March2026, making a total ordinary dividend of

3.60pence per share. Subject to shareholder approval

at the Annual General Meeting, the final dividend will be

paid on 27July2026 to shareholders on the register at the

close of business on 3July2026. The shares will be quoted

ex-dividend from 2July2026.

Shareholder waiver of dividends

The Record Employee Benefit Trust has waived its rights to

dividends paid on the ordinary shares held in respect of the

Group Share Scheme, the Group Bonus Scheme and the Group

Joint Share Ownership Plan. The trust held 3,781,013 shares

as at 31 March 2026 (FY25: 5,171,884 shares).

Financial risk factors

The Group’s activities expose it to a variety of financial risks:

credit risk, liquidity risk, foreign currency risk (managed

using financial instruments) and interest rate risk. The Group

seeks to minimise potential adverse effects on its financial

performance. Further information is contained in note 25 to

the financial statements.

Financial reporting controls

The Interim Chief Financial Officer is responsible for

managing the financial controls framework. The framework

requires control owners to perform key preventative and

detective controls and follow documented processes to

ensure that proper accounting records are maintained and

that financial information used by the business is reliable

andfree from material misstatement.

Statement of disclosure of information to auditors

Each of the persons who is a Director at the date of approval

of this report confirms that:

• so far as the Director is aware, there is no relevant audit

information of which the Company’s external auditors are

unaware; and

• the Director has taken all the steps that they ought to have

taken as a Director in order to make themselves aware of

any relevant audit information and to establish that the

Company’s auditors are aware of that information.

Related party transactions

Details of related party transactions are set out in note 28

tothe financial statements.

Record plc Annual Report 2026

Directors’ report continued

Post-reporting date events

There were no post-reporting date events.

Going concern

The Strategic report explains the Group’s business

activities together with the factors likely to affect its future

development, performance and position, and the financial

statements include information on the Group’s financial

position, cash flows and liquidity. In addition, the financial risk

management note to the financial statements sets out the

objectives, policies and processes for the management of the

risks to which the business is exposed in order to minimise

any adverse effects on the Group’s financial performance.

The Group has considerable financial and liquid resources

and performs regular financial forecasts and cash flow

projections. The Group holds no debt.

The Directors have a reasonable expectation that the

Company and the Group have adequate resources to continue

operations for the foreseeable future and therefore continue

to adopt the going concern basis in preparing the Annual

Report and Accounts.

In accordance with provision 31 of the UK Corporate

Governance Code, the Directors have assessed the prospects

of the Group over a longer period than the twelve months

required by the going concern provision. The viability

statement can be found on page 37.

Political donations

It is the Group’s policy not to make political donations

andaccordingly no such donations have been made during

the period.

Environment

The Group’s environmental policies and the disclosures

required by SI 2008/410 Sch7.15-20 and applicable

climate-related disclosure requirements, recommendations

and disclosures are provided in the Sustainability Report on

pages 26 and 27.

Modern Slavery statement

The Group’s Modern Slavery statement can be found in the

Sustainability Report on page 24.

Corporate responsibility

Details of the Company’s employment practices, including

diversity and employee engagement, can be found in the

Sustainability Report on pages 24 and 25. We are committed

to minimising the environmental impact of our operations and

to delivering continuous improvement in our environmental

performance. See page 27 for more details on our total CO

emissions data.

Directors

The Directors of the Company who held office at the year

end and to date are listed on pages 40 and 41. Directors’

remuneration and Directors’ interests in Record plc shares

are disclosed in the Remuneration report.

Directors’ indemnities

As at the date of this report, indemnities are in force under

which the Company has agreed to indemnify the Directors,

to the extent permitted by law and the Company’s Articles

of Association, in respect of all losses, liabilities or expenses

incurred by them in relation to the Company or any of its

subsidiaries. The Group has appropriate Directors’ and

Officers’ insurance in place.

Directors’ conflicts of interest

The Company has procedures in place to identify, authorise

and manage conflicts of interest, including a specific policy

for those serving as Directors of the Company and those

serving as Directors or Officers of other Group entities,

and they have operated effectively during the year. In

circumstances where a potential conflict arises, the Board

(excluding the Director concerned) will consider the situation

and either authorise the arrangement in accordance with

the Companies Act 2006 and the Company’s Articles of

Association or take other appropriate action.

All potential conflicts authorised by the Board are recorded in

a register which is maintained by the Company and reviewed

by the Board on an annual basis. Directors have a continuing

duty to update the Board with any changes to their conflicts

of interest.

Change of control

Directors’ and employees’ employment contracts do not

provide for compensation for loss of office or employment

asa result of a change of control. However, the provisions

of the Group’s employee share schemes may cause awards

granted to employees under such schemes to vest on a

change of control.

The Group is not party to any significant agreements that

would take effect, alter or terminate on a change of control

ofthe Company.

2026 Annual General Meeting

The 2026 Annual General Meeting of the Company will be

held at 11.00am on 22 July 2026 at the following address:

First Floor, 3 Sheldon Square, London W2 6HY. Details of

theordinary and special resolutions to be proposed at the

Annual General Meeting, together with details on the meeting

format and voting procedures, are given in the Chairman’s

letter to shareholders and the attached Notice of Annual

General Meeting.

The Board and the Chair of each of the Board Committees will

be available to answer questions put to them by shareholders

of the Company at the 2026 Annual GeneralMeeting.

By order of the Board:

Kevin Ayles

Company Secretary

18 June 2026

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Directors’ responsibilities statement

Directors’ responsibilities

The Directors are responsible for preparing the Annual

Report and the financial statements in accordance with UK

adopted international accounting standards and applicable

law and regulations.

Company law requires the Directors to prepare financial

statements for each financial year. Under that law the

Directors are required to prepare the Group financial

statements and have elected to prepare the Company

financial statements in accordance with UK adopted

international accounting standards. Under Company law the

Directors must not approve the financial statements unless

they are satisfied that they give a true and fair view of the

state of affairs of the Group and Company and of the profit

orloss for the Group for that period.

In preparing these financial statements, the Directors are

required to:

• select suitable accounting policies and then apply them

consistently;

• make judgements and accounting estimates that are

reasonable and prudent;

• state whether they have been prepared in accordance with

UK adopted international accounting standards, subject

to any material departures disclosed and explained in the

financial statements;

• prepare the financial statements on the going concern

basis unless it is inappropriate to presume that the Group

and the Company will continue in business; and

• prepare a Directors’ report, a Strategic report and

Directors’ Remuneration report which comply with the

requirements of the Companies Act 2006.

The Directors are responsible for keeping adequate

accounting records that are sufficient to show and explain

the Company’s transactions and disclose with reasonable

accuracy at any time the financial position of the Company

and enable them to ensure that the financial statements

comply with the Companies Act 2006.

They are also responsible for safeguarding the assets of

the Company and hence for taking reasonable steps for the

prevention and detection of fraud and other irregularities.

The Directors are responsible for ensuring that the Annual

Report and Accounts, taken as a whole, are fair, balanced

and understandable and provide the information necessary

for shareholders to assess the Group’s performance,

business model and strategy. In preparing the Annual Report

and Accounts, the Directors have also had regard to their

responsibilities under the UK Corporate Governance Code.

In adopting the going concern basis of accounting, the

Directors have considered the Group’s financial position,

liquidity and principal risks, as well as the viability

assessment described elsewhere in the Annual Report.

Website publication

The Directors are responsible for ensuring the Annual Report

and the financial statements are made available on a website.

Financial statements are published on the Company’s

website in accordance with legislation in the United Kingdom

governing the preparation and dissemination of financial

statements, which may vary from legislation in other

jurisdictions. The maintenance and integrity of the Company’s

website is the responsibility of the Directors. The Directors’

responsibility also extends to the ongoing integrity of the

financial statements contained therein.

Directors’ responsibilities pursuant to DTR4

The Directors confirm to the best of their knowledge:

• the financial statements have been prepared in

accordance with the applicable set of accounting

standards, give a true and fair view of the assets,

liabilities, financial position and profit and loss of the

Group and Company; and

• the Annual Report includes a fair review of the

development and performance of the business and the

financial position of the Group and Company, together

witha description of the principal risks and uncertainties

that they face.

David Morrison

Chairman

Jan Witte

Chief Executive Officer

18 June 2026

Record plc Annual Report 2026

Financial

statements

What’s in this section

Independent auditor’s report 78

Consolidated statement of comprehensive income 88

Consolidated statement of financial position 89

Consolidated statement of changes in equity 90

Consolidated statement of cash flows 91

Company statement of financial position 92

Company statement of changes in equity 93

Company statement of cash flows 94

Notes to the financial statements 95

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Report on the audit of the

financialstatements

Opinion

In our opinion:

• the financial statements give a true and fair view of the

state of the Group’s and the Company’s affairs as at

31 March 2026 and of the Group’s profit and the Group’s

and the Company’s cash flows for the year then ended;

• the Group financial statements have been properly

prepared in accordance with UK adopted international

accounting standards;

• the Company financial statements have been properly

prepared in accordance with UK adopted international

accounting standards and as applied in accordance with

the provisions of the Companies Act 2006; and

• the financial statements have been prepared in

accordance with the requirements of the Companies Act

2006.

We have audited the financial statements of Record plc

(the“Company”) and its subsidiaries (the “Group”) for the year

ended 31 March 2026 which comprise the following:

Group Company

Consolidated statement

ofcomprehensive income

Consolidated statement

offinancial position

Company statement

offinancial position

Consolidated statement

ofchanges in equity

Company statement

ofchanges in equity

Consolidated statement

ofcash flows

Company statement

ofcashflows

Notes 1 to 32 to the financial statements

Material accounting policy information

The financial reporting framework that has been applied in its

preparation is applicable law and UK adopted international

accounting standards and as regards the Company financial

statements, as applied in accordance with the provisions of

the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International

Standards on Auditing (UK) (“ISAs” (UK)) and applicable

law. Our responsibilities under those standards are further

described in the Auditor’s responsibilities for the audit of

the financial statements section of our report. We believe

that the audit evidence we have obtained is sufficient and

appropriate to provide a basis for our opinion.

Independence

We remain independent of the Group and the Company in

accordance with the ethical requirements that are relevant

to our audit of the financial statements in the UK, including

the Financial Reporting Council (FRC)’s Ethical Standard as

applied to listed public interest entities, and we have fulfilled

our other ethical responsibilities in accordance with these

requirements. The non-audit services prohibited by the FRC’s

Ethical Standard were not provided to the Group and the

Company, and we remain independent of the Group and the

Company in conducting our audit.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that

the Directors’ use of the going concern basis of accounting

in the preparation of the financial statements is appropriate.

Our evaluation of the Directors’ assessment of the Group and

the Company’s ability to continue to adopt the going concern

basis of accounting included:

• obtaining the Directors’ going concern assessment, which

comprised a cash flow forecast, a reverse stress test, and

tested for arithmetical accuracy. We considered whether

there is a risk that could plausibly affect the liquidity

or ability of the Group and the Company to continue

to operate in the going concern period by comparing

severe, but plausible, downside scenarios that could arise

individually and collectively against the level of available

financial resources indicated by the Group’s financial

forecasts;

• holding discussions with Directors on whether events

or conditions exist that, individually or collectively, may

cast significant doubt on the Group’s and the Company’s

ability to continue as going concerns; corroborating those

discussions by agreeing information obtained to support

documents such as budgets, cash flow forecasts and

minutes of meetings;

• assessing the assumptions in the cash flow forecasts

such as revenue growth rates, future overheads and

regulatory capital requirements, and considering whether

the budgeting and cash flow forecast models utilised were

appropriate. We reviewed the outcome of the Group and

Company’s prior year budgets against the actual outcomes

to assess the reasonability of assumptions applied;

• considering the impact of the current challenging and

volatile economic environment characterised by high

interest rates, inflation rates and cost pressures on

the Group’s and the Company’s financial performance,

business activities and operations, regulatory capital,

and liquidity. Assessing the potential impact of reduced

Assets Under Management (“AUM”) and revenues on the

Group’s and Company’s profitability and liquidity including

available cash resources; and

• reviewing the going concern disclosures included in the

financial statements in order to assess if the disclosures are

consistent with the Directors’ going concern assessment

and are in conformity with the applicable standards.

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 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. However,

because not all future events or conditions can be predicted,

this statement is not a guarantee as to the Group and the

Company’s ability to continue as a going concern.

In relation to the Group’s reporting on how it has 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 in preparing the financial statements.

Our responsibilities and the responsibilities of the Directors

with respect to going concern are described in the relevant

sections of this report.

Independent auditor’s report to the members of Record plc

Record plc Annual Report 2026

Overview

Key audit matters

2026 2025

Revenue recognition

Materiality Group financial statements as a whole.

£479,000 (2025: £558,000) based on 5% of profit before tax (2025: 5% of adjusted profit

before tax).

An overview of the scope of our audit

Our Group audit was scoped by obtaining an understanding of the Group and its environment, the applicable financial reporting

framework and the Group’s system of internal control. We identified and assessed the risks of material misstatement of the

Group financial statements, including with respect to the consolidation process. We then applied professional judgement

to focus our audit procedures on the areas that posed the greatest risks to the Group financial statements. We continually

assessed risks throughout our audit, revising the risks where necessary, with the aim of reducing the Group risk of material

misstatement to an acceptable level, in order to provide a basis for our opinion.

Components in scope

The Group has entities in various locations across the globe, including the UK, US, Switzerland and Germany. The majority

of Group entities are managed centrally by the Group finance team, which is based in the UK. For these entities, there are

centralised functions, including IT, finance and a common system of internal control.

As part of performing our Group audit, we have determined the components in scope as follows:

Component

name

Group

entities

Geographic

location(s)

of Group entities

Nature of

operations

Rationale for

determinationofcomponent

Support entities Record plc (“Rplc”)

Record Group

Services Limited

(“R G SL” )

UK Holding company

and cost centre

Rplc is the holding company of the Group

and does not earn external revenue. RGSL

is the entity that provides management

services to other Group undertakings

and incurs costs on behalf of other Group

entities. Both these entities perform

complementary activities to one another

and to the ongoing business of the Group.

As well as this, both entities use the same

financial reporting software, and the Group

finance team is responsible for the financial

reporting, thus information is easily

accessible. In addition, they operate in the

same jurisdiction, being the UK.

RCML Record Currency

Management Limited

(“RCML”)

UK Trading This entity is in its own component as it is

the main trading entity which generates

approximately 96% of the Group’s

revenue through the provision of currency

management and asset management

services, with currency management being

the main revenue-driver. In addition to

the same financial reporting software as

other Group entities, RCML uses additional

in-house systems extensively in its

revenue generating activities. The entity

is UK registered and FCA regulated and is

thus subject to UK laws and regulations.

Financial reporting is performed by the

Group finance team, so information is

easily accessible.

Independent auditor’s report to the members of Record plc

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Component

name

Group

entities

Geographic

location(s)

of Group entities

Nature of

operations

Rationale for

determinationofcomponent

RAM Group Record Asset

Management GmbH

(“RAM”)

RAM Strategies

GmbH (“RAM

Strategies”)

RAM Swiss AG

(“RAMSwiss”)

Germany and

Switzerland

Trading The entities in this component provide

asset management services. While the

Group finance team is responsible for the

financial reporting and these entities also

use the same financial reporting software

as other Group entities, RAM and RAM

Strategies are based in Germany, while

RAM Swiss is based in Switzerland, and

are therefore subject to different laws and

regulations to the UK-based components.

RAM is regulated by BaFin so is required

to comply with certain capital adequacy

requirements and other German-enforced

regulations.

EBT Employee Benefit

Trust (“EBT”)

UK Facilitation of

share-based

payment

transactions

The sole purpose of the EBT is to

periodically purchase shares in the market

to satisfy requirements for shares vesting

under the Group’s various share-based

remuneration schemes. Due to the nature

of the EBT being non-trading and a special

purpose vehicle, we concluded that it

is appropriate to assess the EBT as a

standalone component.

