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Registered number: 04883755















CAVENDISH CONSULTING GROUP LIMITED





ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2024


 
CAVENDISH CONSULTING GROUP LIMITED
 

COMPANY INFORMATION


Directors
S Pomeroy 
C Daruvalla 
R George 




Registered number
04883755



Registered office
8-10 Mansion House Place

London

EC4N 8BJ




Independent auditor
James Cowper Kreston Audit
Chartered Accountants and Statutory Auditor

Cumnor Hill

Oxford

Oxfordshire

OX2 9GG





 
CAVENDISH CONSULTING GROUP LIMITED
 

CONTENTS



Page
Group Strategic Report
1 - 3
Directors' Report
4 - 5
Independent Auditor's Report
6 - 9
Consolidated Statement of Comprehensive Income
10
Consolidated Balance Sheet
11 - 12
Company Balance Sheet
13
Consolidated Statement of Changes in Equity
14
Company Statement of Changes in Equity
15
Consolidated Statement of Cash Flows
16 - 17
Consolidated Analysis of Net Debt
18
Notes to the Financial Statements
19 - 44


 
CAVENDISH CONSULTING GROUP LIMITED
 

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2024

Introduction
 
The Directors present their strategic report of the Group for the year ended 31 March 2024.
These financial statements set out the consolidated results for Cavendish Consulting Group Limited for the year ended 31 March 2024. The prior period comparative results reflect the results of the Group for the 24 weeks from the acquisition of Cavendish Consulting Limited on 14 October 2022 to the date of the prior period financial statements, 31 March 2023.

Business review
 
The Group offers a fully integrated solution for public affairs, corporate communications, digital engagement and creative.
In the year to 31 March 2024 the Group continued to consolidate its position as a market leading public affairs and political communications consultancy. The Group (in respect of a 12 month comparative as set out in the consolidated financial statements of the subsidiary Cavendish Consulting Limited) enjoyed organic fee growth, strengthened its fee-earner teams, attracted new blue-chip clients and won further industry awards. Fees billed were £12.3 million (2023: £11.7 million [12-month comparative as set out in the consolidated financial statements of the subsidiary Cavendish Consulting Limited]) and earnings before interest, tax, depreciation, amortisation and exceptional items were £2.02 million (2023: £1.51 million [12-month comparative as set out in the consolidated financial statements of the subsidiary Cavendish Consulting Limited]).
On 21 March 2024 the Company purchased 632 Ordinary Shares of £1, 2.5% of its issued share capital, from a shareholder who has since retired from the business. On 29 March 2024 the Company issued 774 Ordinary Shares of £1 as part consideration for an acquisition (see below). The Company continues to be entirely owned and controlled by its management.
Crowd Technologies Limited
Crowd Technologies Limited has continued to develop its data intelligence and AI tool, Cavendish Insights; for the time being for internal use in adding value to client projects but with the future intention of offering paid subscriptions.
In February 2023 ‘X’ (formerly Twitter) announced new charges for partner data access which meant that 
SoCrowd, the social media management platform offered by Crowd Technologies Limited since 2011, ceased to be commercially viable. SoCrowd was withdrawn from the external market, the clients were referred to a former competitor, from whom introduction fees of £414,340 were received, and SoCrowd was repurposed as a political listening tool for a future release of Cavendish Insights.
On 28 March 2024 the subsidiary, Cavendish Consulting Limited, made a distribution in specie of the entire issued share capital of Crowd Technologies Limited at book value to Cavendish Consulting Group Limited.
Acquisition of MCE (N.I.) Ltd
On 28 March 2024, the Group (through Cavendish Consulting Limited) acquired MCE (N.I.) Ltd (‘MCE’), a Belfast-based public affairs and corporate communications agency with a satellite office in Dublin. Consideration was £1.8 million, which included loan notes that the vendors of MCE together exchanged for 3% of the enlarged issued share capital of Cavendish Consulting Group Limited. The transaction was part-funded with an additional £600,000 secured loan through Cavendish Consulting Group Limited acquisition funder.
In the 14-month period to March 2024, MCE had turnover of £1.49 million and made operating profits of £290,000 (these results are not consolidated in these financial statements as the acquisition took place on 28 March 2024). The Directors believe that the acquisition of MCE will allow the Group to extend its services into the island of Ireland, strengthen the Group’s national corporate communications offer and deliver cost reductions through group synergies.     
 
