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2025-12-31-accounts

REGISTERED CHARITY NUMBER: 1197456

TERRAVERDE CIO

REPORT AND FINANCIAL STATEMENTS FOR THE

YEAR ENDED 31 DECEMBER 2025

CONTENTS OF THE FINANCIAL STATEMENTS

for the year ended 31 December 2025

Page
Trustees Report 3 to 8
Independent Examiner Report 9
Statement of Financial Activities 10
Statement of Financial Position 11
Notes to the Financial Statements 12 To 15

Page 2

TRUSTEES’ NARRATIVE REPORT TERRAVERDE CIO

FOR THE YEAR ENDED 31 DECEMBER 2025

1. Terraverde’s Mission:

Terraverde exists to ensure that the foundations of a just, healthy, and sustainable society are accessible to all – starting with the very ground beneath our feet. Founded in 2024 as the legacy of the late philanthropist musician John Hill , and led by fintech entrepreneur James Armitage, Terraverde is a UK-registered charity and nonprofit fintech. We use data, design, and digital infrastructure to address inequality, climate breakdown, and economic exclusion – especially where they intersect through housing, finance, and health.

Terraverde’s mission is grounded in the principle of alleviating need, tackling inequalities and increasing the efficiency and effectiveness of charities through digital tools.” As James Armitage CEO, states: “Terraverde believes that technology can help to redress inequality and drive the green and just transition that is so urgently needed in the UK and globally. Too many people are being left behind on the journey to a greener and healthier future.”

We believe that homes are roots – the physical, economic, and emotional anchors of wellbeing. Yet for too many, these roots are unstable. Poorly insulated housing, inaccessible finance, and a lack of digital support deepen cycles of poverty, debt, and ill health. As the UK moves toward Net Zero, we must not leave these communities behind. Retrofits are not just about energy savings – they are powerful public health interventions. Research shows that better-insulated homes reduce hospital visits, cut healthcare costs, and improve quality of life, especially for vulnerable groups.

Terraverde delivers digital tools and investment models that empower:

Our initiatives include:

Charity-as-a-Service (CaaS): A digital platform that helps charities manage income, expenditure, marketing, treasury, and operations. CaaS also enhances fundraising using data on sentiment, demographics, and donor propensity, and enables ethical cash and reserve investment.

Terraverde Ventures: An investment vehicle for regenerative and inclusive green startups aligned with our mission.

With these initiatives we aim to unlock millions in green finance, raise health and energy standards in retrofit zones, and influence systemic change through public policy advocacy.

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Terraverde’s Digital Pla�orm:

During 2025, we advanced our na�onal policy pla�orm with core asks:

EPCs must become accurate, transparent tools that drive retrofit demand. We support the creation of a new multifactor EPC system that reflects real-world variables—such as energy intensity, heating source, building fabric, and lifetime operating cost—rather than relying on outdated assumptions. Inspired by the Greener Homes Alliance 2 (GHA2), we also advocate for the incorporation of broader environmental and social performance indicators. These include fossil-fuel-free heating, use of Modern Methods of Construction (MMC), Real Living Wage employment standards, and biodiversity gains. Together, these enhancements form the basis of a next generation “EPC+” framework that drives investment and reflects what really matters in a just transition.

Access to home improvement finance must be expanded for renters, vulnerable homeowners, and low-income landlords. We support the creation of a national “Green Home Access Fund”, combined with a retrofit regulatory sandbox to safely test new and ethical finance models. The GHA2 initiative demonstrates how outcome-linked lending – where lower interest rates are offered to projects delivering high environmental or social value – can unlock investment in underserved areas. Terraverde believes similar models should be adapted and scaled for the retrofit sector, ensuring that capital flows toward the people and communities who need it most.

Expand and Safeguard the Warm Homes Plan

The Warm Homes Plan should become more than a subsidy mechanism – it must be a strategic platform for improving housing, health, and equity. We call for it to ring-fence funding for community-led outreach, digital engagement, and deployment of UK-built retrofit technologies that are people-centred and cost-effective. The Greener Homes Alliance 2 offers a model for how delivery frameworks can align social, economic, and environmental outcomes. Terraverde supports adapting this model to retrofit policy: rewarding delivery partners who go beyond compliance to deliver long-term value.

profiling, sensory networks, and capital flows, we strengthen what lies beneath. Our Green Roots campaign, with partners, will bring this philosophy to life – using community campaigns, digital outreach, and finance pathways to reach underserved households with trusted advice and support. By addressing the human costs of urban living – from cold homes to financial precarity – we help build resilience, opportunity, and equity into the very founda�ons of daily life. Our work is inspired by the convic�on that a just green transi�on must priori�se human dignity, local agency, and shared progress. We welcome donors—individuals, founda�ons, and companies—to join the Terraverde journey to ensure no one is le� behind. Together, we can build a future where everyone, regardless of social or financial status, has tools to thrive.