Limited risk

entities

All remaining Group

entities

Germany,

Switzerland, US

Advisory services

and cost centres

The financial reporting software for most

entities in this component is the same as

other Group entities. Our risk assessment

identified that due to the small size of

these entities, there were no potential

significant or elevated risks of material

misstatement that were attributable to the

entities in this component. We concluded

that the entities in this component carried

limited aggregation risk and, as such, we

deemed it appropriate to group all other

Group entities into a single component.

For components in scope, we used a combination of risk assessment procedures and further audit procedures to obtain

sufficient appropriate evidence. These further audit procedures included:

• procedures on the entire financial information of the component, including performing substantive procedures and tests of

operating effectiveness of controls;

• procedures on one or more classes of transactions, account balances or disclosures; or

• specific audit procedures.

Independent auditor’s report to the members of Record plc continued

An overview of the scope of our audit continued

Components in scope continued

Record plc Annual Report 2026

Procedures performed at the component level

We performed procedures to respond to Group risks of material misstatement at the component level that included the

following:

Component

name Entities Group audit scope

1 Support Entities Record plc (“Rplc”) and Record

Group Services Limited (“RGSL”)

Statutory audit and procedures on the entire

financial information of the component

2 RCML Record Currency Management

Limited (“RCML”)

Statutory audit and procedures on the entire

financial information of the component

3 RAM Group Record Asset Management GmbH

(“RAM”), RAM Strategies GmbH

(“RAM Strategies”) and RAM Swiss

AG (“RAM Swiss”)

Procedures on one or more classes

of transactions, account balances or

disclosures

4 EBT Employee Benefit Trust (“EBT”) Specific audit procedures

5 Limited Risk Entities All remaining Group entities Procedures on one or more classes

of transactions, account balances or

disclosures

Independent auditor’s report to the members of Record plc continued

Procedures performed centrally

We considered there to be a high degree of centralisation

of financial reporting and commonality of controls and

similarity of the Group’s activities and business lines in

relation to taxation, provisions, reserves, share-based

payments and cash flows. We therefore designed and

performed procedures centrally in these areas.

The Group operates a centralised IT function that supports

ITprocesses for certain components. This IT function

is subject to specified risk-focused audit procedures,

predominantly the testing of the relevant IT general

controlsand IT application controls.

Changes from the prior year

There have been no significant changes to the Group audit

scope from the prior year.

How climate change affected the scope of our audit

The Group has determined that climate change does not

currently have a material impact on its operations. Our work

on the assessment of potential impacts of climate-related

risks on the Group’s operations and financial statements

included:

• enquiries and challenge of management to understand the

actions they have taken to identify climate-related risks

and their potential impacts on the financial statements

and to adequately disclose climate-related risks within

the Annual Report; and

• reviewed the minutes of Board and Audit Committee

meetings and other papers related to climate change and

performed a risk assessment as to how the impact of the

Group’s commitment, as set out on pages 26 and 27, may

affect the financial statements and our audit.

We challenged the extent to which climate risks and

opportunities have been reflected and also assessed the

consistency of management’s disclosures included as

Statutory Other Information on pages 26 and 27 with the

financial statements and with our knowledge obtained

fromthe audit.

The management disclosures on pages 26 and 27 form

part of the Strategic report. Our responsibilities in relation

tothese disclosures are described in the relevant section

of this report and our procedures on these disclosures

therefore consisted solely of considering whether they are

materially inconsistent with the financial statements or our

knowledge obtained from the audit or otherwise appear to

bematerially misstated.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial

statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to

fraud) that we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources

in the audit and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the

financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matter How the scope of our audit addressedthekeyauditmatter

Revenue

recognition

The Group’s

associated

accounting policies

are detailed in note 4

on page 97.

Management

fees: £35.4 million

(2025:£37.2 million)

Performance

fees: £2.8 million

(2025:£3.2 million)

The Group’s revenue arises

from the provision of currency

management and asset

management services, as

disclosed in note 4. Revenue

comprises mainly management

fees (88%) and performance

fees (7%).

The risk of fraud in revenue

recognition is considered to

be a significant audit risk as

revenue is a key driver of return

to investors, and there is a risk

that there could be manipulation

of manual elements of the fee

calculations.

Management fees are

determined based on the

weighted average exposures

at fee rates outlined in the

Investment Management

Agreements (“IMAs”). For

certain mandates, the

calculation of management fees

requires manual intervention.

This introduces the risk of

manipulation during the manual

process, potentially leading to

material misstatement by fraud

in management fee revenue.

For performance fees, there

are several bespoke and

complex agreements. Bynature,

these fees are only earned if

the defined benchmark/high

watermark has been exceeded

at the end of each performance

period, with the basis for

calculation being tailored

for each mandate. Due to the

manual nature of the calculation

and recognition process, there

is an increased risk of material

misstatement by fraud due to

manipulation during the fee

calculation process.

We therefore consider revenue

recognition of manually

calculated management fees

and performance fees to be a

key audit matter.

• We obtained an understanding of the revenue process and

related controls, and evaluated the design and implementation of

key controls.

For management fees, we:

• obtained a listing of the clients where management fee

calculations are subject to manual intervention;

• performed a reconciliation of the invoice listing balance against

the trial balance to gain comfort over the completeness of the

invoice listing;

On a sample basis we:

• obtained management’s fee calculation, discussed the

methodology used in the calculation with management, and

agreed the calculation methodology to the relevant IMAs to assess

the reasonableness of the methodology used;

• agreed the key inputs used in the management fee calculation

such as hedge ratios and fee rates to the IMAs to assess the

accuracy of the inputs in the calculation; and

• recalculated the management fees, including the manual element,

by applying the fee rates specified in the IMAs to the weighted

average AUMs, which were tested by way of controls. We compared

our results to management calculations, and where differences

were identified, we investigated these. We did this to assess the

reasonableness of amount recognised as management fees.

For performance fees, on a sample basis we:

• assessed the accuracy of the inputs in the calculation by agreeing

the key inputs, including estimated valuations, relevant hurdles

and performance obligations and other terms to supporting

documentation, such as contracts/IMAs and third-party/

custodian-supporting documentation;

• assessed the client’s performance period in the calculation by

agreeing to the IMA;

• with the assistance of our internal valuation experts, on a sample

basis, we recalculated the benchmark performance which was

compared to management’s calculations and differences were

investigated when identified; and

• recalculated the performance fees by comparing the value added

to the benchmark portfolios and applying the fee rates as per the

IMAs to the value-added recalculation. We compared our results

to management’s,with any differences noted being investigated.

For both revenue streams, on a sample basis we:

• agreed fees to the customer invoices, fee calculation andagreed

cash receipts to bank statements.

Key observations:

Based on our procedures performed, we did not identify any matters

which would indicate that revenue arising in respect of manually

calculated management fees and performance fees has been

materially misstated.

Independent auditor’s report to the members of Record plc continued

Record plc Annual Report 2026

Our application of materiality

We apply the concept of materiality both in planning and performing our audit and in evaluating the effect of misstatements.

We consider materiality to be the magnitude by which misstatements, including omissions, could influence the economic

decisions of reasonable users that are taken on the basis of the financial statements.

In order to reduce to an appropriately low level the probability that any misstatements exceed materiality, we use a lower

materiality level, performance materiality, to determine the extent of testing needed. Importantly, misstatements below these

levels will not necessarily be evaluated as immaterial as we also take account of the nature of identified misstatements, and

the particular circumstances of their occurrence, when evaluating their effect on the financial statements as a whole.

Based on our professional judgement, we determined materiality for the financial statements as a whole and performance

materiality as follows:

Group financial statements Parent company financial statements

2026 2025 2026 2025

Materiality £479,000 £558,000 £220,000 £197,000

Basis for determining

materiality

5% of profit

before tax

5% of adjusted

profit before tax

2.5% of net assets 2% of net assets

Rationale for the

benchmarkapplied

As the Group is listed, profit before tax is

considered the most appropriate benchmark

for users of the financial statements as it is a

primary measure of performance.

Net assets is considered the most appropriate

benchmark as the entity is a holding company,

so net assets is a key financial measure for

users of the financial statements. We have

increased the percentage used to 2.5% from

2.0% in the prior year, reflecting revisions to

ourconsiderations of relevant risk factors.

Performance materiality 359,250 418,500 165,000 147,750

Basis for determining

performance materiality

75% of materiality 75% of materiality

Rationale for the

percentageapplied for

performance materiality

On the basis of our risk assessment, together with our consideration of the Group’s and the

Company’s overall control environment, we concluded that performance materiality of 75% of

materiality was appropriate for the current year.

Component performance materiality

For the purposes of our Group audit opinion, we set performance materiality for each component of the Group, based on a

percentage of between 75% and 85% (2025: 70% and 85%) of Group performance materiality, dependent on a number of

factors including the level of public interest, the robustness of the control environment, the extent of disaggregation, size and

our assessment of the risk of material misstatement of those components. Component performance materiality ranged from

£269,000 to £305,000 (2025: £292,950 to £355,725).

Reporting threshold

We agreed with the Audit Committee that we would report to it on all individual audit differences in excess of £11,000

(2025:£11,160). We also agreed to report differences below this threshold that, in our view, warranted reporting on

qualitativegrounds.

Independent auditor’s report to the members of Record plc continued

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Other information

The Directors are responsible for the other information. Theother information comprises the information included in the

Annual Report other than the financial statements and our auditor’s report thereon. Our opinion on the financial statements

does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any

form of assurance conclusion thereon. Ourresponsibility is to read the other information and, in doing so, consider whether

the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of

the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material

misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements

themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other

information, we are required to report that fact.

We have nothing to report in this regard.

Corporate governance statement

The UK Listing Rules sourcebook requires us to review theDirectors’ statement 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.

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 or our knowledge obtained during the audit.

Going concern and

longer-term viability

• The Directors’ statement with regard to the appropriateness of adopting the going concern

basis of accounting and any material uncertainties identified is set out on page 75.

• The Directors’ explanation as to their assessment of the Group’s prospects, the period this

assessment covers and why the period is appropriate is set out on page 37.

• The Directors’ statement on whether they have a reasonable expectation that the Group

will be able to continue in operation and meet its liabilities is set out on page 75.

Other Code provisions

• The Directors’ statement on fair, balanced and understandable is set out on page 76.

• The Board’s confirmation that it has carried out a robust assessment of the emerging and

principal risks is set out on pages 34 to 36.

• The section of the Annual Report that describes the review of effectiveness of risk

management and internal control systems is set out on pages 34 to 36 and page 46.

• The section describing the work of the Audit Committee is set out on pages 52 to 55.

Independent auditor’s report to the members of Record plc continued

Record plc Annual Report 2026

Other Companies Act 2006 reporting

Based on the responsibilities described below and our work performed during the course of the audit, we are required by the

Companies Act 2006 and ISAs (UK) to report on 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 the Directors’ report for the financial year

for which the financial statements are prepared is consistent with the financial statements;

and

• the Strategic report and the Directors’ report have been prepared in accordance with

applicable legal requirements.

In the light of the knowledge and understanding of the Group and the Company and

its environment obtained in the course of the audit, we have not identified material

misstatements in the Strategic report or the Directors’ report.

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.

Corporate governance

statement

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

internal control and risk management systems in relation to financial reporting processes and

about share capital structures, given in compliance with rules 7.2.5 and 7.2.6 in the Disclosure

Guidance and Transparency Rules sourcebook made by the Financial Conduct Authority (the

“FCA Rules”), is consistent with the financial statements and has been prepared in accordance

with applicable legal requirements.

In the light of the knowledge and understanding of the Group and the Company and

its environment obtained in the course of the audit, we have not identified material

misstatements in this information.

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

about the Company’s corporate governance code and practices and about its administrative,

management and supervisory bodies and their committees complies with rules 7.2.2, 7.2.3 and

7.2.7 of the FCA Rules.

We have nothing to report arising from our responsibility to report if a corporate governance

statement has not been prepared by the Company.

Matters on which we are

required to report on

byexception

We have nothing to report in respect of the following matters in relation to which the

Companies Act 2006 requires us to report to you if, in our opinion:

• adequate accounting records have not been kept by the Company or returns adequate

forour audit have not been received from branches not visited by us;

• 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;

• certain disclosures of Directors’ remuneration specified by law are not made; or

• we have not received all the information and explanations we require for our audit.

Independent auditor’s report to the members of Record plc continued

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Responsibilities of Directors

As explained more fully in the Directors’ responsibilities

statement, the Directors are responsible for the preparation

of the financial statements and for being satisfied that they

give a true and fair view and for such internal control as the

Directors determine is necessary to enable the preparation

of financial statements that are free from material

misstatement, whether due to fraud or error.

In preparing the financial statements, the Directors are

responsible for assessing the 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.

Auditor’s 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 auditor’s report that includes our opinion.

Reasonable assurance is a high level of assurance but is

not a guarantee that an audit conducted in accordance with

ISAs (UK) will always detect a material misstatement when

it exists. Misstatements can arise from fraud or error and

are considered material if, individually or in the aggregate,

they could reasonably be expected to influence the economic

decisions of users taken on the basis of these financial

statements.

However, the primary responsibility for the prevention

and detection of fraud rests with both those charged with

governance of the Company and management.

Extent to which the audit was capable of detecting

irregularities, including fraud

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:

Non-compliance with laws and regulations

Based on:

• our understanding of the Group and the industry in which

it operates;

• discussion with management and those charged with

governance; and

• obtaining an understanding of the Group’s policies

and procedures regarding compliance with laws and

regulations.

We considered the significant laws and regulations to be UK

adopted IFRS, UK tax legislation, UK Listing Rules and the

Companies Act 2006.

The Group is also subject to laws and regulations where the

consequence of non-compliance could have a material effect

on the amount or disclosures in the financial statements, for

example through the imposition of fines or litigations. We

identified such laws and regulations to be permissions and

supervisory requirements of the Financial Conduct Authority

(“FCA”) and the Federal Financial Supervisory Authority

(“BaFin”).

Our procedures in respect of the above included:

• enquiries of management whether there were any

litigations and claims;

• enquiries of the legal team of the Group and the Company;

• review of minutes of meetings of those charged with

governance for any instances of non-compliance with

laws and regulations;

• review of correspondence with regulatory and tax

authorities for any instances of non-compliance with laws

and regulations;

• review of financial statement disclosures and agreeing to

supporting documentation;

• involvement of tax specialists in the audit; and

• review of legal expenditure accounts to understand the

nature of expenditure incurred.

Fraud

We assessed the susceptibility of the financial statements to

material misstatement, including fraud. Our risk assessment

procedures included:

• enquiries of with management and those charged with

governance regarding any known or suspected instances

of fraud;

• obtaining an understanding of the Group’s policies and

procedures relating to:

• detecting and responding to the risks of fraud; and

• internal controls established to mitigate risks related

to fraud.

• review of minutes of meetings of those charged with

governance for any known or suspected instances of

fraud;

• discussion amongst the engagement team as to how and

where fraud might occur in the financial statements;

• performing analytical procedures to identify any unusual

or unexpected relationships that may indicate risks of

material misstatement due to fraud; and

• considering remuneration incentive schemes and

performance targets and the related financial statement

areas impacted by these.

Based on our risk assessment, we considered the areas most

susceptible to fraud to be management override of controls

and the risk of manipulation within manually calculated

revenue streams, specifically management fees for certain

clients and performance fees.

Independent auditor’s report to the members of Record plc continued

Record plc Annual Report 2026

Our procedures in respect of the above included:

• testing a sample of journal entries throughout the year,

which met defined risk criteria, by agreeing to supporting

documentation;

• involving forensic specialists in the audit to review our

fraud risk assessment and challenge the assessment;

• assessing significant estimates made by management for

bias; and

• recalculating the management fees, including the

manual element, by applying the fee rates specified in

the IMAs to the weighted average AUMs, which were

tested by way of controls. We compared our results to

management calculations, and where differences were

identified, we investigated these. We did this to assess the

reasonableness of amount recognised as management

fees.