Page 1

 
CAVENDISH CONSULTING GROUP LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024


Hive up of subsidiaries
In June 2023 the Group rebranded and restructured to create and offer a fully integrated solution for public affairs, corporate communications, digital engagement and creative under the brand ‘Cavendish’. In the opinion of the Directors this simplification is proving beneficial in terms of the reputation and market positioning of the Cavendish Group and in the service it offers to clients.
During the year ended 31 March 2024, the Group reviewed its contract relationships with customers. Certain customer contracts were renewed in Cavendish Consulting Limited to further strengthen the Cavendish brand. In preparing these financial statements, the Directors assessed whether the trade and assets of its subsidiaries had been hived up in, in substance, due to the customer contracts and relationships transferring over time to Cavendish Consulting Limited.
The Directors have determined that at 31 March 2024, the trade of Liberty One Communications Limited had been hived up into Cavendish Consulting Limited.

Principal risks and uncertainties
 
The Board sees the principal risks and uncertainties facing the Group as follows:
Financial – the Group is price competitive and delivers its services at standard industry profit margins. Clients are typically blue-chip companies with a significant UK base, presenting minimal credit and foreign exchange risk and adhering to payment terms. 
Post-tax profits are the principal driver of liquidity and are a proxy for cash generation before debt service. A revolving credit facility is in place to fund the working capital cycle and cash flow fluctuations. The Group has managed its interest rate risk by fixing its borrowing rate through to October 2027. 
              
People – to deliver its services the Group requires high quality consultants across the political spectrum and at all levels. Recruitment, retention, training and employee wellbeing are high priorities. Retention is helped by 22 key employees being shareholders in the Company, which is 100% employee owned.
Political – political change brings new public policy and with it uncertainty and risk in terms of the impact on the sectors in which the Group operates and the services it offers. However housing, Fast-Moving Consumer Goods (FMCG) and renewable energy are welcome constants, and political change creates the opportunity for the Group to deliver advisory services to clients affected by it.   
 
Operational – the Group collects and uses personal data, delivers services that may include the use of AI, and faces the usual cybersecurity and business continuity threats. The Group invests in cloud-based technology infrastructure to manage its IT and business continuity risks, and has in place processes, policies, people and training to manage key compliance risks including the use of AI, the General Data Protection Regulation, the Bribery Act and the regulatory requirements of the public affairs sector including the PRCA Professional Charter and Public Affairs Code.

Page 2

 
CAVENDISH CONSULTING GROUP LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024

Financial key performance indicators
 
 
As the Company was dormant in the year ended 31 March 2022, the prior period Group results are representative from the acquisition date of Cavendish Consulting Limited on 14 October 2022 to 31 March 2023. Further information relating to the subsidiary entities for the 12 month period ended 31 March 2023 is disclosed in the financial statements of the company's subsidiary Cavendish Consulting Limited, company 03096503.
 
Financial key performance indicators for the Group are as follows:
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This report was approved by the board and signed on its behalf.



................................................
C Daruvalla
Director

Date: 22 October 2024

Page 3

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2024

The Directors present their report and the financial statements for the year ended 31 March 2024.

Directors

The Directors who served during the year were:

S Pomeroy 
C Daruvalla 
R George 

Directors' responsibilities statement

The Directors are responsible for preparing the Group Strategic Report, the Directors' Report and the consolidated financial statements in accordance with applicable law and regulations.
 
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 Company and the Group and of the profit or loss of the Group for that period.

 In preparing these financial statements, the Directors are required to:


select suitable accounting policies for the Group's financial statements and then apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.

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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Principal activity

The Group's principal activity is public affairs, government relations, corporate communications, marketing and digital consultancy.
The Company's principal activity is a holding company.

Results and dividends

The profit for the year, after taxation, amounted to £538,385 (2023 - loss 910,252).

During the year ended 31 March 2024, the Directors declared and paid a dividend of £100,215 (2023: £Nil).
On 9 May 2024, the Directors approved a final dividend in respect of the year ended 31 March 2024 of £150,006.

Matters covered in the Group Strategic Report

Certain matters are disclosed in the Strategic Report that would otherwise be disclosed in the Directors' Report.

Page 4

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024

Disclosure of information to auditor

Each of the persons who are Directors at the time when this Directors' Report is approved has confirmed that:
 
so far as the Director is aware, there is no relevant audit information of which the Company and the Group's auditor is unaware, and

the Director has taken all the steps that ought to have been taken as a Director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditor is aware of that information.

Post balance sheet events

There are no post balance sheet events.

Auditor

The auditor, James Cowper Kreston Auditwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





................................................
C Daruvalla
Director

Date: 22 October 2024

Page 5

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CAVENDISH CONSULTING GROUP LIMITED
 

Opinion


We have audited the financial statements of Cavendish Consulting Group Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 March 2024, which comprise the Consolidated Statement of Comprehensive Income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 March 2024 and of the Group's profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements 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 are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


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.


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's or the parent 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.


Our responsibilities and the responsibilities of the Directors with respect to going concern are described in the relevant sections of this report.


