43727958 2025-01-01 2025-12-31 43727958 2025-01-01 2025-12-31 2 43727958 2025-01-01 2025-12-31 memberOfBoardIdentifier_executive_board_1 43727958 2025-01-01 2025-12-31 memberOfBoardIdentifier_board_of_director_1 43727958 2025-01-01 2025-12-31 memberOfBoardIdentifier_board_of_director_2 43727958 2025-01-01 2025-12-31 memberOfBoardIdentifier_board_of_director_3 43727958 2025-01-01 2025-12-31 1 43727958 2024-01-01 2024-12-31 43727958 2025-12-31 43727958 2024-12-31 43727958 2025-01-01 fsa:ContributedCapitalMember 43727958 2025-01-01 fsa:SharePremiumMember 43727958 2025-01-01 fsa:ReserveForDevelopmentExpenditureMember 43727958 2025-01-01 fsa:RetainedEarningsMember 43727958 2025-01-01 43727958 2025-01-01 2025-12-31 fsa:ContributedCapitalMember 43727958 2025-01-01 2025-12-31 fsa:SharePremiumMember 43727958 2025-01-01 2025-12-31 fsa:ReserveForDevelopmentExpenditureMember 43727958 2025-01-01 2025-12-31 fsa:RetainedEarningsMember 43727958 2025-12-31 fsa:ContributedCapitalMember 43727958 2025-12-31 fsa:SharePremiumMember 43727958 2025-12-31 fsa:ReserveForDevelopmentExpenditureMember 43727958 2025-12-31 fsa:RetainedEarningsMember 43727958 2025-01-01 fsa:CompletedDevelopmentProjectsMember 43727958 2025-01-01 fsa:DevelopmentProjectsInProgressMember 43727958 2025-01-01 2025-12-31 fsa:CompletedDevelopmentProjectsMember 43727958 2025-01-01 2025-12-31 fsa:DevelopmentProjectsInProgressMember 43727958 2025-12-31 fsa:CompletedDevelopmentProjectsMember 43727958 2025-12-31 fsa:DevelopmentProjectsInProgressMember 43727958 2025-12-31 ClassOfSharesIdentifier_list_2 43727958 2025-12-31 ClassOfSharesIdentifier_list_3 43727958 2025-12-31 fsa:LongtermDeferredIncomeMember 43727958 2024-12-31 fsa:LongtermDeferredIncomeMember 43727958 2025-12-31 fsa:ShorttermDeferredIncomeMember 43727958 2024-12-31 fsa:ShorttermDeferredIncomeMember iso4217:DKK pure Årsrapport 33771231 PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab Strandvejen 44 2900 Hellerup 2025-01-01 2024-01-01 2025-12-31 2024-12-31 PricewaterhouseCoopers Statsautoriseret Revisionspartnerselskab 33771231 Regnskabsklasse B Revisionspåtegning true 2026-05-06 Christian Bonfils The Executive Board and Board of Directors have today considered and adopted the Annual Report of Oceanpass ApS for the financial year 1 January - 31 December 2025. The Annual Report is prepared in accordance with the Danish Financial Statements Act. In our opinion the Financial Statements give a true and fair view of the financial position at 31 December 2025 of the Company and of the results of the Company operations for 2025. We recommend that the Annual Report be adopted at the Annual General Meeting. Copenhagen 2026-05-06 Christian Bonfils CEO Rasmus Lund-Jacobsen Christian Bonfils Shanker Gopalakrishna Pillai Chairman To the shareholders of Oceanpass ApS Opinion In our opinion, the Financial Statements give a true and fair view of the financial position of the Company at 31 December 2025 and of the results of the Company’s operations for the financial year 1 January - 31 December 2025 in accordance with the Danish Financial Statements Act.We have audited the Financial Statements of Oceanpass ApS for the financial year 1 January - 31 December 2025, which comprise income statement, balance sheet, statement of changes in equity and notes, including a summary of significant accounting policies (”the Financial Statements”). Basis for Opinion We conducted our audit in accordance with International Standards on Auditing (ISAs) and the additional requirements applicable in Denmark. Our responsibilities under those standards and requirements are further described in the ”Auditor’s responsibilities for the audit of the Financial Statements” section of our report. We are independent of the Company in accordance with the International Ethics Standards Board for Accountants’ International Code of Ethics for Professional Accountants (IESBA Code) and the additional ethical requirements applicable in Denmark, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Management is responsible for the preparation of financial statements that give a true and fair view in accordance with the Danish Financial Statements Act, and for such internal control as Management determines 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, Management is responsible for assessing 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 in preparing the Financial Statements unless Management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. 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 and the additional requirements applicable in Denmark 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.As part of an audit conducted in accordance with ISAs and the additional requirements applicable in Denmark, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:Identify and assess the risks of material misstatement of the Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control.Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by Management.Conclude on the appropriateness of Management’s use of the going concern basis of accounting in preparing the Financial Statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.Evaluate the overall presentation, structure and contents of the Financial Statements, including the disclosures, and whether the Financial Statements represent the underlying transactions and events in a manner that gives a true and fair view.We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. Hellerup 2026-05-06 PricewaterhouseCoopersStatsautoriseret Revisionspartnerselskab 33771231 Flemming Eghoff Malene Hvidt Haslund State Authorised Public Accountant State Authorised Public Accountant mne30221 mne49078 Oceanpass ApS Kongens Nytorv 22, 2. 