For performance fees, on a sample basis we:

• assessed the accuracy of the inputs in the calculation by

agreeing the key inputs, including estimated valuations,

relevant hurdles and performance obligations and

other terms to supporting documentation, such as

contracts/IMAs and third-party/custodian-supporting

documentation;

• assessed the client’s performance period in the

calculation by agreeing to the IMA. With the assistance

of our internal valuation experts, on a sample basis, we

recalculated the benchmark performance which was

compared to management’s calculations and differences

were investigated when identified;

• recalculated the performance fees by comparing the value

added to the benchmark portfolios and applying the fee

rates as per the IMAs to the value-added recalculation.

We compared our results to management’s, with any

differences noted being investigated; and

• agreed performance fees to the customer invoices, fee

calculation and agreed cash receipts to bank statements.

We also communicated relevant identified laws and

regulations and potential fraud risks to all engagement

team members who were all deemed to have appropriate

competence and capabilities and remained alert to any

indications of fraud or non-compliance with laws and

regulations throughout the audit.

Our audit procedures were designed to respond to risks

of material misstatement in the financial statements,

recognising that 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,

misrepresentation or through collusion. There are inherent

limitations in the audit procedures performed, and the

further removed non-compliance with laws and regulations

is from the events and transactions reflected in the financial

statements, the less likely we are to become aware of it.

A further description of our responsibilities is available

ontheFinancial Reporting Council’s website at:

www.frc.org.uk/auditorsresponsibilities. This description

forms part of our auditor’s report.

Other matters which we are required to address

We were appointed by the shareholders on 4 August

2020 to audit the financial statements for the year ended

31March2021.

Our total uninterrupted period of engagement is six years,

covering the years ended 31 March 2021 to 31 March 2026.

Our audit opinion is consistent with the additional report to

the Audit Committee.

Use of our report

This report is made solely to the Company’s members,

as a body, in accordance with Chapter 3 of Part 16 of the

Companies Act 2006. Our audit work has been undertaken

so that we might state to the Company’s members those

matters we are required to state to them in an auditor’s

report and for no other purpose. To the fullest extent

permitted by law, we do not accept or assume responsibility

to anyone other than the Company and the Company’s

members as a body, for our audit work, for this report or

forthe opinions we have formed.

In due course, as required by the Financial Conduct

Authority’s Disclosure Guidance and Transparency Rule

4.1.15R – 4.1.18R, these financial statements will form part

of the Electronic Format Annual Financial Report filed on

the National Storage Mechanism of the FCA in accordance

with DTR 4.1.15R – DTR 4.1.18R. This auditor’s report provides

no assurance over whether the Electronic Format Annual

Financial Report has been prepared in compliance with DTR

4.1.15R – DTR 4.1.18R.

Jamie Smith

Senior Statutory Auditor

For and on behalf of BDO LLP, Statutory Auditor

London, UK

18 June 2026

BDO LLP is a limited liability partnership registered in

England and Wales (with registered number OC305127).

Independent auditor’s report to the members of Record plc continued

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Consolidated statement of comprehensive income

Year ended 31 March 2026

		2026	2025
	Note	£’000	£’000
Revenue	4	40,0 96	41,6 15
Cost of sales		(186)	(47 2)
Gross profit		39,9 10	41,14 3
Operating expenses	5	(3 0 , 3 8 2)	(3 0, 8 4 5)
Share of profit/(loss) of joint venture	16	50	(4)
Other income	5	437	36 4
Operating profit		10,015	10,65 8
Finance income		201	446
Finance expense		(397)	(1 6 2)
Profit before tax		9,8 19	10,9 42
Taxation	7	(2 ,7 9 3)	(1 , 8 37)
Profit after tax		7, 0 2 6	9 ,1 0 5
Items that may be reclassified to the income statement:
Foreign exchange (loss)/gain on translation of foreign operations		(8 6)	55
Other comprehensive (loss)/income		(8 6)	55
Total comprehensive income for the year		6,940	9 ,1 6 0
Profit after tax for the year attributable to Equity holders of Record plc		7, 6 5 7	9 ,7 1 9
Non-controlling interest	15	(6 3 1)	(6 1 4)
		7, 0 2 6	9 ,1 0 5
Other comprehensive (loss)/income for the year attributable to Equity holders of Record plc		(4 5)	31
Non-controlling interest	15	(4 1)	24
		(8 6)	55
Total comprehensive income for the year attributable to Equity holders of Record plc		7, 6 1 2	9 ,7 5 0
Non-controlling interest	15	(6 7 2)	(5 9 0)
		6,940	9 ,1 6 0
Earnings per share attributable to the equity holders of Record plc
Basic earnings per share	8	3. 92p	5.03p
Diluted earnings per share	8	3. 83p	4.9 4p

The notes on pages 95 to 122 are an integral part of these consolidated financial statements.

Record plc Annual Report 2026

Consolidated statement of financial position

As at 31 March 2026

		2026	2025
	Note	£’000	£’000
Non-current assets
Intangible assets	11	772	358
Right-of-use assets	12	6 ,1 4 3	7, 0 0 7
Property, plant and equipment	13	1,9 18	2 ,1 47
Investments	14	3,48 4	4 ,1 2 3
Investments in joint ventures	16	50	—
Deferred tax assets	17	1 ,7 3 1	1,365
Total non-current assets		14,0 98	15,000
Current assets
Trade and other receivables	18	13 ,4 25	1 3 ,7 2 9
Corporation tax assets		47	289
Derivative financial assets	19	—	84
Money market instruments	20	—	1,500
Cash and cash equivalents	20	13,0 27	1 1 ,7 9 8
Total current assets		26, 499	2 7, 4 0 0
Total assets		40, 597	42, 400
Current liabilities
Trade and other payables	21	(5, 007)	(5 ,7 3 9)
Corporation tax liabilities		(4 6 8)	(5 1)
Lease liabilities	12	(457)	(2 6 3)
Provisions	22	(1 0 9)	(1 8 6)
Derivative financial liabilities	19	(7 1)	—
Total current liabilities		(6 ,1 1 2)	(6 , 2 3 9)
Non-current liabilities
Lease liabilities	12	(6 ,1 5 2)	(6 , 8 4 2)
Provisions	22	(2 5 0)	(2 50)
Deferred tax liabilities	17	(2 7 6)	—
Total non-current liabilities		(6 , 6 7 8)	(7, 0 9 2)
Total net assets		2 7, 8 0 7	29,06 9
Equity
Share capital	23	50	50
Share premium		1,809	1, 809
Capital redemption reserve		26	26
Foreign currency translation reserve		(1)	44
Retained earnings		25, 3 17	2 7, 1 3 1
Equity attributable to the equity holders of Record plc		2 7, 20 1	29,06 0
Non-controlling interests	15	606	9
Total equity		2 7, 8 0 7	2 9,06 9

Approved by the Board on 18 June 2026 and signed on its behalf by:

David Morrison Jan Witte

Chairman Chief Executive Officer

Company registered number: 1927640

The notes on pages 95 to 122 are an integral part of these consolidated financial statements.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Consolidated statement of changes in equity

Year ended 31 March 2026

							Equity
					Foreign		attributable
				Capital	currency		to equity	Non-
		Share	Share	redemption	translation	Retained	holders of	controlling	Total
		capital	premium	reserve	reserve	earnings	the parent	interest	equity
	Note	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000
As at 1 April 2025		50	1,809	26	44	2 7,1 3 1	29,0 6 0	9	29,0 69
Profit and total
comprehensive income
forthe year		—	—	—	(4 5)	7, 6 5 7	7, 6 1 2	(67 2)	6,940
Share of additional equity
reserve contribution		—	—	—	—	(1 , 2 6 9)	(1 , 2 6 9)	1, 269	—
Dividends	9	—	—	—	—	(9 , 0 7 8)	(9 , 0 7 8)	—	(9 , 0 7 8)
Own shares acquired by EBT		—	—	—	—	(9 9 6)	(9 9 6)	—	(9 9 6)
Release of shares held by EBT		—	—	—	—	2, 820	2, 820	—	2, 820
Tax on share-based
payments		—	—	—	—	(9 5)	(9 5)	—	(9 5)
Other share-based payment
reserve movements		—	—	—	—	(85 3)	(8 5 3)	—	(8 5 3)
Transactions with shareholders		—	—	—	—	(9, 4 7 1)	(9 , 4 7 1)	1, 269	(8 , 2 0 2)
As at 31 March 2026		50	1,809	26	(1)	25 , 317	2 7, 2 0 1	6 06	2 7, 8 0 7

Year ended 31 March 2025

							Equity
					Foreign		attributable
				Capital	currency		to equity	Non-
		Share	Share	redemption	translation	Retained	holders of	controlling	Total
		capital	premium	reserve	reserve	earnings	the parent	interest	equity
	Note	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000
As at 1 April 2024		50	1,809	26	13	2 7, 0 5 1	28 ,9 49	5	28,9 54
Profit and total
comprehensive income
forthe year		—	—	—	31	9 ,7 1 9	9,7 5 0	(5 9 0)	9,1 6 0
Non-controlling interest
acquired in subsidiaries		—	—	—	—	571	57 1	(5 5 2)	19
Share of additional equity
reserve contribution		—	—	—	—	(1,146)	(1, 146)	1,146	—
Dividends	9	—	—	—	—	(10,049)	(10,0 49)	—	(10,049)
Own shares acquired by EBT		—	—	—	—	(7 6 0)	(7 6 0)	—	(7 6 0)
Release of shares held by EBT		—	—	—	—	1, 332	1,332	—	1,33 2
Tax on share-based
payments		—	—	—	—	(15)	(15)	—	(15)
Other share-based payment
reserve movements		—	—	—	—	428	42 8	—	42 8
Transactions with shareholders		—	—	—	—	(9 , 6 3 9)	(9 , 6 3 9)	594	(9 , 0 4 5)
As at 31 March 2025		50	1,80 9	26	44	2 7,1 3 1	29,0 60	9	29,0 69

The notes on pages 95 to 122 are an integral part of these consolidated financial statements.

Record plc Annual Report 2026

Consolidated statement of cash flows

As at 31 March 2026

		2026	2025
	Note	£’000	£’000
Net cash inflow from operating activities	27	9, 20 4	7, 3 4 6
Cash flows from investing activities
Purchase of intangible assets	11	(5 0 8)	(3 65)
Purchase of property, plant and equipment	13	(16 5)	(2 ,1 1 8)
Purchase of investments	14	(4 8)	(6 0)
Sale of investment in subsidiary		—	4
Redemption of investments	14	1,03 8	1 ,1 2 0
Purchase of money market instruments		—	(4,92 2)
Disposal of money market instruments		1,50 0	12 ,95 2
Interest received		201	47 9
Net cash inflow from investing activities		2 ,018	7, 0 9 0
Cash flows from financing activities
Lease principal payments	12	(6 7 4)	(2 17)
Lease interest payments	12	(15 6)	(15)
Proceeds from share issue to NCI		—	24
Purchase of own shares		—	(3 2 5)
Dividends paid to equity shareholders	9	(9 , 0 7 8)	(10,0 49)
Net cash outflow from financing activities		(9 , 9 0 8)	(1 0, 5 8 2)
Net increase in cash and cash equivalents in the year		1,3 14	3,854
Exchange loss		(8 5)	(1 1)
Cash and cash equivalents at the beginning of the year		11, 798	7, 9 5 5
Cash and cash equivalents at the end of the year		13,0 27	1 1 ,7 9 8
Closing cash and cash equivalents consist of:
Cash		8,257	6 ,7 3 9
Cash equivalents		4 ,7 7 0	5 ,059
Cash and cash equivalents	20	13 ,02 7	1 1 ,7 9 8

The notes on pages 95 to 122 are an integral part of these consolidated financial statements.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Company statement of financial position

As at 31 March 2026

Note

2026

£’000

2025

£’000

Non-current assets

Right-of-use assets 12 6,107 6,936

Property, plant and equipment 13 1,717 1,943

Investments 14 14,913 12,620

Total non-current assets 22,737 21,499

Current assets

Corporation tax — 201

Trade and other receivables 18 6,254 6,670

Cash and cash equivalents 20 64 90

Total current assets 6,318 6,961

Total assets 29,055 28,460

Current liabilities

Trade and other payables 21 (12,869) (11,432)

Lease liabilities 12 (420) (226)

Provisions 22 — (61)

Total current liabilities (13,289) (11,719)

Non-current liabilities

Deferred tax liabilities (406) (434)

Lease liabilities 12 (6,152) (6,804)

Provisions 22 (250) (250)

Total non-current liabilities (6,808) (7,488)

Total net assets 8,958 9,253

Equity

Share capital 23 50 50

Share premium 1,809 1,809

Capital redemption reserve 26 26

Retained earnings 7,073 7,368

Total equity 8,958 9,253

The Company’s total comprehensive income for the year (which is principally derived from intra-group dividends) was

£8,0 0 1,790 (2025: £13,8 79, 895).

Approved by the Board on 18 June 2026 and signed on its behalf by:

David Morrison Jan Witte

Chairman Chief Executive Officer

Company registered number: 1927640

The notes on pages 95 to 122 are an integral part of these consolidated financial statements.

Record plc Annual Report 2026

Company statement of changes in equity

Year ended 31 March 2026

Note

capital

£’000

premium

£’000

Capital

redemption

reserve

£’000

Retained

earnings

£’000

Total

shareholders’

equity

£’000

As at 1 April 2025 50 1,809 26 7,368 9,253

Profit and total comprehensive income

for the year — — — 8,002 8,002

Dividends 9 — — — (9,078) (9,078)

Share based payments charge for the year — — — 781 781

Transactions with shareholders — — — (8,297) (8,297)

As at 31 March 2026 50 1,809 26 7,073 8,958

Year ended 31 March 2025

Note

capital

£’000

premium

£’000

Capital

redemption

reserve

£’000

Retained

earnings

£’000

Total

shareholders’

equity

£’000

As at 1 April 2024 50 1,809 26 2,723 4,608

Profit and total comprehensive income

for the year — — — 13,880 13,880

Dividends 9 — — — (10,049) (10,049)

Share based payments charge for the year — — — 814 814

Transactions with shareholders — — — (9,235) (9,235)

As at 31 March 2025 50 1,809 26 7,368 9,253

The notes on pages 95 to 122 are an integral part of these consolidated financial statements.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

Company statement of cash flows

Year ended 31 March 2026

Note

2026

£’000

2025

£’000

Net cash inflow from operating activities 27 1,500 1,711

Cash flows from investing activities

Dividends received 28 9,500 10,000

Purchase of property, plant and equipment 13 (65) (1,246)

Investment in equity reserve of subsidiary (2,151) (1,422)

Sale of investment in subsidiary — 4

Purchase of investments 14 (48) (60)

Redemption of investments 14 1,038 1,120

Interest received — —

Net cash inflow from investing activities 8,274 8,396

Cash flows from financing activities

Lease principal payments 12 (630) (173)

Lease interest payments 12 (153) (11)

Dividends paid to equity shareholders 9 (9,078) (10,049)

Net cash outflow from financing activities (9,861) (10,233)

Net decrease in cash and cash equivalents in the year (87) (126)

Exchange gains 61 2

Cash and cash equivalents at the beginning of the year 90 214

Cash and cash equivalents at the end of the year 64 90

Closing cash and cash equivalents consist of:

Cash 64 90

Cash equivalents — —

Cash and cash equivalents 20 64 90

The notes on pages 95 to 122 are an integral part of these consolidated financial statements.

Record plc Annual Report 2026

Notes to the financial statements for the year ended 31 March 2026

1. Accounting policies

In order to provide more clarity to the notes to the financial statements, accounting policy descriptions appear at the

beginning of the note to which they relate.

The material accounting policies adopted in the preparation of these consolidated financial statements are set out in the

notes below. These policies have been consistently applied to all periods presented unless otherwise stated.