Terraverde’s Ac�vi�es:

Our primary ac�vity during 2025 was our exhibi�on at the Labour Party’s Conference in Liverpool, taking months of prepara�on to formulate a structured set of policy proposals aimed at measuring the benefits of energy efficient property retrofit in the private rented sector.

We targeted this segment because private ren�ng tenants are o�en subject to the worst levels of housing inequality, o�en much worse than in the social sector where there is accountability to a housing associa�on – as opposed to a poten�al rogue private landlord.

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recruitment of Health & Public Policy specialists to add cra� and credibility to our work. (Our document presen�ng our mission and proposals are included below.)

At the conference itself, however, we received such a posi�ve feedback from the social housing sector that we realised there was a possibly much greater and wider social impact by focusing our efforts in the social housing sector. As a result, we refined our ac�vi�es:

A) Charitable - Through Terraverde CIO:

The” Adviser”, a digital tool designed to help housing associa�ons and local authori�es measure the factors surrounding energy-efficient property retrofit projects. Focusing our Phase 1 development on Home, Financial Wellbeing, and Community, while also helping our project partners to promote and evaluate the health benefits of retrofit – in effect helping to quan�fy greater Return on Investment across resultant social impacts, rather than only those narrowly related to the primary purpose.

B) Commercial - Through subsidiary Terraverde CIO Solu�ons Ltd:

Charity as a Service (CaaS): an agile fundraising and marke�ng pla�orm for chari�es & donors including two unique third sector innova�ons:

Higher rate tax relief automa�on: based on evidence that the majority of higher rate income taxpayers using the Gi� Aid dona�on route subsequently fail to claim higher rate tax relief on the charitable dona�on, we are developing a semi-automated route (in partnership with TV’s own accountant Iqbal Hussain, a charity specialist) which offers op�on for the donor to then gross-up his ini�al dona�on to the charity mindful of the higher rate relief he will receive in the near future:

Illustra�on of process for them to claim back the relief themselves using HMRC digital self-assessment – NB the key technical challenge to overcome is the access enabled via the donor’s HMRC UTR (Unique Taxpayer Record) reference, for which they may need to request referral to qualified accountants for prepara�on of self-assessment return.

Investment op�on: where donors choose to invest into an equity-linked investment in the charity’s name so that they poten�ally benefit from long-term growth and, therefore, achieve greater impact.

This can be achieved via:-

Marlborough Fund Managers, whose range of managed funds are pre-assessed for adherence to Environmental, Social & Governmental (ESG) standards, and demonstrate a commitment to social impact in their ‘Difference Made’ campaign.

Rosemount Financial Solu�ons (IFA) Ltd Chester Rose Financial Planning

True Poten�al Wealth Management

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Chari�es:

Underlying projects: with funding target progress measured

Our thesis has been validated over and over by outreach and rela�onship building within the third sector over the past year: that our unique offering of higher rate tax relief and dona�on investment will generate certain levels of exposure which will drive traffic to us. Once they have visited us, our pla�orm design will allow donors to find chari�es in two ways:

  1. Postcode proximity, i.e. “Find chari�es near me”

  2. charity partners as choices under their chosen area.

with their charitable purpose, with a poten�al commercial fee split resul�ng.

C) Yardens

associa�ons and local authori�es – par�cularly the Community pillar.

“These are small, durable green installa�ons designed for overlooked urban spaces; a pocket of greenery designed for places that o�en get overlooked — estate entrances, quiet corners, grey verges. They're not grand park projects. They're small, prac�cal, and designed to be maintained by local people who care.”

This project has already a�racted poten�al sponsorship from Berkeley Homes and partnership with the Conserva�on Collec�ve.

Primary stakeholder rela�onships:

Page 6

Addi�onal stakeholders :

D) Charity partners:

In February 2026 we are launching our CaaS pilot with our ini�al Charity partners. We envisage a 12-month free use of CaaS, with poten�al fees for use therea�er.:

Terraverde was delighted to support the following chari�es throughout the year, adding to our previous grant support program;

Terraverde’s grants have enabled these chari�es, that operate in keeping with Terraverde’s mission, to con�nue their valuable community programs.

o Health

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absolute impera�ve of mapping vulnerability, pre-exis�ng condi�ons and confounding factors if we are to prove a causa�ve rela�onship by data linkage. For the Adviser we have, as a result, deferred any measurement of health outcomes un�l Phase 2 development. And in Phase 1 development we are only asking health ques�ons within the context of Home, Financial Wellbeing or Community.

