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Actis New GP Co Limited

Registered No. 07843110 — Directors’ Report and Financial Statements, Year ended 31 December 2025

Section 172(1) Statement

The Directors of Actis New GP Co Limited recognise the importance of conducting the company’s business in accordance with section 172(1) of the Companies Act 2006 and of acting in good faith to promote the success of the company.

In performing their duties, the Directors have had regard to the matters set out in section 172(1)(a) to (f), as summarised below.

The Directors give careful consideration to the long-term consequences of their decisions for the Company and its stakeholders. In making Board decisions, the Directors seek to ensure the Company’s continued effectiveness in supporting the wider Actis group, maintaining appropriate governance arrangements, and operating in a sustainable and responsible manner where relevant.

The Company has no direct employees; however, the Directors have due regard to the Company’s prominent role in promoting the interests of the Actis group as a whole. The Directors recognise that the Company’s activities have a material impact on the reputation of the Actis brand, which in turn influences the group’s ability to attract and retain high-quality personnel.

Given the nature and purpose of the Company, and its structural position within the Actis group, the Company undertook limited direct stakeholder engagement during the period. For a more detailed overview of how Actis’ engagements with key stakeholders at a group level, reference should be made to the Strategic Report of Actis UK Advisers Limited for the period ended 31 December 2025.

Although the Company’s direct environmental footprint is limited, the Directors remain mindful of the wider environmental and social impacts arising from the activities of the Actis group. Where appropriate, the Directors consider considerations relating to sustainability, responsible sourcing and alignment with the Actis group’s approach to environmental, social and governance (“ESG”) matters.

The Directors place strong emphasis on maintaining the Company’s reputation for high standards of business conduct. The Company operates within the Actis group’s governance, compliance and risk management framework, including adherence to applicable legal and regulatory requirements, anti-bribery and corruption standards, and policies relating to conflicts of interest.

With a single shareholder, the Directors consider that fairness is promoted through transparent reporting and governance arrangements, aligned with the Company’s long-term role and contribution within the Actis group. Matters of significance or concern are escalated in accordance with the Actis group’s established escalation policies, ensuring appropriate oversight, accountability and timely engagement at the relevant level.