1.1 Basis of preparation

The Group financial statements have been prepared in accordance with UK adopted international accounting standards and

the requirements of the Companies Act 2006 as applicable to companies reporting under those standards. The financial

statements have been prepared on a going concern basis.

The financial statements have been prepared on a historical cost basis, modified to include fair valuation of derivative

financial instruments. Investments are measured at fair value through profit or loss.

The accounting policies have been applied consistently to all periods presented in these financial statements and by all

Group entities, unless otherwise stated. The financial statements of subsidiary undertakings are coterminous with those

of Record plc, referred to as the “Company”.

1.2 Changes to international accounting standards

There have been no new or amended standards adopted in the financial year beginning 1 April 2025 which have a material

impact on the Group or any company within the Group.

The Group has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective

at the year-end date.

IFRS 18 – “Presentation and Disclosure in Financial Statements” has been issued but is not effective for the year ended

31 March 2026, and has not been early adopted. The standard will be effective for the Group for the financial year ending

31 March 2028. The Group is currently assessing the impact of IFRS 18, however it is not yet practicable to quantify the

effect on the financial statements.

1.3 Basis of consolidation

The consolidated financial information contained within the financial statements incorporates financial statements of the

Company, its subsidiaries and share in the results of its joint ventures drawn up to 31 March 2026.

Subsidiaries are entities controlled by the Company and are included from the date that control commences until the date

that control ceases. Control is achieved where the Company is exposed to, or has rights over, variable returns from its

involvement with the entity and it has the power to affect those returns.

The Record plc Employee Benefit Trust (“EBT”) has been established for the purpose of satisfying certain share-based awards.

As the Group has control over this special purpose entity, the trust is fully consolidated within the financial statements.

The movements in the EBT are disclosed in the statement of changes in equity as own shares acquired and released by the

EBT. This includes net settlements, through which employees have the option to sell back shares to cover the exercise price

and tax liabilities arising as a result of exercising share awards. As the amounts are netted off, there are no cash movements.

Joint ventures are entities in which the Group has an investment where it has contractually agreed to share control of

the business and where the major decisions require the unanimous consent of the joint partners. The results, as well

as the assets and liabilities of joint ventures, are incorporated in the consolidated financial statements using the equity

method of accounting. The Group’s share of post-tax profits or losses is recognised in the consolidated statement of

comprehensive income.

All intra-group transactions, balances, income, expenses and dividends are eliminated on consolidation.

The Company financial statements have also been prepared in accordance with UK adopted international accounting

standards and the Company has taken advantage of the exemption under the Companies Act 2006 s408(1) not to present its

individual statement of comprehensive income and related notes that form part of the financial statements. The Company

and its subsidiaries are collectively referred to as the “Group”. The total comprehensive income for the year for the Company

is £8,002k (FY25: £13,880k). The Company’s principal activity is that of a holding company.

1.4 Going concern

The Directors are satisfied that the Company and the Group have adequate resources with which to continue to operate for

the foreseeable future. In arriving at this conclusion, the Directors have considered various assessments including capital

and liquidity positions, the current economic and geopolitical environment and the market in which the Group operates, and

its stakeholders. These assessments show that the Group should be able to operate at adequate levels of both liquidity and

capital for at least twelve months from the date of signing this report.

Consequently, the Directors have reasonable expectation that the Group has adequate financial resources to continue

operations for at least twelve months from the date of signing the report, and therefore have continued to adopt the going

concern basis in preparing the financial statements.

Record plc Annual Report 2026

Additional informationGovernance

Financial statements

Strategic report

1. Accounting policies continued

1.5 Foreign currencies

The financial statements are presented in sterling (£), which is the functional currency of the parent company. Foreign currency

transactions are translated into the functional currency of the parent company using prevailing exchange rates which are

updated on a monthly basis. Foreign exchange gains and losses resulting from the settlement of such transactions and from

the remeasurement of monetary items at year-end exchange rates are recognised in the statement of comprehensive income

under “other income or expense”.

On consolidation, the results of foreign operations are translated into sterling at rates approximating to those when the

transactions took place. The assets and liabilities of foreign operations are translated at the period-end spot rate. Exchange

differences arising on translating the opening net assets at opening rate and the results of overseas operations at monthly

average rate are recognised in other comprehensive income, and accumulated in the foreign currency translation reserve.

1.6 Financial instruments

Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the

financial instrument. Financial assets are derecognised when the contractual rights to the cash flows from the financial assets

expire, or when the financial asset and all substantial risks and rewards are transferred. A financial liability is derecognised

when it is extinguished, discharged, cancelled or expires.

1.7 Impairment of assets

The Group assesses whether there is any indication that any of its assets have been impaired at least annually. If such an

indication exists, the asset’s recoverable amount is estimated and compared to its carrying value.

An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount.

Impairment losses are recognised in profit or loss.

1.8 Segmental reporting

Operating segments are identified on the basis of internal reports about components of the Group that are regularly reviewed

by the Group’s Chief Operating Decision Maker (“CODM”) in order to allocate resources to the segments and to assess their

performance. The CODM is considered to be the Board of Directors.

The segmental information presented to the Group’s CODM is split by product category: Risk Management, Absolute Return

and Private Markets. Only revenue per product category is regularly reviewed by the Group’s CODM.

2. Critical accounting estimates and judgements

The preparation of the financial statements in accordance with IFRS requires management to make accounting estimates and

judgements that affect the application of the Group’s accounting policies and reported amounts.

The estimates and associated assumptions are based on historical experience and various other factors including

expectations of future events that are believed to be reasonable under the circumstances, the results of which form the basis

of making judgements about carrying values of assets and liabilities that are not readily apparent from other sources. As a

consequence, actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are

recognised in the period in which the estimate is revised 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.

The key areas involving estimates and judgements have been set out below, and detailed further within the respective notes:

Area	Note	Related estimates
Deferred tax	17	Recoverability of subsidiary deferred tax credits
Fair value of investments	26	Valuation methodology and inputs

Area	Note	Related judgement
Basis of consolidation	14, 29	Control, interests in unconsolidated structured entities
Fair value of investments	26	Input level allocation

Notes to the financial statements for the year ended 31 March 2026 continued

Record plc Annual Report 2026

3. Segmental analysis

The Board and management team of the Group have continued to organise and report on the revenue performance of the

business by the Currency Management and Asset Management segments. The Currency Management segment covers

all activity under Record Currency Management Limited (“RCML”) and affiliated Group companies. The Asset Management

segment covers all activity of Record Asset Management GmbH (“RAM”) and its subsidiaries.

Each segment contains a combination of products that fall under three product pillars: Risk Management, Absolute Return

and Private Markets. Risk Management includes Passive Hedging, Dynamic Hedging and other currency management services.

Absolute Return includes FX Alpha and Custom Opportunities. Private Markets includes Solutions for Asset Managers,

EM Local Debt, Infrastructure, Private Credit and Equity, and other asset management services.

3.1 Operating segments

Currency Management revenue totalled £38.3 million for the period (FY25: £40.8 million) and Asset Management revenue

totalled £1.8 million for the period (FY25: £0.8 million). Note 4 provides further detail on this. Of the £10.0 million operating

profit for the Group, Currency Management contributed a £11.7 million operating profit for the period (FY25: £13.1 million) and

Asset Management contributed a £1.7 million operating loss for the period (FY25: £2.5 million).

3.2 Segment assets and liabilities

Segment assets and liabilities are not presented, as such information is not presented on a regular basis to the Group’s CODM.

4. Revenue

Revenue represents the fair value of consideration received or receivable for the provision of currency and asset management

services. Our revenues typically comprise of management fees, performance fees and other services income, recognised in

accordance with IFRS 15 – “Revenue from Contracts with Customers”.

Management fees and other services income are recognised over time as the related services are provided, with no additional

performance obligations other than the standard duty-of-care requirements. Management fees are calculated as an agreed

percentage of the Assets Under Management (“AUM”) denominated in the client’s chosen base currency, with rates varying by

service type and AUM level. Management fees are typically invoiced on a monthly basis, with receivables recognised for unpaid

amounts.

Performance fees are earned on certain mandates when performance exceeds defined benchmarks over a set period.

These fees are recognised only when they can be measured reliably and are highly probable not to reverse, which is generally

at the end of the performance period when they crystallise, become payable and cannot be clawed back. No further

performance obligations exist after crystallisation.

Other services income includes currency management fees from signal hedging and fiduciary execution, as well as asset

management distribution fees.

4.1 Revenue by segment and product pillar

		2026				2025
	Risk	Absolute	Private		Risk	Absolute	Private
	Management	Return	Markets	Total	Management	Return	Markets	Total
	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000
Currency
Management	23,797	1,915	9,428	35,140	25,170	3,346	8,546	37,062
Asset Management	—	141	87	228	—	184	—	184
Management fees	23,797	2,056	9,515	35,368	25,170	3,530	8,546	37,246
Currency
Management	2,465	333	—	2,798	3,175	—	—	3,175
Asset Management	—	—	—	—	—	—	—	—
Performance fees	2,465	333	—	2,798	3,175	—	—	3,175
Currency
Management	326	—	54	380	531	—	—	531
Asset Management	—	—	1,550	1,550	—	—	663	663
Other services
income	326	—	1,604	1,930	531	—	663	1,194
Total revenue	26,588	2,389	11,119	40,096	28,876	3,530	9,209	41,615

1. The revenue note has been updated show revenue by product pillar rather than by product type. As disclosed in note 3 above, Risk Management includes Passive Hedging,

Dynamic Hedging and other currency management services. Absolute Return includes FX Alpha and Custom Opportunities. Private Markets includes Solutions for Asset

Managers (formally Hedging for Asset Managers), EM Local Debt, Infrastructure, Private Credit and Equity, and other asset management services. This note disclosure has

been revised to align with the above grouping to better reflect how the operations are assessed and managed. In addition, the split between Currency Management and

Asset Management has also been revised to better align with the related statutory entities. The revenue for the year ended 31 March 2025 has been re-presented to reflect

these updates for comparison.

Notes to the financial statements for the year ended 31 March 2026 continued

Record plc Annual Report 2026

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4. Revenue continued

4.2 Revenue by geographical analysis

All revenue received during the period was for services provided by Group companies situated in the UK, Germany and

Switzerland. The following geographical analysis of revenue is based on the destination i.e. the location of the client to

whom the services are provided. Other relates to a number of regions that are individually immaterial.

	2026	2025
Revenue by geographical region	£’000	£’000
UK	2,104	2,331
US	14,035	15,288
Switzerland	13,428	13,893
Europe (excluding UK and Switzerland)	9,901	8,722
Other	628	1,381
Total revenue	40,096	41,615

4.3 Major clients

During the year ended 31 March 2026, two clients individually accounted for more than 10% of the Group’s revenue. The two

largest clients generated revenues of £6.0 million and £4.4 million in the year (FY25: three clients generated revenues of more

than 10% totalling £6.9 million, £5.0 million and £4.3 million in the year).

5. Operating profit

Operating profit for the year is stated after charging/(crediting):

	2026	2025
	£’000	£’000
Operating expenses
Staff costs	19,058	19,335
Other staff-related costs	695	1,224
IT and technology	3,905	4,236
Auditor’s remuneration (see below)	516	480
Other professional fees	2,969	2,638
Occupancy	983	1,343
Depreciation and amortisation	1,309	758
Travel and marketing	947	831
Share of (profit)/loss of joint venture	(50)	4
Other income or expense
Investment fair value gains	(446)	(305)
Hedging losses/(gains)	52	(179)
Other exchange (gains)/losses	(43)	120

The analysis of auditor’s remuneration is as follows:

	2026	2025
	£’000	£’000
Auditor’s remuneration
Fees payable to the Group’s auditor for the audit of the Company’s annual accounts	208	186
Fees payable to the Group’s auditor for the audit of subsidiary undertakings	298	266
Audit-related assurance services required by law or regulation	10	10
Other non-audit services	—	18
Total	516	480

Of the above auditor’s remuneration, audit-related services for the year totalled £506k (FY25: £453k).

Notes to the financial statements for the year ended 31 March 2026 continued

Record plc Annual Report 2026

6. Staff costs

The average number of employees, including Executive Directors, employed by the Group during the year was:

	2026	2025
Corporate	3	7
Client relationships	14	11
Investment research	14	20
Operations	40	40
Risk management	5	6
Support	27	15
Annual average	103	99

The aggregate staff costs expensed during the year were as follows:

	2026	2025
	£’000	£’000
Wages and salaries	14,676	14,653
Social security costs	2,095	1,923
Pension costs	928	873
Other employment benefit costs	1,359	1,886
Total	19,058	19,335

Other employment benefit costs include share-based payments, share option costs, and costs relating to the Record plc Share

Incentive Plan.

In addition to the above, £508k staff costs (FY25: £365k) have been capitalised as internally generated intangible assets

(see note 11).

7. Taxation

Current tax is the tax currently payable based on taxable profit for the year. Current income tax assets and/or liabilities

comprise those obligations to, or claims from, fiscal authorities relating to the current or prior reporting periods that

are unpaid at the reporting date. Current tax is payable on taxable profit, which differs from profit or loss in the financial

statements. Calculation of current tax is based on tax rates and tax laws that have been enacted or substantively enacted

by the end of the reporting period.

	2026	2025
	£’000	£’000
UK current year charge	2,825	3,238
Overseas taxes	61	(78)
Prior year adjustments	15	(67)
Current tax charge	2,901	3,093
Origination and reversal of temporary differences	(209)	(1,054)
Prior year adjustment	101	(202)
Total deferred tax	(108)	(1,256)
Tax on profit on ordinary activities	2,793	1,837

Notes to the financial statements for the year ended 31 March 2026 continued

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Strategic report

7. Taxation continued

The total charge for the year can be reconciled to the accounting profit as follows:

	2026	2025
	£’000	£’000
Profit before taxation	9,819	10,942
Taxation at the standard rate of tax in the UK of 25% (FY25: 25%)	2,455	2,736
Tax effects of:
Disallowable expenses and non-taxable income	130	236
Impact of unrecognised deferred tax assets on subsidiary losses	48	(734)
Different tax rates on subsidiary undertakings	44	(131)
Prior year adjustment	116	(270)
Total tax expense	2,793	1,837
The tax expense comprises:
Current tax expense	2,901	3,094
Deferred tax credit	(108)	(1,257)
Total tax expense	2,793	1,837

The standard rate of UK corporation tax for the year is 25% (FY25: 25%). A full corporation tax computation is prepared at

the year end. The actual charge as a percentage of the profit before tax may differ from the underlying tax rate. Differences

typically arise as a result of capital allowances differing from depreciation charged, and certain types of expenditure not

being deductible for tax purposes. Other differences may also arise.

The tax charge for the year ended 31 March 2026 was 28% of profit before tax (FY25: 17%). The increase is primarily as a result

of the lower temporary differences for the year which has a net impact of a deferred tax credit of £108k (FY25: £1,257k).

8. Earnings per share

Basic earnings per share is calculated by dividing the profit after tax for the year attributable to equity holders of Record plc

by the weighted average number of ordinary shares in issue during the year. Diluted earnings per share is calculated as for the

basic earnings per share with a further adjustment to the weighted average number of ordinary shares to reflect the effects of

all potential dilution.

There is no difference between the profit after tax for the year attributable to equity holders of Record plc used in the basic

and diluted earnings per share calculations.

Earnings (£’000)	2026	2025
Profit after tax for the year attributable to equity holders of Record plc	£7,657	£9,719
Number of shares
Weighted average number of shares used in calculation of basic earnings per share	195,319,572	193,200,901
Effect of potential dilutive share options	4,454,494	3,410,882
Weighted average number of shares used in calculation of diluted earnings per share	199,774,066	196,611,783

Earnings per share	2026	2025
Basic earnings per share	3.92p	5.03p
Diluted earnings per share	3.83p	4.94p

The potential dilutive shares relate to the share options, JSOP and LTIP awards granted in respect of the Group’s Share Scheme

(see note 24). Of the 14,226,002 share options, JSOP and LTIP awards in place at the end of the period, 10,270,172 have a dilutive

impact at the year end.