Page 6

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CAVENDISH CONSULTING GROUP LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's Report thereon. The Directors are responsible for the other information contained within the Annual ReportOur 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.


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:


the information given in the Group 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 Group Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.


Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Group and the parent Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Directors' Report.


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 parent Company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent Company financial statements are not in agreement with the accounting records and returns; or
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.


Responsibilities of Directors
 

As explained more fully in the Directors' Responsibilities Statement set out on page 4, 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 parent 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 parent Company or to cease operations, or have no realistic alternative but to do so.


Page 7

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CAVENDISH CONSULTING GROUP LIMITED (CONTINUED)


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 Group financial statements.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.
The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
The specific procedures for this engagement that we designed and performed to detect material misstatements in respect of irregularities, including fraud, were as follows:
 
Enquiry of management and those charged with governance around actual and potential litigation and  claims;
Reviewing minutes of meetings of those charged with governance;
Reviewing financial statement disclosures and testing to supporting documentation to assess compliance            with applicable laws and regulations;
Performing audit work over the risk of management override of controls, including testing of journal                 entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias;
Attending year-end audit meetings with the component auditor and inquiring of the component auditor if such component remains in compliance with laws and regulations and reviewing procedures carried out in respect of fraud assessment.


A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditor's Report.


Page 8

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF CAVENDISH CONSULTING GROUP LIMITED (CONTINUED)


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 2006Our 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.





Sue Staunton MA FCA CF (Senior Statutory Auditor)
  
for and on behalf of
James Cowper Kreston Audit
 
Chartered Accountants and Statutory Auditor
  
Cumnor Hill
Oxford
Oxfordshire
OX2 9GG

22 October 2024
Page 9

 
CAVENDISH CONSULTING GROUP LIMITED
 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024

2024
2023
Note
£
£

  

Turnover
 4 
14,323,380
5,944,086

Cost of sales
  
(8,122,536)
(3,622,649)

Gross profit
  
6,200,844
2,321,437

Administrative expenses
  
(4,183,325)
(1,685,210)

Depreciation and amortisation
 6 
(742,654)
(434,482)

Exceptional expenditure
 13 
(338,740)
(1,036,305)

Other operating income
 5 
414,340
-

Other operating charges
  
(187,630)
-

Operating profit/(loss)
 6 
1,162,835
(834,560)

Interest receivable and similar income
  
1,252
1

Interest payable and similar expenses
 10 
(406,518)
(197,637)

Profit/(loss) before taxation
  
757,569
(1,032,196)

Tax on profit/(loss)
 11 
(219,184)
121,944

Profit/(loss) for the financial year
  
538,385
(910,252)

Profit/(loss) for the year attributable to:
  

Owners of the parent Company
  
538,385
(910,252)

There was no other comprehensive income for 2024 (2023:£NIL).

The notes on pages 19 to 44 form part of these financial statements.

Page 10

 
CAVENDISH CONSULTING GROUP LIMITED
REGISTERED NUMBER: 04883755

CONSOLIDATED BALANCE SHEET
AS AT 31 MARCH 2024

2024
2023
Note
£
£

Fixed assets
  

Goodwill
 15 
5,713,639
5,133,241

Negative goodwill
 15 
(46,867)
-

Other intangible assets
 15 
639,227
396,722

Tangible assets
 16 
131,249
190,115

  
6,437,248
5,720,078

Current assets
  

Debtors: amounts falling due within one year
 18 
4,351,588
3,476,724

Cash at bank and in hand
 19 
1,331,330
946,931

  
5,682,918
4,423,655

Creditors: amounts falling due within one year
 20 
(4,483,848)
(3,603,943)

Net current assets
  
 
 
1,199,070
 
 
819,712

Total assets less current liabilities
  
7,636,318
6,539,790

Creditors: amounts falling due after more than one year
 21 
(4,536,604)
(4,105,552)

Provisions for liabilities
  

Deferred taxation
 24 
(12,611)
(43,202)

Provisions
 25 
(50,000)
(50,000)

  
 
 
(62,611)
 
 
(93,202)

Net assets
  
3,037,103
2,341,036


Capital and reserves
  

Called up share capital 
 26 
25,642
25,500

Share premium account
 27 
3,452,342
3,234,000

Capital redemption reserve
 27 
142,200
-

Share-based payment reserve
 27 
39,413
-

Profit and loss account
 27 
(622,494)
(918,464)

Equity attributable to owners of the parent Company
  
3,037,103
2,341,036

  
3,037,103
2,341,036


Page 11

 
CAVENDISH CONSULTING GROUP LIMITED
REGISTERED NUMBER: 04883755

CONSOLIDATED BALANCE SHEET (CONTINUED)
AS AT 31 MARCH 2024

The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


................................................
C Daruvalla
Director

Date: 22 October 2024

The notes on pages 19 to 44 form part of these financial statements.