 Terraverde’s So�ware Licencing & Intellectual Property

from Vantage Financial Ltd, whose Intellectual Property has been developed at significant cost at the risk of its Director, James Armitage, who is also the Chair of Trustees & CEO of Terraverde.

This pla�orm provides the basis of both the Adviser & CaaS. Terraverde currently has free usage of the pla�orm, but Vantage reserves the right to charge licencing fees in the future. Terraverde does, however, pay the costs of customisa�on of the pla�orm adapted for its own charitable and commercial purposes, which Vantage owns and may use as integral to its Intellectual Property ownership of the pla�orm.

Terraverde’s Marke�ng and Media :

Goose produced a lyrical animated short film tracing the origins of the bequest and the strategy to drive dona�ons using our tech and financial exper�se.

We have engaged a marke�ng agency, Plot Digital, for produc�on of all branded assets, social media content, conference materials, website and all other outward communica�ons.

Terraverde has recently engaged with College Green, for inclusion in their All-Party Parliamentary Group on ESG. We had previously engaged the services of Adam Nathan, ex-head of the Climate Funding Network, in helping to cra� public policy.

J Armitage (Chair)

END OF TRUSTEE CHAIR’S REPORT

Page 8

INDEPENDENT EXAMINER REPORT TERRAVERDE CIO

FOR THE YEAR ENDED 31 DECEMBER 2025

2. Independent Examiner's Report to the Trustees of Terraverde CIO

I report to the Charity trustees on my examination of the accounts of the charity for the year ended 31[st] December 2025.

3. Responsibilities and basis of report

The charity’s trustees are responsible for the preparation of the accounts in accordance with the requirements of the Charities Act 2011 (‘the Act’).

I report in respect of my examination of the charity’s accounts carried out under section 145 of the Act and in carrying out my examination I have followed all the applicable Directions given by the Charity Commission under section 145(5)(b) of the Act.

4. Independent examiner's statement

I confirm that I am qualified to undertake the examination because I am a member of the ACCA, which is one of the listed bodies, in section 124 of the Charities Act 2011.

I have completed my examination. I confirm that no material matters have come to my attention in connection with the examination giving me cause to believe that in any material respect:

  1. accounting records were not kept in respect of the charity as required by section 130 of the Act; or

  2. the accounts do not accord with those records

  3. the accounts do not comply with the applicable reporting requirements

I have no concerns and have come across no other matters in connection with the examination to which attention should be drawn in this report in order to enable a proper understanding of the accounts to be reached.

Nur Ahmed Chowdhury FCCA

Association of Chartered Certified Accountants

Abacus Partners (Ldn) LLP Unit A, Abbotts Wharf 93 Stainsby Road, London, E14 6JL

Date : 17/02/2026

Page 9

TERRAVERDE CIO

STATEMENT OF FINANCIAL ACTIVITIES (INCLUDING INCOME & EXPENDITURE ACCOUNT) FOR THE YEAR ENDED 31 DECEMBER 2025

Notes
INCOME AND EXPENDITURE
INCOMING RESOURCES
Donations and legacies
Interest receivable
Total
Income
RESOURCES EXPENDED
Charitable Activity Costs
12
Governance and Support
Costs
13
Total Resources Expended
NET INCOME /DEFICIT FOR
THE YEAR
Total gains/(losses) on
capital endowment
Funds Brought forward
Fund transfers
Funds Carried forward
Total 2025
Unrestricted
Restricted
£
£
£
700,005
700,005
103
103
700,108
700,108
470,485
470,485
114,025
114,025
584,510
584,510
115,598
115,598
38,956
38,956
211,947
945,609
1,157,556
(223,789)
(476,211)
(700,000)
103,756
508,354
612,110
Total 2024
£
75,421
30
75,451
(90,418)
(25,266)
(115,684)
(40,233)
87,434
1,110,355
1,157,556

All the activities of the charity are from continuing operations.

The notes on pages 12 to 14 form part of these financial statements.