Notes to the financial statements for the year ended 31 March 2026 continued

Record plc Annual Report 2026

100

9. Dividends

Amounts paid as distributions to equity holders of Record plc during the year are:

	2026	2025
	£’000	£’000
Final ordinary dividend for the year ended 31 March 2025 of 2.50p per share (2024: 2.45p per share)	4,880	4,724
Final special dividend for the year ended 31 March 2025 of nil per share (2024: 0.60p per share)	—	1,157
Interim dividend for the year ended 31 March 2026 of 2.15p per share (2025: 2.15p per share)	4,198	4,168
Total dividends paid	9,078	10,049

For the year ended 31 March 2026, a final ordinary dividend of 1.45 pence per share has been proposed, totalling approximately

£2.8 million. The final ordinary dividend is subject to approval by the shareholders at the Annual General Meeting on

22 July 2026 and has not been included as a liability within these financial statements.

10. Retirement benefit obligations

The Group operates defined contribution pension plans for the benefit of employees. The Group makes contributions to

independently administered plans; such contributions being recognised as an expense when they fall due. The assets of the

schemes are held separately from those of the Group in independently administered funds.

The Group is not exposed to the particular risks associated with the operation of defined benefit plans and has no legal or

constructive obligation to make any further payments to the plans other than the contributions due.

The pension cost charge disclosed in note 6 to the accounts represents contributions payable by the Group to the funds.

11. Intangible assets

The Group’s intangible assets comprise both purchased software and capitalised employee costs directly related to internal

software development. Internally developed software is capitalised if it meets the IAS 38 criteria. The amount recognised

for internally developed software is the sum of qualifying expenditure incurred from the date when the asset first meets the

recognition criteria.

Intangible assets are shown at cost less accumulated amortisation and impairment losses. Amortisation is included within

operating expenses in the statement of comprehensive income. Amortisation is charged from the date an intangible asset is

available for use, on a straight-line basis, over its estimated useful life as follows:

• Software: 2 – 5 years.

Amortisation periods and methods are reviewed and adjusted if appropriate at the end of each reporting period.

Group

The carrying amounts of the Group’s intangible assets can be analysed as follows:

	2026	2025
	£’000	£’000
Cost
At 1 April	1,386	1,021
Additions	508	365
At 31 March	1,894	1,386
Amortisation
At 1 April	1,028	1,010
Charge for the year	94	18
At 31 March	1,122	1,028
Net book value
At 31 March	772	358
At 1 April	358	11

The Group’s and the Company’s intangible non-current assets are located predominantly in the UK. The annual contractual

commitment for the maintenance and support of the above software is £347k (FY25: £229k). All amortisation charges are

included within operating expenses.

Notes to the financial statements for the year ended 31 March 2026 continued

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12. Leases

Lease arrangements consist of operating leases relating to office space.

At the commencement date of a lease, a right-of-use asset and a corresponding lease liability are recognised.

The lease liability is initially measured at the present value of expected future lease payments discounted at the interest rate

implicit in the lease. If that rate cannot be determined, the Group’s incremental borrowing rate is used, being the rate that the

Group would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment

with similar terms and conditions. As the Group has no borrowings, it has estimated the incremental borrowing rate based on

interest rate data available in the market, adjusted to reflect Record’s creditworthiness, the leased asset in question and the

terms and conditions of the lease.

Subsequently the lease liability decreases by the lease payments made, offset by interest on the liability, and may be

remeasured to reflect any reassessment of expected payments or to reflect any lease modifications. Each lease payment

is allocated between the liability and finance cost. The finance cost is charged to profit or loss over the lease period so as to

produce a constant periodic rate of interest on the remaining balance of the liability for each period.

The right-of-use asset is initially measured at the amount of the initial lease liability, adjusted for any lease incentives

received, any initial direct costs, and the costs of decommissioning the asset and any restoration work to return the asset to

the condition required under the terms of the lease.

Subsequently the right-of-use asset is valued using the cost model. The asset is depreciated on a straight-line basis over the

shorter of the asset’s useful life and expected term of the lease, adjusted for any remeasurement of the lease liability, and is

shown net of the accumulated depreciation and any impairment provisions.

The Group has entered various leases that are typically made for fixed periods between two to ten years and may have

extension and/or modification options. Lease terms are negotiated on an individual basis and contain a wide range of

different terms and conditions.

Net book value of right-of-use assets

	2026		2025
	Group	Company	Group	Company
	£’000	£’000	£’000	£’000
Net book value at 1 April	7,007	6,936	174	68
Additions	—	—	7,383	7,383
Valuation adjustment on lease modification	—	—	(19)	(19)
Depreciation	(870)	(829)	(531)	(496)
Foreign exchange movements	6	—	—	—
Net book value at 31 March	6,143	6,107	7,007	6,936

The Group’s and the Company’s right-of-use assets are located predominantly in the UK.

Lease liabilities

	2026		2025
	Group	Company	Group	Company
	£’000	£’000	£’000	£’000
Current	457	420	263	226
Non-current	6,152	6,152	6,842	6,804
Total lease liabilities	6,609	6,572	7,105	7,030

	2026		2025
	Group	Company	Group	Company
	£’000	£’000	£’000	£’000
At 1 April	7,105	7,030	185	71
Additions	—	—	6,963	6,963
Interest expense	328	325	184	180
Lease payments	(674)	(630)	(217)	(173)
Lease interest payments	(156)	(153)	(15)	(11)
Foreign exchange movements	6	—	5	—
At 31 March	6,609	6,572	7,105	7,030

Notes to the financial statements for the year ended 31 March 2026 continued

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102

Lease payments

At 31 March, the undiscounted operating lease payments on an annual basis are as follows:

Maturity of lease liability at 31 March:

	2026		2025
	Group	Company	Group	Company
	£’000	£’000	£’000	£’000
Within 1 year	773	733	608	569
1-3 years	1,955	1,955	1,995	1,955
After 3 years	5,377	5,377	6,354	6,354
Total lease liability before discounting	8,105	8,065	8,957	8,878

The remainder of the movement in the lease liability relates to non-cash movements. The lease term is determined as the

non-cancellable period of a lease, together with periods covered by an option to extend the lease if the Group considers that

exercise of the option is reasonably certain.

13. Property, plant and equipment

Property, plant and equipment is recognised at cost less accumulated depreciation. Depreciation of property, plant

and equipment is provided to write off the cost, less residual value, on a straight-line basis over the estimated useful life

as follows:

• Leasehold improvements: over the life of the lease;

• Computer equipment: 2 – 5 years; and

• Fixtures and fittings: 4 – 6 years.

Residual values, remaining useful economic lives and depreciation methods are reviewed annually and adjusted if appropriate.

Gains or losses on disposal are included in profit or loss.

Group

The Group’s property, plant and equipment comprise leasehold improvements, computer equipment and fixtures and fittings.

The carrying amount can be analysed as follows:

		2026				2025
	Leasehold	Computer	Fixtures		Leasehold	Computer	Fixtures
	improvements	equipment	and fittings	Total	improvements	equipment	and fittings	Total
	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000
Cost
At 1 April	2,140	1,498	585	4,223	776	1,050	233	2,059
Additions	65	83	17	165	1,364	448	352	2,164
At 31 March	2,205	1,581	602	4,388	2,140	1,498	585	4,223
Depreciation
At 1 April	787	1,048	241	2,076	706	931	229	1,866
Charge for the year	143	179	72	394	81	117	12	210
At 31 March	930	1,227	313	2,470	787	1,048	241	2,076
Net book value
At 31 March	1,275	354	289	1,918	1,353	450	344	2,147
At 1 April	1,353	450	344	2,147	70	119	4	193

Notes to the financial statements for the year ended 31 March 2026 continued

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13. Property, plant and equipment continued

Company

The Company’s property, plant and equipment comprise leasehold improvements, computer equipment and fixtures and

fittings. The carrying amount can be analysed as follows:

		2026				2025
	Leasehold	Computer	Fixtures		Leasehold	Computer	Fixtures
	improvements	equipment	and fittings	Total	improvements	equipment	and fittings	Total
	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000
Cost
At 1 April	1,480	256	345	2,081	116	—	—	116
Additions	65	—	—	65	1,364	256	345	1,965
At 31 March	1,545	256	345	2,146	1,480	256	345	2,081
Depreciation
At 1 April	126	6	6	138	46	—	—	46
Charge for the year	142	80	69	291	80	6	6	92
At 31 March	268	86	75	429	126	6	6	138
Net book value
At 31 March	1,277	170	270	1,717	1,354	250	339	1,943
At 1 April	1,354	250	339	1,943	70	—	—	70

The Group’s and Company’s tangible non-current assets are located predominantly in the UK.

14. Investments

	2026		2025
	Group	Company	Group	Company
	£’000	£’000	£’000	£’000
Investments in subsidiaries	—	11,439	—	8,507
Investments in funds	1,800	1,790	2,586	2,576
Other investments	1,684	1,684	1,537	1,537
Total investments	3,484	14,913	4,123	12,620

Other than investments in subsidiaries, Group investments comprise of fund and equity investments measured at fair value.

Details on the fair value measurement of investments can be found in note 26.

Group

Entities are consolidated on a line-by-line basis where the Group has determined that a controlling interest exists through

an investment holding in the entity, in accordance with IFRS 10. Otherwise, investments in entities are measured at fair value

through profit or loss.

Notes to the financial statements for the year ended 31 March 2026 continued

Record plc Annual Report 2026

104

Company

Investments in subsidiaries

Investments in subsidiaries are shown at cost less impairment losses. The capitalised investment in respect of share-based

payments offered by subsidiaries is equal to the cumulative fair value of the amounts payable to employees recognised as an

expense by the subsidiary.

	2026	2025
	£’000	£’000
Investment in subsidiaries at cost	54	54
Capitalised investment in respect of share-based payments	5,700	4,918
Investment in equity reserve of subsidiary	5,685	3,535
Total investments in subsidiaries	11,439	8,507

Particulars of subsidiary undertakings

Information about the subsidiaries held by the Group at 31 March is shown below. The companies are unlisted.

		2026	2025
		Effective	Effective
		Group	Group
Name of entity	Nature of business	ownership	ownership
Record Currency Management Limited	Currency management services	100%	100%
Record Group Services Limited	Group services company	100%	100%
Record Currency Management (US) Inc.	US advisory and service company	100%	100%
Record Currency Management
(Switzerland) GmbH	Swiss advisory and service company	100%	100%
Record Asset Management GmbH	German advisory and service company	41%	41%
RAM Strategies GmbH	German consultant and distribution agent	41%	41%
RAMS Swiss AG	Swiss advisory company	41%	41%

The Group’s interest in the equity capital of subsidiaries is through the holding of ordinary share capital in all cases.

All investments in subsidiaries are directly held, with the exception of RAM Strategies GmbH and RAM Swiss AG, which are

held indirectly through the Company’s 41% holding in Record Asset Management GmbH (“RAM”).

Record plc has retained the voting rights of the 10% of RAM shares held by Jan Witte, and as a result retains control with 51%

of the voting rights. RAM therefore continues to be consolidated as a subsidiary, and has a 59% non-controlling interest, the

effects of which have been disclosed accordingly in the statement of comprehensive income, statement of financial position,

and note 15.

Record Currency Management (US) Inc. is incorporated in New York (registered office: 270 Lafayette Street STE 705, New York,

NY, 10012), Record Currency Management (Switzerland) GmbH is incorporated in Zürich (registered office: Münsterhof 14,

8001 Zürich), Record Asset Management GmbH and RAM Strategies GmbH are incorporated in Germany (registered office:

Ballindamm 27, 20095, Hamburg), and RAMS Swiss AG is incorporated in Switzerland (registered office: Baarerstrasse 52,

6300 Zug). All other subsidiaries are incorporated in the UK and have the registered office at 3 Sheldon Square, London W2 6HY.

Notes to the financial statements for the year ended 31 March 2026 continued

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15. Non-controlling interests

The Group initially recognises any non-controlling interest (“NCI”) in the acquiree as the NCI’s proportionate share of

the acquiree’s net assets.

The total comprehensive income of non-wholly owned subsidiaries is attributed to equity owners of the parent and to

the non-controlling interests in proportion to their relative ownership interests.

The Record Asset Management GmbH group (“RAM group”) is a 41% owned group of subsidiaries of the Company that has

material non-controlling interests. Summarised financial information in relation to the RAM group is presented below,

together with amounts attributable to NCI:

		Restated 1
	2026	2025
Year ended 31 March	£’000	£’000
Revenue	1,461	802
Cost of sales	(69)	(149)
Gross profit	1,392	653
Operating expenses	(3,095)	(3,069)
Share of profit/(loss) of joint venture	50	(4)
Other income/(expense)	240	(36)
Operating loss	(1,414)	(2,456)
Finance income	14	15
Loss before tax	(1,400)	(2,441)
Taxation credit	331	1,400
Loss after tax	(1,069)	(1,041)
Loss after tax allocated to NCI	(631)	(614)
Other comprehensive (expense)/income allocated to NCI	(41)	24
Total comprehensive expense allocated to NCI	(672)	(590)
Cash flows from operating activities	175	119
Cash flows from/(used in) investing activities	14	(71)
Cash flows from financing activities	2,151	1,976
Net cash inflows	2,340	2,024

	2026	2025
As at 31 March	£’000	£’000
Assets	9,315	1,883
Liabilities	(8,288)	(1,868)
Accumulated non-controlling interests	606	9

1. Comparatives for 2025 have been restated to present 100% of subsidiary results, with the non-controlling interest shown separately, in line with IFRS requirements.

16. Interests in joint ventures

The financial and operating activities of the Group’s joint ventures are jointly controlled by the participating shareholders.

The participating shareholders have rights to the net assets of the joint ventures through their equity shareholdings.

Unless otherwise stated, the Company’s principal joint ventures all have share capital consisting solely of ordinary shares.

The country of incorporation of all joint ventures is also their principal place of operation.

Particulars of joint venture undertakings

Information about the joint ventures held by the Group at 31 March is shown below.

		2026	2025
		Effective	Effective
		Group	Group
Name of entity	Nature of business	ownership	ownership
OWI-RAMS GmbH	German advisory company	20.5%	20.5%

OWI-RAMS GmbH is incorporated in Germany (registered office: Ballindamm 27, 20095, Hamburg).

As at 31 March 2026, the Group holds no material joint ventures; therefore, additional summarised financial information for

the above joint venture has not been presented.

Notes to the financial statements for the year ended 31 March 2026 continued

Record plc Annual Report 2026

106

17. Deferred taxation

Deferred tax is the future tax consequences of temporary differences between the carrying amounts and tax bases of assets

and liabilities shown on the statement of financial position. The amount of deferred tax provided is based on the expected

manner of recovery or settlement of the carrying amount of assets and liabilities, using tax rates enacted or substantively

enacted at the statement of financial position date.

A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against

which the asset can be utilised. The carrying amounts of the deferred tax assets are reviewed at each statement of financial

position date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all

or part of the asset to be recovered.

A deferred tax liability is generally recognised for all taxable temporary differences. Deferred tax arising on the initial

recognition of an asset or liability, other than a business combination, that at the time of the transaction affects neither the

accounting profit or loss nor the taxable profit or loss, is not recognised.