1050 København K 43727958 Copenhagen Strandvejen 44 2900 Hellerup -2626465 -1055883 1239709 145132 446413 95238 -4312587 -1296253 55929 1749 110749 1369 -4367407 -1295873 128996 -429140 -4496403 -866733 -4496403 -866733 3868951 904762 0 0 3868951 904762 3868951 904762 168890 92511 0 430505 168890 523016 207568 203486 376458 726502 4245409 1631264 122221 100000 0 0 3868951 904762 -3009332 246112 981840 1250874 1071428 0 1071428 0 82637 0 1655607 0 129821 0 109790 130390 214286 250000 2192141 380390 3263569 380390 4245409 1631264 100000 0 904762 246112 1250874 22221 4205148 0 0 4227369 0 0 3624888 -3624888 0 0 0 660699 -660699 0 0 0 0 -4496403 -4496403 0 -4205148 0 4205148 0 122221 0 3868951 -3009332 981840 The Company is in a start up phase and is still in the process of developing the platform to go to market. As such the Company has incurred negative cash flows for the year which is also expected in the coming year. To support operations, the Company has received a strong letter of support from the majority shareholder which is valid until the Company's Annual General Meeting in 2027. Based on the letter of support the Annual Report has been prepared under the assumption of going concern. The company's purpose is to operate within the development of independent maritime software and competitive management and operational platforms. 1154381 144228 72613 0 7332 904 5383 0 1239709 145132 2 1 446413 95238 446413 95238 0 -429140 128996 0 128996 -429140 1000000 0 0 3624888 3624888 -3624888 4624888 0 95238 0 660699 0 755937 0 3868951 0 The development project consists of costs incurred, aimed at developing the platform, which will be used to sell data regarding emission etc. from vessels. The platform form the basis of the Company's operations and will be aimed at new customers.As of the date of completion, capitalised development costs are amortised on a straight-line basis over the period of the expected economic benefit from the development work. The amortisation period is 7 year. DKK105,55516,666122,221 A-shares 105555 B-shares 16666 Payments due within 1 year are recognised in short-term debt. Other debt is recognised in long-term debt.The debt falls due for payment as specified below:Deferred income1,285,714250,000 214286 0 857142 0 1071428 0 214286 250000 Deferred income consists of payments received in respect of grants. Other contingent liabilitiesThe Danish group companies are jointly and severally liable for tax on the jointly taxed incomes etc of the Group. The total amount of corporation tax payable is disclosed in the Annual Report of CKG Holding ApS, which is the management company of the joint taxation purposes. Moreover, the Danish group companies are jointly and severally liable for Danish withholding taxes by way of dividend tax, tax on royalty payments and tax on unearned income. Any subsequent adjustments of corporation taxes and withholding taxes may increase the Company's liability.Other financial obligationsThe Company's other financial obligations are not material to the financial statements. The Annual Report of Oceanpass ApS for 2025 has been prepared in accordance with the provisions of the Danish Financial Statements Act applying to enterprises of reporting class B as well as selected rules applying to reporting class C.The accounting policies applied remain unchanged from last year.The Financial Statements for 2025 are presented in DKK.Adjustment of comparativesCertain comparison numbers has been reclassified for presentation purpose. The reclassification has no effect on the result after tax or total equity. Recognition and measurementRevenues are recognised in the income statement as earned. Furthermore, value adjustments of financial assets and liabilities measured at fair value or amortised cost are recognised. Moreover, all expenses incurred to achieve the earnings for the year are recognised in the income statement, including depreciation, amortisation, impairment losses and provisions as well as reversals due to changed accounting estimates of amounts that have previously been recognised in the income statement.Assets are recognised in the balance sheet when it is probable that future economic benefits attributable to the asset will flow to the Company, and the value of the asset can be measured reliably.Liabilities are recognised in the balance sheet when it is probable that future economic benefits will flow out of the Company, and the value of the liability can be measured reliably.Assets and liabilities are initially measured at cost. Subsequently, assets and liabilities are measured as described for each item below. RevenueRevenue related to license is recognized over the period in which the license is provided to the customer. Because the customer receives and consumes the benefits of the license provided as the Company performs, the performance obligation is satisfied over time. Revenue is recognized on a straight-line basis. Remaining revenue relating to future periods are deferred at year-end.Revenue is measured at the consideration received and is recognised exclusive of VAT and net of discounts relating to sales. Other external expensesOther external expenses