Page 10

TERRAVERDE CIO

STATEMENT OF FINANCIAL POSITION FOR THE YEAR ENDED 31 DECEMBER 2025

Notes
Fixed Assets:
Investments
15
Investment in Subsidiary
Current Assets:
Cash at Bank and in hand
Creditors:
Amount falling due within one year
14
Net Current Assets
Total Net Assets
Funds
Unrestricted funds
16
Endowment funds
16
Total Funds
£
508,354
100
Total
2025
£
508,454
108,779
5,123
103,656
1,169,398 Total
2024
£
1,169,398
5,373
17,185
(11,812)
108,779 5,373
5,123 17,185
612,110 1,157,586
103,756
508,354
612,110
211,947
945,609
1,157,556

The notes on pages 12 to 14 form part of these financial statements.

For the year ending 31[st] December 2025, the charity was entitled to exemption from audit under section 144 of the Charities Act 2011. The trustees acknowledge their responsibilities for complying with the requirements of the Act with respect to accounting records and the preparation of financial statements.

These financial statements were approved by the board on 17[th] February 2026, and are signed on behalf of the board by:

J Armitage (Chair)

Page 11

TERRAVERDE CIO

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

5. General information

The charity is a CIO (charitable incorporated organisation) and is governed by Charity law in England & Wales.

6. Accounting convention

The financial statements of the charity, which is a public benefit entity under FRS 102, have been prepared in accordance with the Charities SORP 'Accounting and Reporting by Charities: Statement of Recommended Practice applicable to charities preparing their accounts in accordance with the Financial Reporting Standard applicable in the UK and Republic of Ireland (FRS 102) (effective 1 January 2019)', and the Charities Act 2011. The financial statements have been prepared under the historical cost convention.

7. Going concern

The trustees have taken into account the entity's forecasts and projections for the 12 months from signing these financial statements, in confirming their assessment of going concern.

8. Income Recognition

All incoming resources are included in the Statement of Financial Activities (SoFA) when the charity is legally entitled to the income after any performance conditions have been met, the amount can be measured reliably and it is probable that the income will be received.

9. Expenditure recognition

All expenditure is accounted for on an accruals basis and has been classified under headings that aggregate all costs related to the category. Expenditure is recognised where there is a legal or constructive obligation to make payments to third parties, it is probable that the settlement will be required and the amount of the obligation can be measured reliably.

10. Support and Governance Costs

Support costs are those functions that assist the work of the charity but do not directly undertake charitable activities in the fulfillment of the main restricted project delivery.

Governance costs include expenditure classified as required in order for the charity to satisfy its regulatory and legal requirements.

11. Funds

Unrestricted funds are available to the charity for general use within the charity’s objectives. Restricted funds can only be used in accordance with the terms of the activities specified by donors and legacies. The charity is not using restricted funds as terminology within the financial statements, on the basis that the Trust funds bequeathed to the charity, specified fund use within the broader remit of ‘environmental protection.’ Upon initial formation of the charity, the endowment funds gifted were classified as restricted funds, as Charities SORP (FRS 102) requires that endowment funds are initially recognized as a sub-category of restricted funds.

12. Endowment fund transfers

The charity has an expendable endowment fund, where the Trustees have the power to convert the endowment funds into income at any point, and expend those funds at their discretion, in furtherance of charity objects. The Trustees have resolved that the full balance of the expendable endowment may be applied as unrestricted funds when required. Transfers from the endowment fund are recognised within income.