	2026	2025
	£’000	£’000
Opening balance	1,365	168
Current year movement	209	1,053
Prior year adjustment	(101)	203
Deferred tax in equity	(18)	(59)
Closing balance	1,455	1,365
Deferred tax asset	1,731	1,365
Deferred tax liability	(276)	—

The deferred tax balance consists of the tax effect of temporary differences in respect of:

	2026	2025
	£’000	£’000
Deferred tax allowance on unvested share options and LTIP awards	137	285
Deferred tax allowance on losses carried forward	1,731	1,400
Excess of taxation allowances over depreciation on fixed assets	(345)	(293)
Deferred tax on unrealised losses on investments	(68)	(27)
Total	1,455	1,365

At the year end, there were share options and LTIP awards not exercised with an intrinsic value for tax purposes of £962k

(FY25: £1,008k). On exercise, the Group will be entitled to a corporation tax deduction in respect of the difference between

the exercise price and the strike price. The Group has losses in relation to two of its German subsidiaries totalling £5,540k

(FY25: £4,482k) within the RAM Group. The Group has estimated that the total loss will be available to carry forward against

future profits. The Group has recognised this tax credit based on its assessment of many factors, including forecasting, past

experience and interpretations of tax law, noting that German tax losses can be carried forward indefinitely. The amount

recognised is equal to the expected value of the tax credit, which weighs multiple possible forecasting scenarios, and the

Group have determined that the tax loss will more than likely be fully utilised by 2029. To the extent that the final tax outcome

of these matters is different than the amounts recorded, such differences will impact income tax expense in the period in

which such determination is made.

The Group has performed sensitivity analysis on the timing and level of projected taxable profits. While a delay in the

generation of taxable profits is considered reasonably possible, such changes would primarily affect the timing of utilisation

of the deferred tax assets rather than their overall recoverability. Based on current forecasts, management considers the

recognised balance to be appropriate.

Deferred tax has been calculated based on the future tax rate of 25% for UK Group entities and 31% for German Group entities.

It is subject to change if tax rates change in future years.

Notes to the financial statements for the year ended 31 March 2026 continued

Record plc Annual Report 2026

107

Additional informationGovernance

Financial statements

Strategic report

18. Trade and other receivables

	2026		2025
	Group	Company	Group	Company
	£’000	£’000	£’000	£’000
Trade receivables	7,966	—	8,885	—
Accrued income	2,377	—	1,738	908
Other receivables	1,743	6,145	2,094	5,653
Prepayments	1,339	109	1,012	109
Total	13,425	6,254	13,729	6,670

Trade and other receivables are recognised initially at transaction price and subsequently measured at amortised cost.

The Group’s trade receivables are generally short term and do not contain significant financing components. Accrued income

relates to accrued management and performance fees earned but not yet invoiced. Other receivables for the Company includes

a £4,900k subsidiary dividend declared and approved, due to be paid to the Company in July 2026.

The Directors consider that the carrying amount of trade and other receivables approximates to their fair value. The Group has

not renegotiated the terms of any receivables in the year ended 31 March 2026. The Group does not expect to incur any credit

losses and has not recognised any expected credit losses (“ECLs”) in the current year (FY25: £nil); note 25 provides further

detail on this.

19. Derivative financial assets and liabilities

The Group uses forward foreign exchange contracts to reduce the risk associated with assets denominated in foreign

currencies. These instruments are recognised at fair value, which is calculated using the market rates prevailing at the period

end date. The net gain or loss on instruments is included within other income or expense.

	2026	2025
	£’000	£’000
Forward foreign exchange contracts held to hedge non-sterling-based assets	—	26
Forward foreign exchange contracts held for trading	—	58
Total derivative financial assets	—	84

	2026	2025
	£’000	£’000
Forward foreign exchange contracts held to hedge non-sterling-based assets	(71)	—
Total derivative financial liabilities	(71)	—

Derivative financial instruments held to hedge non-sterling-based assets

At 31 March 2026, there were outstanding contracts with a principal value of £5,813k (31 March 2025: £6,780k) for the sale of

foreign currencies in the normal course of business. The fair value of the contracts is calculated using the market forward

contract rates prevailing at 31 March 2026. The Group does not apply hedge accounting.

The net gain or loss on forward foreign exchange contracts held to hedge non-sterling-based assets is as follows:

	2026	2025
	£’000	£’000
Net loss/(gain) on forward foreign exchange contracts at fair value through profit or loss	52	(199)

Notes to the financial statements for the year ended 31 March 2026 continued

Record plc Annual Report 2026

108

20. Cash management

The Group’s cash management strategy employs a combination of treasury management instruments that fall into both

the classification of cash and cash equivalents, and money market instruments. IFRS defines cash and cash equivalents as

cash-in-hand, on-demand and collateral deposits held with banks and other short-term highly liquid investments that are

readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value.

Group cash consists of cash on hand. Group cash equivalents consist of on-demand deposits held with banks and other

short-term highly liquid investments with maturity dates of within three months from the date of origination. Both cash and

cash equivalents are held to meet the short-term cash commitments of the Group.

Other money market instruments that mature in excess of three months after the date of origination are not categorised as

cash or cash equivalents and are disclosed separately as money market instruments.

	2026		2025
	Group	Company	Group	Company
	£’000	£’000	£’000	£’000
Money market instruments	—	—	1,500	—
Cash	8,257	64	6,739	90
Cash equivalents	4,770	—	5,059	—
Cash and cash equivalents	13,027	64	11,798	90
Total assets managed as cash	13,027	64	13,298	90

21. Trade and other payables

	2026		2025
	Group	Company	Group	Company
	£’000	£’000	£’000	£’000
Trade payables	167	112	717	121
Amounts owed to Group undertakings	—	12,748	—	11,311
Other taxes and social security	486	9	612	—
Accruals	4,354	—	4,410	—
Total	5,007	12,869	5,739	11,432

Trade and other payables are stated at their original invoice value, as the interest that would be recognised from discounting

future cash payments over the short payment period is not considered to be material. Amounts owed to Group undertakings

consist of funds lent by the subsidiaries to the Company to facilitate the Company’s investing activities.

Accruals include £2,512k for the Record plc Bonus Scheme (FY25: £2,712k).

The Directors consider that the carrying amount of trade and other payables approximates to their fair value.

22. Provisions

Provisions are liabilities where there is uncertainty over the timing or amount of settlement and therefore require the use of

estimates. Provisions are recognised when there is a present obligation as a result of a past event, and it is probable that the

Group will be required to settle that obligation. The amount recognised as a provision is the best estimate of the consideration

required to settle that obligation at the reporting date.

	2026		2025
	Group	Company	Group	Company
	£’000	£’000	£’000	£’000
At 1 April	436	311	122	122
Additions	—	—	314	189
Utilised in year	(77)	(61)	—	—
At 31 March	359	250	436	311
Current	109	—	186	61
Non-current	250	250	250	250

The Group has recognised provisions related to obligations to the estimated future dilapidation expense in connection with

the Group’s office leases and other future payments with uncertainty. The main uncertainty relates to estimating the cost

that will be incurred at a known future point in time.

All provisions are reviewed at each reporting date and adjusted to reflect the current best estimate. In those cases where

the possible outflow of economic resources as a result of present obligations is considered improbable or remote, no liability

is recognised.

Notes to the financial statements for the year ended 31 March 2026 continued

Record plc Annual Report 2026

109

Additional informationGovernance

Financial statements

Strategic report

23. Share capital

Share capital represents the nominal value of shares that have been issued. Share premium is recognised for any premium

received on issue of share capital. From time to time, the Group has bought ordinary shares for cancellation. The cost of the

buy-ins was taken directly to retained earnings, and the nominal value of the shares was taken to a capital redemption reserve.

The share capital of Record plc consists only of fully paid ordinary shares with a par value of 0.025p each. All shares are

equally eligible to receive dividends and the repayment of capital and represent one vote at the shareholders’ meeting.

		2026	2025
	£’000	Number	£’000	Number
Authorised
Ordinary shares of 0.025p each Issued and fully paid	100	400,000,000	100	400,000,000
Ordinary shares of 0.025p each	50	199,054,325	50	199,054,325

Shares held by the Record plc Employee Benefit Trust (“EBT”)

The EBT was formed to hold shares acquired under the Record plc share-based compensation plans, and is consolidated into

the Group financial statements. Neither the purchase nor sale of own shares leads to a gain or loss being recognised in the

Group statement of comprehensive income.

	Number
Record plc shares held by EBT as at 1 April 2025	5,171,884
Adjustment for net purchases by EBT	(1,390,871)
Record plc shares held by EBT as at 31 March 2026	3,781,013

The holding of the EBT comprises own shares that have not vested unconditionally to employees of the Group. Own shares

are recorded at cost and are deducted from retained earnings. Further information regarding the Record plc share-based

compensation plans and relevant transactions made during the year is included in note 24.

24. Share-based payments

The Group manages a number of share-based payment schemes for its employees. Most of these schemes are equity-settled.

The fair value of the amounts payable to employees under these awards is recognised as an expense over the vesting period

of the award, with a corresponding increase in equity. All such awards made by the Group involve the parent company granting

rights to its equity instruments to employees of its subsidiary. Consequently, the subsidiary measures the services received

from its employees in accordance with the above classification under IFRS 2 and recognises a corresponding increase in equity

as a contribution from the parent. The parent has the obligation to settle the transaction with the subsidiary’s employees and

therefore recognises an increase in its investment in the subsidiary and a corresponding increase in equity.

The fair value of awards granted is measured at grant date using an appropriate valuation model, taking into account the terms

and conditions upon which the instruments were granted, including any market or performance conditions, and using quoted

share prices.

All obligations arising from the Group schemes have been fulfilled through purchasing shares in the market.

During the year ended 31 March 2026, the Group managed the following share-based payment schemes:

The Record plc Bonus Scheme (“Bonus Scheme”)

Share-based payments with cash alternatives

As part of this scheme, Directors and senior employees receive one-third of their Bonus in cash, one-third in shares

(“Earned Shares”) and may elect to receive the final third as cash only or to allocate some, or all, of the amount for the

purchase of Additional Shares. Other employees receive two-thirds of their profit share in cash and may elect to receive the

final third as cash only or to allocate some, or all, of the amount for the purchase of Additional Shares.

The charge to profit or loss in respect of Earned Shares in the period was £818k (FY25: £1,004k).

These transactions are compound financial instruments, which include a debt element and an equity element. The fair value

of the debt component of the amounts payable to the employee is calculated as the cash amount alternative offered to

the employee at grant date. The debt component is charged to profit or loss over the period in which the award is earned.

The equity component is charged to profit or loss over the period in which the award is earned.

All shares which are the subject to the Bonus Scheme vest immediately and are transferred to a nominee, allowing the

employee, as beneficial owner, to retain full rights in respect of the shares purchased. Shares awarded under the Bonus

Scheme are subject to restrictions over subsequent sale and transfer for a specified period of time.

Notes to the financial statements for the year ended 31 March 2026 continued

Record plc Annual Report 2026

110

The Record plc Share Scheme (“Share Scheme”)

Equity-settled share-based payments

The Share Scheme allows deferred share awards to be granted to employees and Directors in the Record Group. Part 1 of the

scheme allows the grant of tax-unapproved (“Unapproved”) options to employees and Directors and Part 2 allows the grant

of HMRC tax-approved (“Approved”) options to employees and Directors. Each participant may be granted Approved options

over shares with a total market value of up to £60,000 on the date of grant. There is no such limit on the value of grant for

Unapproved options. All Approved and Unapproved options are granted with an exercise price per share equal to the share

price prevailing at the time of grant.

The Group share-based payment expense in respect of the Share Scheme was £277k for the year ended 31 March 2026

(FY25: £487k).

Share Scheme options granted during the period

No Share Scheme agreements were entered into during the year.

Outstanding Share Scheme options

At 31 March 2026, the total number of ordinary shares of 0.025p outstanding under Record plc share compensation schemes

was 6,694,875 (FY25: 10,578,000). These deferred share awards and options are over issued shares, a proportion of which are

hedged by shares held in an EBT.

The following table summarises the outstanding options for the Share Scheme as at 31 March 2026:

	2026		2025
		Weighted		Weighted
		average		average
		exercise price		exercise price
	Number	£	Number	£
Outstanding at 1 April	10,578,000	0.68	11,398,039	0.65
Granted	—	—	1,640,000	0.63
Exercised	(2,106,250)	0.39	(1,043,750)	0.36
Forfeited/lapsed	(1,776,875)	0.69	(1,416,289)	0.59
Outstanding at 31 March	6,694,875	0.74	10,578,000	0.68
Exercisable at 31 March	2,335,125	0.71	3,787,125	0.60
Weighted average share price on date of exercise		0.60		0.36
Weighted average remaining contractual life		1 year		3 years

The Record plc Share Incentive Plan (“SIP”)

Tax-approved scheme

The Group operates the SIP to encourage more widespread ownership of Record plc shares by employees. The SIP is

a tax-approved scheme offering attractive tax savings for employees retaining their shares in the scheme over the

medium to long term. As an incentive to employees, the Group matches every two shares bought by employees with a free

matching share.

During the year, the Group awarded 54,902 matching shares (FY25: 59,452 matching shares) to employees. The expense

charged in respect of the SIP was £42k in the year ended 31 March 2026 (FY25: £35k).

There are no restrictions over shares issued under the Record plc Share Incentive Plan.

The Record plc Jointly Owned Share Plan (“JSOP”)

Equity-settled share-based payments

The JSOP scheme allows a set number of ordinary shares to be held jointly by the participant and the EBT. At inception,

the employee is required to pay the Employee Benefit Trust (“EBT”) for the market value of the participation interest, and

the employing subsidiary has agreed to bear the expense of 50% of the amount due. The participation interest paid over

at inception is non-refundable, regardless of whether the hurdle is reached. Therefore, the amount paid by the employing

subsidiary is expensed at inception.

Under the terms of the JSOP agreement, the participant holds the beneficial interest in the future growth of the shares above

the hurdle, whilst the trustee is entitled to the value up to the hurdle; the hurdle being the market price upon grant date. Upon

vesting, the participant is entitled to receive the growth in value of the shares above the hurdle, which is settled in shares

priced at market value on the vesting date.

The Group share-based payment expense in respect of the JSOP scheme was £nil for the year ended 31 March 2026

(FY25: £2,298).

Notes to the financial statements for the year ended 31 March 2026 continued

Record plc Annual Report 2026

111

Additional informationGovernance

Financial statements

Strategic report

24. Share-based payments continued

The Record plc Jointly Owned Share Plan (“JSOP”) continued

Share scheme options granted during the period

No JSOP agreements were entered into during the year.

Outstanding JSOP options

At 31 March 2026, there were no ordinary shares outstanding under the Record plc JSOP (FY25: 8,125 shares outstanding).

The following table summarises the outstanding options for the JSOP awards as at 31 March 2026:

	2026		2025
		Weighted		Weighted
		average		average
		exercise price		exercise price
	Number	£	Number	£
Outstanding at 1 April	8,125	0.86	641,250	0.40
Granted	—	—	—	—
Vested	—	—	(570,625)	0.38
Forfeited	(8,125)	0.86	(62,500)	0.51
Outstanding at 31 March	—	—	8,125	0.86
Weighted average remaining contractual life		0 years		1 year

The Record plc Long-Term Incentive Plan (“LTIP”)

Equity-settled share-based payments

The LTIP Scheme started in April 2022, and allows nil-cost options to be granted to employees and Directors in the Record

Group. It is a performance share scheme that aligns the strategic direction of the Company with the interests of senior

management. The vesting of LTIP awards is subject to performance against the benchmark of Record’s average annualised

EPS growth, Total Shareholder Return (“TSR”), and strategy performance over the relevant period since grant date, set at the

grant date.

A principal strategic objective of the business is to create shareholder value for our investors over the long term. The Board

considers this to be delivered by consistent growth in earnings of the business, and the chosen performance conditions and

the EPS and TSR outcome which determine the number of LTIP awards that ultimately vest under the scheme rules reflect this.

The Group share-based payment expense in respect of the LTIP Scheme was £505k for the year ended 31 March 2026

(FY25: £146k).

LTIP awards granted during the period

LTIP awards over an aggregate of 8,407,963 shares were granted under the LTIP scheme during the year (FY-25: nil). Vesting

of awards is subject to the employee being in employment with the Group at the relevant vesting date and to the extent

performance conditions have been satisfied. Early vesting for good leavers is subject to approval by the Remuneration

Committee.