comprise expenses for sales as well as office expenses, etc. Gross lossWith reference to section 32 of the Danish Financial Statements Act, gross profit/loss is calculated as a summary of revenue, other operating income and other external expenses. Staff costs include wages and salaries including compensated absence and pensions as well as other social security contributions etc. made to the entity's employees. Amortisation, depreciation and impairment lossesAmortisation, depreciation and impairment losses comprise amortisation and impairment of intangible assets. Other operating income and expensesOther operating income and other operating expenses comprise items of a secondary nature to the main activities of the Company, including gains and losses on the sale of intangible assets including public subsidies.Public subsidies, e.g. aid packages, are recognized when it is reasonably certain that the Company will comply with the conditions for receiving the subsidy, and it is reasonably certain that the group companies will receive the subsidy. The grant is systematically recognized in the profit and loss account over the period to which it relates or immediately if the grant is not conditional on the payment of future costs or investments. Public subsidies are recognized as other operating income, or in the balance sheet, if the subsidy is given for investment in an asset. Financial income and expenses are recognised in the income statement at the amounts relating to the financial year. Tax on profit/loss for the yearTax for the year consists of current tax for the year and changes in deferred tax for the year. The tax attributable to the profit for the year is recognised in the income statement, whereas the tax attributable to equity transactions is recognised directly in equity.The Company is jointly taxed with CKG Holding ApS. The tax effect of the joint taxation is allocated to enterprises in proportion to their taxable incomes. Intangible fixed assetsDevelopment projectsCosts of development projects comprise salaries, amortisation and other expenses directly or indirectly attributable to the Company’s development activities.Development projects that are clearly defined and identifiable and in respect of which technical feasibility, sufficient resources and a potential future market or development opportunity in the enterprise can be demonstrated, and where it is the intention to manufacture, market or use the project, are recognised as intangible assets. This applies if sufficient certainty exists that the value in use of future earnings can cover cost of sales, distribution and administrative expenses involved as well as the development costs.Development projects that do not meet the criteria for recognition in the balance sheet are recognised as expenses in the income statement as incurred.Capitalised development costs are measured at cost less accumulated amortisation and impairment losses or at a lower recoverable amount. An amount corresponding to the recognised development costs is allocated to the equity item 'Reserve for development costs'. The reserve comprises only development costs recognised in financial years beginning on or after 1 January 2016. The reserve is reduced by amortisation of and impairment losses on the development projects on a continuing basis.As of the date of completion, capitalised development costs are amortised on a straight-line basis over the period of the expected economic benefit from the development work. The amortisation period is 7 year. Impairment of fixed assetsThe carrying amounts of intangible assets are reviewed on an annual basis to determine whether there is any indication of impairment other than that expressed by amortisation.If so, the asset is written down to its lower recoverable amount. Receivables are measured in the balance sheet at the lower of amortised cost and net realisable value, which corresponds to nominal value less provisions for bad debts. Deferred tax assets and liabilitiesDeferred income tax is measured using the balance sheet liability method in respect of temporary differences arising between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes on the basis of the intended use of the asset and settlement of the liability, respectively.Deferred tax assets, including the tax base of tax loss carry-forwards, are measured at the value at which the asset is expected to be realised, either by elimination in tax on future earnings or by set-off against deferred tax liabilities within the same legal tax entity.Deferred tax is measured on the basis of the tax rules and tax rates that will be effective under the legislation at the balance sheet date when the deferred tax is expected to crystallise as current tax. Any changes in deferred tax due to changes to tax rates are recognised in the income statement or in equity if the deferred tax relates to items recognised in equity. Current tax receivables and liabilitiesCurrent tax liabilities and receivables are recognised in the balance sheet as the expected taxable income for the year adjusted for tax on taxable incomes for prior years and tax paid on account. Extra payments and repayment under the on-account taxation scheme are recognised in the income statement in financial income and expenses. Debts are measured at amortised cost, substantially corresponding to nominal value. Deferred incomeDeferred income comprises payments received in respect of grants.