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TERRAVERDE CIO

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

12. CHARITABLE ACTIVITIES COSTS:
Unrestricted
Restricted
2025
£
£
£
Grantmaking
23,348
23,348
Conferences and Event Cost
56,405
56,405
Content writing & Publication
9,000
9,000
Research and Analytics
44,358
44,358
Campaign Design Costs
10,115
10,115
Technology Implementation
80,683
80,683
Public Relations and Marketing
120,212
120,212
Consulting Fees
123,240
123,240
Memberships
3,124
3,124
470,485
470,485
13. GOVERNANCE AND SUPPORT COSTS:
Unrestricted
Restricted
2025
£
£
£
Governance costs:
Legal Fees
16,664
16,664
Accountancy Fees
1,200
1,200
Consulting Fees
16,586
16,586
34,450
34,450
Support costs:
Staff training and welfare
2,018
2,018
Travel and subsistence expenses
1,761
1,761
Workspace hire
11,309
11,309
IT Networking rep.& Maintenance
12,380
12,380
Insurance
-
-
Administrative expenses
33,900
33,900
Professional fees
300
300
Bank charges
175
175
Subscriptions and licences
2,392
2,392
Consulting Fees
15,340
15,340
79,575
79,575
12. CHARITABLE ACTIVITIES COSTS:
Unrestricted
Restricted
2025
£
£
£
Grantmaking
23,348
23,348
Conferences and Event Cost
56,405
56,405
Content writing & Publication
9,000
9,000
Research and Analytics
44,358
44,358
Campaign Design Costs
10,115
10,115
Technology Implementation
80,683
80,683
Public Relations and Marketing
120,212
120,212
Consulting Fees
123,240
123,240
Memberships
3,124
3,124
470,485
470,485
13. GOVERNANCE AND SUPPORT COSTS:
Unrestricted
Restricted
2025
£
£
£
Governance costs:
Legal Fees
16,664
16,664
Accountancy Fees
1,200
1,200
Consulting Fees
16,586
16,586
34,450
34,450
Support costs:
Staff training and welfare
2,018
2,018
Travel and subsistence expenses
1,761
1,761
Workspace hire
11,309
11,309
IT Networking rep.& Maintenance
12,380
12,380
Insurance
-
-
Administrative expenses
33,900
33,900
Professional fees
300
300
Bank charges
175
175
Subscriptions and licences
2,392
2,392
Consulting Fees
15,340
15,340
79,575
79,575
2024
£
25,000
11,759
3,500
10,032
21,803
8,024
10,300
90,418
2024
£
3,600
1,200
4,800
140
2,035
9,443
1,022
96
5,047
2,623
60
-
-
20,466
34,450
34,450
2,018
2,018
1,761
1,761
11,309
11,309
12,380
12,380
-
-
33,900
33,900
300
300
175
175
2,392
2,392
15,340
15,340
79,575
79,575

Page 13

TERRAVERDE CIO

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

14
CREDITORS: AMOUNT FALLING DUE WITHIN ONE YEAR
2025
£
Accruals and deferred income
1,231
Other Creditors
3,892
5,123
15
FIXED ASSET INVESTMENTS:
2025
£
Market value at 1 Jan
1,169,398

Additions
-
Charges and disposals
(700,000)
Gains/(losses) on investment
38,956
Market value at 31 Dec
508,354
16
MOVEMENT IN FUNDS:
Unrestricted
Total
Endownment
Funds
Unrestricted
Fund
£
£
As at 1 January 2025
211,947
211,947
945,609
Surplus/(Deficit)
115,598
115,598
-
Gains/(losses) on investment
-
38,956
Transfers between funds
(223,789)
(223,789)
(476,211)
As at 31 December 2025
103,756
103,756
508,354
2024
£
2,400
14,785
17,185
2024
£
1,111,964
-
(43,016)
100,450
1,169,398
Total
Funds
£
1,157,556
115,598
38,956
(700,000)
612,110

The transfers between funds contain the £700,000 drawn from fixed asset investments, offset by the adjustment required into unrestricted funds for prior year funds misclassified as restricted. The fixed asset investments arose from an expendable endowment in their legal form, and therefore should be classified as unrestricted funds when realised, as stated in Note 11.

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TERRAVERDE CIO

NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

17. TAXATION

The charity is exempt from tax on income and gains falling within section 505 of the Taxes Act 1988 or section 252 of the Taxation of Chargeable Gains Act 1992, to the extent that these are applied to its charitable objectives.

18. EVENTS AFTER THE REPORTING PERIOD

There were no adjusting or non-adjusting events to report after the year-end.

19. RELATED PARTY TRANSACTIONS AND TRANSACTIONS WITH TRUSTEES

The Chair, James Armitage, was remunerated £20,000 for consulting towards providing a high calibre vision and specialised services, in driving Terraverde’s charitable activities. The Trustees agreed upon the remuneration, deciding it was more cost effective and efficient than engaging someone externally.

One of the trustees, Karl Coppack, was renumerated £9,000 in the financial year, for narration services.

20. CONTINGENT ASSETS AND LIABILITIES

There were no contingent assets or liabilities in the year.

21. GRANT MAKING

During the year, the charity provided grants to Rewilding Britain, Wildfowl & Wetlands Trust, Farms for City Children and the Garden Army CIC.

22. GROUP ACCOUNTING

Terraverde CIO has a 100% stake in a subsidiary (Terraverde CIO Solutions Limited), which was incorporated in June 2025. The subsidiary was dormant during the year to 31/12/25, and due to the combined group being small, an exemption from preparing consolidated accounts was utilised, pursuant to s.399 Charities Act 2011, and Regulation 25 of the Charities Regulations 2008. It is the intention of the charity that the subsidiary will generate trading revenue in future, which can support Terraverde CIO in its charitable purposes.

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