The fair value of the services provided by employees has been calculated indirectly by reference to the fair value of the

equity instruments granted. Fair value amounts for the LTIP awards granted in the year ended 31 March 2026, and for which a

charge to profit or loss was made in the year, were determined using a Black-Scholes option-pricing method and the following

assumptions:

	Weighted
	average value
Share price	54p
Dividend yield	6.26%
Expected volatility	42.57%
LTIP award life	3 years
Risk-free interest rate	4.00%

Expected volatility is based on historical volatility.

Notes to the financial statements for the year ended 31 March 2026 continued

Record plc Annual Report 2026

112

Outstanding LTIP awards

At 31 March 2026, the total number of LTIP awards outstanding under Record plc share compensation schemes was 7,531,127

(FY25: 3,548,651). These LTIP awards are over issued shares, a proportion of which are hedged by shares held in an EBT.

Details of outstanding LTIP awards to employees are set out below:

The following table summarises the outstanding options for the LTIP as at 31 March 2026:

	2026		2025
		Weighted		Weighted
		average		average
		exercise price		exercise price
	Number	£	Number	£
Outstanding at 1 April	3,548,651	0.69	3,793,602	0.68
Granted	8,407,963	0.54	—	—
Vested	(726,989)	0.61	—	—
Forfeited	(4,049,866)	0.67	(244,951)	0.68
Outstanding at 31 March	7,179,759	0.56	3,548,651	0.69
Weighted average remaining contractual life		2 years		3 years

Directors’ interests

The Directors’ interests in the combined share schemes are as follows:

	31 March	31 March
	2026	2025
	Number of	Number of
	shares	shares
Record plc Group Bonus Scheme (interest in restricted share awards)
Jan Witte	630,726	408,661
Richard Heading	48,462	—
Kevin Ayles	259,926	340,907
Record plc Share Scheme (interest in unvested share options)
Jan Witte	247,500	1,530,000
Richard Heading	—	—
Kevin Ayles	237,500	380,000
Record plc LTIP Scheme (interest in unvested LTIP awards)
Jan Witte	4,218,632	879,368
Richard Heading	—	—
Kevin Ayles	1,873,000	383,112

25. Financial risk management

The Group’s current activities result in the following financial risks and management responses to those risks in order to

minimise any resulting adverse effects on the Group’s financial performance.

Objectives, policies and processes for managing risk and the methods used to measure the risk

Financial assets principally comprise investments, trade receivables, accrued income, other receivables, money market

instruments, cash and cash equivalents and derivative financial assets. Financial liabilities comprise trade and other payables,

lease liabilities and derivative financial liabilities. The main risks arising from financial instruments are credit risk, liquidity risk,

foreign currency risk, interest rate risk and concentration risk, each of which is discussed in further detail below.

The Group monitors and mitigates financial risk on a consolidated basis. The Group has implemented a framework to manage

the risks of its business and to ensure that the Directors have in place risk management practices appropriate to a listed

company. The management of risk is directed by the Board and controlled and reviewed by the Chief Risk Officer.

The Company’s material financial instruments are investments, trade and other receivables, cash and cash equivalents,

and balances due to/from Group undertakings. Intercompany balances are measured at amortised cost and are repayable

on demand. No interest is charged on these balances. The Group has sufficient cash resources and hence management does

not believe that the Company has a material exposure to financial risk. The Company’s financial risk is managed as part of

the Group financial risk management process and therefore separate disclosures for the Company have not been provided.

Market risk is not considered to have a material impact on financial instruments, neither is it one of the Group’s principal risks;

however, the second order effects of market movements are discussed on page 34.

Notes to the financial statements for the year ended 31 March 2026 continued

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Additional informationGovernance

Financial statements

Strategic report

25. Financial risk management continued

Credit risk

The Group has established a cash management team to manage Group cash in accordance with an approved cash management

policy. The policy stipulates exposure limits by instruments, counterparty, tenor and duration. Counterparty exposures are

measured against ratings published by credit-rating agencies and are monitored daily. The maximum single exposure to any

counterparty under the policy is 20% of total assets managed as cash.

The primary objective of the cash management team is to diversify and manage counterparty risk within the risk appetite of

the Group and the limits set by the policy. The secondary objective is to maintain yield given the constraints under the policy

whilst ensuring sufficient liquidity to meet future cash flow commitments as instructed by the Finance team.

The Chief Financial Officer is responsible for reviewing the Group’s credit exposure and ensuring that any credit concerns are

raised to the Risk Management Committee and that action is taken to mitigate these risks.

The Group considers a financial asset to be in default when the debtor is unlikely to pay its credit obligations in full. The gross

carrying amount of a financial asset is written off only when the Group has no reasonable expectation of recovering a financial

asset in its entirety or a portion thereof. The quality of our clients and banking counterparties is reflected in the business

having not suffered from any credit default for over 20 years through various market crises and cycles, and we do not

anticipate this changing under the current circumstances. It is therefore management’s opinion that there is no requirement

to provide for any expected credit losses.

The Group’s maximum exposure to credit risk is as follows:

	2026	2025
Financial assets at 31 March	£’000	£’000
Trade receivables	7,966	8,885
Accrued income	2,377	1,738
Other receivables	1,743	1,707
Derivative financial assets	—	84
Money market instruments	—	1,500
Cash and cash equivalents	13,027	11,798
Investments	3,484	4,123
Total financial assets	28,597	29,835

The debtors’ age analysis is also evaluated on a regular basis for expected credit losses. It is management’s opinion that there

is no requirement to provide for any expected credit losses. The table below is an analysis of trade receivables and accrued

income by due date:

		2026				2025
		Neither		More than		Neither		More than
	Carrying	impaired nor	0-3 months	3 months	Carrying	impaired nor	0-3 months	3 months
	amount	past due	past due	past due	amount	past due	past due	past due
	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000
Trade receivables	7,966	7,779	90	97	8,885	8,783	34	68
Accrued income	2,377	2,377	—	—	1,738	1,738	—	—
Total	10,343	10,156	90	97	10,623	10,521	34	68
		98%	1%	1%		99%	—%	1%

The Group applies the IFRS 9 simplified approach to measuring expected credit losses (“ECLs”) for trade receivables at an

amount equal to lifetime ECLs. The ECLs on trade receivables are calculated based on actual historic credit loss experience

over the preceding 25 years on the total balance of non-credit impaired trade receivables, adjusted to incorporate any

relevant forward-looking information. The Group has therefore concluded that the ECLs for trade receivables are reasonable.

The Group does not expect to incur any credit losses and has not recognised any ECLs in the current year (FY25: £nil).

The Group offers standard credit terms of 30 days from invoice date. It is the Group’s policy to assess debtors for expected loss

on an individual basis and to make a provision where it is considered necessary. In assessing recoverability, the Group takes

into account any indicators of impairment up to the reporting date, adjusting to incorporate any relevant forward-looking

information. The application of this policy generally results in debts that are past due not being provided for unless individual

circumstances indicate that a debt is impaired.

Trade receivables are made up of 155 debtors’ balances (FY25: 151). The largest individual debtor corresponds to 17% of the

total balance (FY25: 21%). Debtor days, based on the generally accepted calculation of debtor days, is 73 days (FY25: 78 days).

This reflects the quarterly billing cycle used by the Group for the vast majority of its fees. As at 31 March 2026, 2% of debt was

overdue (FY25: 1%). No debtors’ balances have been renegotiated during the year or in the prior year.

Notes to the financial statements for the year ended 31 March 2026 continued

Record plc Annual Report 2026

114

Liquidity risk

The Group is exposed to liquidity risk, namely that it may be unable to meet its payment obligations as they fall due. The Group

maintains sufficient cash and marketable securities to be able to meet all such obligations. Management review cash flow

forecasts on a regular basis to determine whether the Group has sufficient cash reserves to meet the future working capital

requirements and to take advantage of business opportunities. The average creditor payment period is 17 days (FY25: 10 days).

Contractual maturity analysis for financial liabilities

		2026				2025
		Due or	Due	Due		Due or	Due	Due
		due in	between	between		due in	between	between
	Carrying	less than	1 and	3 months	Carrying	less than	1 and	3 months
	amount	1 month	3 months	and 1 year	amount	1 month	3 months	and 1 year
	£’000	£’000	£’000	£’000	£’000	£’000	£’000	£’000
Trade payables	168	81	87	—	717	717	—	—
Accruals	4,354	663	3,554	137	4,410	1,169	1,712	1,529
Derivatives	71	—	—	71	—	—	—	—
Total	4,593	744	3,641	208	5,127	1,886	1,712	1,529

Lease liabilities are not included within the table above; please see note 12 for further details.

Price risk

The Group has considered price risk for investments in unquoted companies and unquoted funds, as by their nature, they

usually involve a higher degree of risk than investments in companies quoted on a recognised stock exchange. Details on the

Group’s investment portfolio can be found in note 26.

Of the Group’s total investment portfolio, 51% (FY25: 38%) comprises investments in unquoted funds held at fair value.

This equates to 6% (FY25: 5%) of net assets. In addition to this, 48% (FY25: 37%) of total investments comprises investments

in unquoted companies based on Price of Recent Investment (“PORI”). This equates to 6% (FY25: 5%) of net assets.

The value of these investments may fluctuate due to changes in market conditions. The Group manages this risk through

ongoing monitoring of investment performance. As noted below, a 5% movement in market prices of unquoted funds would

result in a corresponding 3% (FY25: 5%) change in the fair value of investments and 0% change in net assets (FY25: 4%).

Sensitivity analysis for investments in unquoted companies has not been provided, as Price of Recent Investment (“PORI”)

is used as the valuation methodology, which references external pricing datapoints in recent investment rounds and the

sensitivity analysis will not be meaningful.

Price sensitivity for these investments has been analysed below:

			Impact on investments				Impact on net assets
		as at 31 March				as at 31 March
	2026	2026	2025	2025	2026	2026	2025	2025
	£’000	%	£’000	%	£’000	%	£’000	%
5% increase in valuation of investments in unquoted funds	90	3%	78	2%	90	—%	78	—%
5% decrease in valuation of investments in unquoted funds	(90)	(3%)	(78)	(2%)	(90)	(—%)	(78)	(—%)

The 5% sensitivity used provides the most meaningful impact of average multiple changes across the portfolio.

Interest rate risk

Interest rate risk is the risk that the value of a financial instrument or cash flows associated with the instrument will fluctuate

due to changes in market interest rates. Interest rate risk arises from interest-bearing financial assets and liabilities held by

the Group. Interest-bearing assets comprise money market instruments and cash and cash equivalents which are considered

to be short-term liquid assets. It is the Group’s policy to settle trade payables within the credit terms allowed and the Group

does not therefore incur interest on overdue balances.

Due to the short-term nature of balances, the exposure to interest rate risk is not considered significant. This is reviewed on a

regular basis to identify any changes.

A sensitivity analysis has not been disclosed for the impact of interest rate changes as any reasonable range of change in

interest rate would not directly have a material impact on profit or equity.

Notes to the financial statements for the year ended 31 March 2026 continued

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25. Financial risk management continued

Interest rate profiles

		2026			2025
		No			No
	Fixed rate	interest rate	Total	Fixed rate	interest rate	Total
At 31 March	£’000	£’000	£’000	£’000	£’000	£’000
Financial assets
Trade receivables	—	7,966	7,966	—	8,885	8,885
Accrued income	—	2,377	2,377	—	1,738	1,738
Other receivables	—	1,743	1,743	—	2,094	2,094
Derivative financial assets	—	—	—	—	84	84
Money market instruments	—	—	—	1,500	—	1,500
Cash and cash equivalents	13,027	—	13,027	11,798	—	11,798
Investments	—	3,484	3,484	—	4,123	4,123
Total financial assets	13,027	15,570	28,597	13,298	16,924	30,222
Financial liabilities
Trade payables	—	(167)	(167)	—	(717)	(717)
Accruals	—	(4,221)	(4,221)	—	(4,410)	(4,410)
Lease liability	—	(6,609)	(6,609)	—	(7,105)	(7,105)
Derivative financial liabilities	—	(71)	(71)	—	—	—
Total financial liabilities	—	(11,068)	(11,068)	—	(12,232)	(12,232)

Foreign currency risk

Foreign currency risk refers to the risk that the value of a financial commitment or recognised asset or liability will fluctuate

due to changes in foreign currency rates. The Group makes use of forward foreign exchange contracts to manage the risk

relating to future transactions in accordance with the Group’s risk management policy.

The Group is exposed to foreign currency risk on revenue invoices and cash holdings that are denominated in a currency

other than sterling. The principal currencies giving rise to this risk are the US dollar, the Swiss franc, the euro, the Canadian

dollar and the Australian dollar.

During the year ended 31 March 2026, the Group invoiced the following amounts in currencies other than sterling:

	2026		2025
	Local	Value in	Local	Value in
	currency	reporting	currency	reporting
	value	currency	value	currency
	’000	£’000	’000	£’000
US dollar (USD)	31,024	23,130	29,736	23,140
Swiss franc (CHF)	11,534	10,765	13,566	11,976
Euro (EUR)	3,338	2,892	3,136	2,622
Australian dollar (AUD)	291	144	1,878	950
Canadian dollar (CAD)	522	282	121	67
Japanese yen (JPY)	15,800	78	14,086	72
Singapore dollar (SGD)	64	37	—	—

The value of revenues for the year ended 31 March 2026 that were denominated in currencies other than sterling was

£37.3 million (FY25: £38.8 million).

Record’s policy is to reduce the risk associated with the Group’s revenues denominated in foreign currencies by using

forward fixed rate currency sales contracts, taking into account any forecast foreign currency cash flows.

The settlement of these forward foreign exchange contracts is expected to occur within the following two to six months.

Changes in the fair values of forward foreign exchange contracts are recognised directly in profit or loss.

The cash denominated in currencies other than sterling (refer to note 20) is covered by the Group’s hedging process; therefore,

the Directors consider that the foreign currency risk on cash balances is not material.

Notes to the financial statements for the year ended 31 March 2026 continued

Record plc Annual Report 2026

116

Foreign currency risk – sensitivity analysis

The Group has considered the sensitivity to exchange rate movements by considering the impact on those revenues, costs,

assets and liabilities denominated in foreign currencies as experienced in the given period.

		Impact on profit after tax	Impact on total equity
		for the year ended 31 March	as at 31 March
	2026	2025	2026	2025
	£’000	£’000	£’000	£’000
Sterling weakening by 10% against the dollar	1,598	1,281	1,598	1,281
Sterling strengthening by 10% against the dollar	(1,598)	(1,281)	(1,598)	(1,281)
Sterling weakening by 10% against the Swiss franc	627	910	627	910
Sterling strengthening by 10% against the Swiss franc	(627)	(910)	(627)	(910)

Sterling/US dollar exchange rate

The impact of a change of 10% has been selected as this is considered reasonable given the current level of exchange rates

and the volatility observed on a historical basis and market expectations for future movement. When applied to the average

sterling/USD exchange rate of £1 = $1.34, this would result in sterling weakening to £1 = $1.48 and sterling strengthening to

£1 = $1.20.

Sterling/Swiss franc exchange rate

The impact of a change of 10% has been selected as this is considered reasonable given the current level of exchange rates

and the volatility observed on a historical basis and market expectations for future movement. When applied to the average

sterling/CHF exchange rate of £1 = CHF 1.07, this would result in sterling weakening to £1 = CHF 1.18 and sterling strengthening

to £1 = CHF 0.96.

Sensitivity analyses have not been disclosed for other currencies as any reasonable range of change in exchange rate would

not have a material impact on profit or equity.

Concentration risk

The Group is exposed to concentration risk in respect of product, client type and geographical location, which could lead to

over-reliance on any one category of revenue. Note 4 provides detail on clients contributing greater than 10% of revenue.

Mitigating activities are detailed in the Risk management section on page 34.

Concentration risk – sensitivity analysis

The Group has considered the impact of losing the Group’s largest client, assuming that only variable remuneration costs

can be reduced in the short term.

		Impact on profit after tax	Impact on total equity
		for the year ended 31 March	as at 31 March
	2026	2025	2026	2025
	£’000	£’000	£’000	£’000
Loss of largest client	5,967	6,913	5,967	6,913

26. Fair value measurement

Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the

financial instrument. Financial assets are derecognised when the contractual rights to the cash flows from the financial assets

expire, or when the financial asset and all substantial risks and rewards are transferred. A financial liability is derecognised

when it is extinguished, discharged, cancelled or expires.

The following table presents financial assets and liabilities measured at fair value in the consolidated statement of financial

position in accordance with the fair value hierarchy. This hierarchy groups financial assets and liabilities into two levels based

on the significance of inputs used in measuring the fair value of the financial assets and liabilities. The fair value hierarchy has

the following levels:

• level 1: quoted prices (unadjusted) in active markets for identical financial assets or liabilities;

• level 2: inputs other than quoted prices included within level 1 that are observable for the financial asset or liability,

indirectly (i.e. derived from prices); and

• level 3: inputs for the financial asset or liability that are not based on observable market data (unobservable inputs).

Notes to the financial statements for the year ended 31 March 2026 continued

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26. Fair value measurement continued

The level within which the financial asset or liability is classified is determined based on the lowest level of input to the fair

value measurement. The financial assets and liabilities measured at fair value on a recurring basis in the statement of financial

position are grouped into the fair value hierarchy as follows:

	2026	Level 1	Level 2	Level 3
	£’000	£’000	£’000	£’000
Financial assets at fair value through profit or loss
Investment in funds	1,800	14	—	1,786
Other investments	1,684	—	—	1,684
Financial liabilities at fair value through profit or loss
Derivative financial liabilities	(71)	—	(71)	—
Total	3,413	14	(71)	3,470

	2025	Level 1	Level 2	Level 3
	£’000	£’000	£’000	£’000
Financial assets at fair value through profit or loss
Investment in funds	2,586	1,023	—	1,563
Other investments	1,537	—	—	1,537
Derivative financial assets	84	—	84	—
Financial liabilities at fair value through profit or loss
Derivative financial liabilities	—	—	—	—
Total	4,207	1,023	84	3,100

There have been no transfers between levels in the reporting period (FY25: none).

Basis for classification of financial instruments classified as level 1 within the fair value hierarchy

Listed investments are classified as level 1. These investments are valued using market prices and coupon rates as applicable.

Basis for classification of financial instruments classified as level 2 within the fair value hierarchy

Forward foreign exchange contracts are classified as level 2. Both of these instruments are traded on an active market.

Options are valued using an industry standard model with inputs based on observable market data whilst the fair value of

forward foreign exchange contracts may be established using interpolation of observable market data rather than from a

quoted price.

Basis for classification of financial instruments classified as level 3 within the fair value hierarchy

Direct investments in private funds and share capital of start-up companies in the digital sector have been classified as level 3.

There is no observable market for these investments; therefore, fair value measurements have been derived from valuation

techniques that include inputs that are not based on observable market data.

The private funds are valued at net asset value (“NAV”) based on the NAV reported by the fund managers in accordance with

independent professional valuation reports.

The direct investments in share capital of start-up companies are valued in accordance with International Private Equity and

Venture Capital Valuation Guidelines using a combination of Price of Recent Investment (“PORI”), net asset value and industry

benchmark comparisons. In the current period, valuations have been based on PORI. Key unobservable inputs include revenue

growth rates, valuation multiples and discount rates.

Notes to the financial statements for the year ended 31 March 2026 continued

Record plc Annual Report 2026

118

Movements in assets and liabilities classified as level 3 during the period:

	2026	2025
	£’000	£’000
At start of period	3,100	3,988
Additions	48	72
Disposals	—	(1,024)
Net gain or loss	322	64
At end of period	3,470	3,100

Classes and fair value of financial instruments

It is the Directors’ opinion that the carrying value of all financial instruments approximates to their fair value.

Categories of financial instrument

			Measured at
			fair value
		Measured at	through profit
		amortised cost	or loss
At 31 March 2026	Note	£’000	£’000
Financial assets
Investment in funds	14	—	1,800
Other investments	14	—	1,684
Trade and other receivables (excludes prepayments)	18	9,709	—
Money market instruments	20	—	—
Cash and cash equivalents	20	13,027	—
Derivative financial assets	19	—	—
Financial liabilities
Trade payables	21	(167)	—
Derivative financial liabilities	19	—	(71)
Total		22,569	3,413

			Measured at
			fair value
		Measured at	through profit
		amortised cost	or loss
At 31 March 2025	Note	£’000	£’000
Financial assets
Investment in funds	14	—	2,586
Other investments	14	—	1,537
Trade and other receivables (excludes prepayments)	18	10,979	—
Money market instruments	20	1,500	—
Cash and cash equivalents	20	11,798	—
Derivative financial assets	19	—	84
Financial liabilities
Trade payables	21	(717)	—
Derivative financial liabilities	19	—	—
Total		23,560	4,207

Notes to the financial statements for the year ended 31 March 2026 continued

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27. Cash flows from operating activities

This note should be read with the statement of cash flows. It provides a reconciliation to show how profit after tax, which is

based on accounting rules, translates to cash flows.

		2026		2025
		Group	Company	Group	Company
	Note	£’000	£’000	£’000	£’000
Profit after tax		7,026	8,002	9,105	13,880
Adjustments for:
Depreciation of right-of-use assets	12	870	829	531	496
Depreciation of property, plant and equipment	13	394	291	210	92
Amortisation of intangible assets	11	94	—	18	—
Share-based payments expense for the period		781	—	840	—
Fair value movements in derivatives		155	—	(29)	—
Fair value movements in investments		(446)	(446)	(1,035)	(1,042)
FX movements on cash		(93)	99	17	13
Leasehold modification		—	—	19	19
Share of (profit)/loss of joint venture		(50)	—	4	—
Other non-cash share-based payments movements		661	—	1,112	—
Finance income		(201)	—	(446)	(1)
Finance expense		397	325	162	118
Tax expense	7	2,793	88	1,837	380
Dividend income from subsidiaries		—	(9,100)	—	(15,300)
Changes in working capital
Decrease/(increase) in receivables		305	416	(910)	(617)
(Decrease)/increase in payables		(1,115)	857	750	3,442
(Decrease)/increase in provisions		(77)	(61)	314	189
Cash generated from operations		11,494	1,300	12,499	1,669
Corporation tax (paid)/refunded		(2,290)	200	(5,153)	42
Net cash inflow from operating activities		9,204	1,500	7,346	1,711

Notes to the financial statements for the year ended 31 March 2026 continued

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120

28. Related parties transactions

Company

Details of transactions between the Company and other Group undertakings, which are related parties of the Company,

are shown below:

Transactions with subsidiaries

The Company’s subsidiary undertakings are listed in note 14, which includes a description of the nature of their business.

	2026	2025
	£’000	£’000
Amounts due to subsidiaries	(11,814)	(15,786)
Dividends declared due from subsidiaries	4,900	5,300
Net amounts due to subsidiaries	(6,914)	(10,486)
Dividends paid up from subsidiaries during the period	9,500	10,000

Amounts due to subsidiaries consist of funds lent by the subsidiaries to the Company to facilitate the Company’s investing

activities. Amounts due to subsidiaries are disclosed as a net amount, and also consist of amounts owed to Group undertakings

in note 21 and other receivables in note 18. All amounts owed to and by related parties will be settled in cash. No guarantees

have been given or received. No provisions for expected credit losses have been raised against amounts outstanding (FY25:

£nil). No expense has been recognised during the year in respect of expected credit losses due from related parties.

Group

Transactions or balances between Group entities have been eliminated on consolidation, and in accordance with IAS 24,

are not disclosed in this note.

Key management personnel compensation

	2026	2025
	£’000	£’000
Short-term employee benefits	8,540	9,699
Post-employment benefits	473	431
Share-based payments	1,174	1,212
Total	10,187	11,342

Key management personnel dividends

Key management personnel consist of both Executive Directors and senior management at a Director level. The dividends paid

to key management personnel in the year ended 31 March 2026 totalled £302k (2025: £607k).

Directors’ remuneration

	2026	2025
	£’000	£’000
Emoluments (excluding pension contribution)	2,454	2,997
Pension contribution (including payments made in lieu of pension contributions)	82	95
Total	2,536	3,092

Directors’ remuneration consists of Record plc Executive Directors only. During the year, one Director of the Company

(FY25: three) participated in the Group Personal Pension Plan, a defined contribution scheme. The highest paid Director

received emoluments excluding pension contribution of £1,193k (FY25: £1,762k) and pension contribution of £61k (FY25: £61k).

Further detail on Directors’ remuneration is provided in the Remuneration report on page 64.

Please also see note 24 for details on the Directors’ interests in the combined share schemes.

Notes to the financial statements for the year ended 31 March 2026 continued

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29. Interests in unconsolidated structured entities

A structured entity is defined as an entity that has been designed so that voting or similar rights are not the dominant factor

in deciding who controls the entity, such as when any voting rights relate to administrative tasks only, or when the relevant

activities are directed by means of contractual arrangements.

The Group has concluded that the investment funds managed by Group entities in their capacity as investment managers,

through contractual agreements, are structured entities. The investment funds are not consolidated into the Group’s financial

statements as the Group is judged to act as an agent rather than having control under IFRS 10.

The purpose of the investment funds is to invest capital received from investors in a portfolio of instruments in order to

generate a return in the form of capital appreciation, income from the assets, or both.

The Group has interests in these funds through the receipt of management and other fees and, in certain funds, through

ownership of shares. The Group’s investments in these funds are subject to the terms and conditions of the respective fund’s

offering documentation and are susceptible to market price risk. The investments are included in financial assets at fair value

through profit and loss in the statement of financial position.

Where the Group has no equity holding in a fund it manages, the investment risk is borne by the external investors and

therefore the Group’s maximum exposure to loss relates to future management fees and any uncollected fees at the period

end date. Where the Group does have an equity holding, the maximum exposure to loss constitutes the future and uncollected

management fees plus the fair value of the Group’s investment in that fund.

The Group does not sponsor any of the structured entities and there are no guarantees or commitments. The funds do not

have any debt or borrowings and are financed through the issue of shares to investors.

The following table shows the details of unconsolidated structured entities in which the Group has an interest at the

reporting date:

					Management
				Management	charge
		Net AUM	Fair value	charge in	receivable
	Number	of funds	of investment	the year	at year end
	of funds	$bn	£m	£m	£m
As at 31 March 2026	4	1.40	1.01	4.84	0.52
As at 31 March 2025	4	1.28	0.89	5.12	0.43

The management charge in the year comprises both management and performance fees and is included within revenue in the

consolidated statement of comprehensive income.

The fair value of investment is included within investments in the consolidated statement of financial position.

The management charge receivable comprises both management and performance fees receivable and is included within

trade and other receivables in the consolidated statement of financial position.

30. Contingent liabilities and commitments

The Group has committed to subscriptions to equity capital of $1,791,870 (FY25: $1,791,870), of which $1,727,268

(FY25: $1,664,570) has been called.

The Group has also signed a new Swiss office lease, commencing in July 2026, with an annual commitment of CHF 179,490.

31. Ultimate controlling party

As at 31 March 2026, the Company had no ultimate controlling party, nor at 31 March 2025.

32. Post-reporting date events

No adjusting or significant non-adjusting events have occurred between the reporting date and the date of authorisation.

Notes to the financial statements for the year ended 31 March 2026 continued

Record plc Annual Report 2026

122

Five-year summary

Audited

Year ended 31 March

2022

£’000

2023

£’000

2024

£’000

2025

£’000

2026

£’000

Management fees 34,083 38,298 38,695 37,246 35,368

Performance fees 499 5,805 5,840 3,175 2,798

Other revenue 570 586 843 1,194 1,930

Revenue 35,152 44,689 45,378 41,615 40,096

Cost of sales (219) (37) (82) (472) (186)

Gross profit 34,933 44,652 45,296 41,143 39,910

Operating expenses (23,726) (29,888) (32,683) (30,845) (30,382)

Other income (372) (293) (15) 360 487

Operating profit 10,835 14,471 12,598 10,658 10,015

Net interest 21 127 313 284 (196)

Profit before taxation 10,856 14,598 12,911 10,942 9,819

Taxation (2,225) (3,259) (3,658) (1,837) (2,793)

Profit after taxation 8,631 11,339 9,253 9,105 7,026

Basic EPS (pence) 4.52 5.95 4.84 5.03 3.92

Ordinary dividend (pence) 3.60 4.50 4.60 4.65 3.60

Special dividend (pence) 0.92 0.68 0.60 — —

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Information for shareholders

Record plc

Record plc is a public limited company incorporated in the UK.

Registered in England and Wales

Company No. 1927640

Registered office

3 Sheldon Square

Paddington

London

W2 6HY

United Kingdom

Tel: +44 (0)20 3892 1300

Principal UK trading subsidiaries

Record Currency Management Limited

Registered in England and Wales

Company No. 1710736

Record Group Services Limited

Registered in England and Wales

Company No. 1927639

Both principal UK trading subsidiaries are based in Windsor.

Further information on Record plc can be found on the

Group’s website: www.recordfg.com

Dates for 2026 dividend

Ex-dividend date 2 July 2026

Record date 3 July 2026

Annual General Meeting 22 July 2026

Final dividend payment date 27 July 2026

Registrar

MUFG Corporate Markets

Central Square

29 Wellington Street

Leeds

LS1 4DL

Further information about the Registrar is available on their

website www.mpms.mufg.com

Cautionary statement

This Annual Report contains certain forward-looking statements with respect

to the financial condition, results, operations and business of Record. These

statements involve risk and uncertainty because they relate to events and

depend upon circumstances that will occur in the future. There are a number

of factors that could cause actual results or developments to differ materially

from those expressed or implied in this Annual Report. Nothing in this Annual

Report should be construed as a profit forecast.

Record plc Annual Report 2026

124

Definitions

This product is made of material from well-managed FSC® - certified forests

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Printed by L&S Printing using vegetable-based inks and is certified carbon neutral

for scope 1&2 under the PAS 2060 standard.

Designed and produced by

www.lyonsbennett.com

“Articles” The Articles of Association of the Company

“AUM” Assets Under Management

“Board” The Company’s Board of Directors

“Companies Act” Every statute (including any orders, regulations or other subordinate legislation

madeunder it) from time to time in force concerning companies in so far as it applies

totheCompany

“Company” Record plc

“$” or “dollars” All references to dollars or $ symbol are to the currency of the US unless stated otherwise

“EBT” Employee Benefit Trust

“EM” Emerging Markets

“EMSF” Record EM Sustainable Finance Fund

“EPS” Earnings per share

“ESG” Environmental, social and governance

“EU” European Union

“GP” General Partner

“Group” or “Record” The Company and/or any one of its subsidiary undertakings

“IAS” International Accounting Standards

“ICARA” Internal Capital Adequacy and Risk Assessment

“IFPR” Investment Firm Prudential Regime

“IFRS” or “IFRSs” International Financial Reporting Standards

“KPI” Key Performance Indicator

“LTIP” Long-Term Incentive Plan

“MiFID” Markets in Financial Instruments Directive

“Official List” The official list of the Financial Conduct Authority

“Operating profit margin” Operating profit expressed as a percentage of revenue

“RAM” Record Asset Management GmbH

“RCML” Record Currency Management Limited

“SIP” Share Incentive Plan

“TCFD” Task Force on Climate-related Financial Disclosures

“TSR” Total Shareholder Return

“UN PRI” United Nations Principles for Responsible Investment

“US” United States of America

Record plcAnnual Report 2026

Record plc

3 Sheldon Square

London

W2 6HY

United Kingdom

T: +44 (0)20 3892 1300

www.recordfg.com

Record plcAnnual Report 2026