Page 12

 
CAVENDISH CONSULTING GROUP LIMITED
REGISTERED NUMBER: 04883755

COMPANY BALANCE SHEET
AS AT 31 MARCH 2024

2024
2023
Note
£
£

Fixed assets
  

Investments
 17 
8,060,835
7,733,511

Current assets
  

Debtors: amounts falling due within one year
 18 
2,024,274
531,133

Cash at bank and in hand
 19 
5,724
404,997

  
2,029,998
936,130

Creditors: amounts falling due within one year
 20 
(1,129,139)
(1,072,306)

Net current assets/(liabilities)
  
 
 
900,859
 
 
(136,176)

Total assets less current liabilities
  
8,961,694
7,597,335

  

Creditors: amounts falling due after more than one year
 21 
(4,236,604)
(4,044,099)

  

Net assets
  
4,725,090
3,553,236


Capital and reserves
  

Called up share capital 
 26 
25,642
25,500

Share premium account
 27 
3,452,342
3,234,000

Capital redemption reserve
 27 
142,200
-

Share-based payment reserve
 27 
39,413
-

Profit and loss account
 27 
1,065,493
293,736

  
4,725,090
3,553,236


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 


................................................
C Daruvalla
Director

Date: 22 October 2024

The notes on pages 19 to 44 form part of these financial statements.

Page 13

 
CAVENDISH CONSULTING GROUP LIMITED
 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024


Called up share capital
Share premium account
Capital redemption reserve
Share-based payment reserve
Profit and loss account

£
£
£
£
£

At 1 April 2023
25,500
3,234,000
-
-
(918,464)



Profit for the year

-
-
-
-
538,385

Dividends: Equity capital
-
-
-
-
(100,215)

Shares issued during the year
774
359,910
-
-
-

Share buy-back
(632)
(141,568)
142,200
-
(142,200)

Share-based payment charge
-
-
-
39,413
-


At 31 March 2024
25,642
3,452,342
142,200
39,413
(622,494)


Total equity

£

At 1 April 2023
2,341,036



Profit for the year

538,385

Dividends: Equity capital
(100,215)

Shares issued during the year
360,684

Share buy-back
(142,200)

Share-based payment charge
39,413


At 31 March 2024
3,037,103



CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 April 2022
1,000
-
-
1,000



Loss for the year

-
-
(910,252)
(910,252)

Shares issued during the year
24,500
3,234,000
-
3,258,500

Other movement
-
-
(8,212)
(8,212)


At 31 March 2023
25,500
3,234,000
(918,464)
2,341,036


Page 14

 
CAVENDISH CONSULTING GROUP LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024


Called up share capital
Share premium account
Capital redemption reserve
Share-based payment reserve
Profit and loss account

£
£
£
£
£

At 1 April 2023
25,500
3,234,000
-
-
293,736



Profit for the year

-
-
-
-
1,014,172

Dividends: Equity capital
-
-
-
-
(100,215)

Shares issued during the year
774
359,910
-
-
-

Share buy-back
(632)
(141,568)
142,200
-
(142,200)

Share-based payment charge
-
-
-
39,413
-


At 31 March 2024
25,642
3,452,342
142,200
39,413
1,065,493


Total equity

£

At 1 April 2023
3,553,236



Profit for the year

1,014,172

Dividends: Equity capital
(100,215)

Shares issued during the year
360,684

Share buy-back
(142,200)

Share-based payment charge
39,413


At 31 March 2024
4,725,090



COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023


Called up share capital
Share premium account
Profit and loss account
Total equity

£
£
£
£

At 1 April 2022
1,000
-
-
1,000


Comprehensive income for the year

Profit for the year

-
-
293,736
293,736

Shares issued during the year
24,500
3,234,000
-
3,258,500


At 31 March 2023
25,500
3,234,000
293,736
3,553,236


The notes on pages 19 to 44 form part of these financial statements.

Page 15

 
CAVENDISH CONSULTING GROUP LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2024

2024
2023
£
£

Cash flows from operating activities

Profit/(loss) for the financial year
538,385
(910,252)

Adjustments for:

Share-based payment charge
39,413
-

Amortisation of intangible assets
647,728
391,918

Depreciation of tangible assets
94,926
42,062

Impairments of intangible assets
-
799,333

Loss on disposal of tangible assets
(400)
752

Interest paid
406,518
197,637

Interest received
(1,252)
(1)

Taxation charge
219,184
121,944

Decrease in debtors
30,456
1,219,721

Increase/(decrease) in creditors
188,380
(1,781,797)

Corporation tax (paid)
(108,000)
(44,466)

Net cash generated from operating activities

2,055,338
36,851


Cash flows from investing activities

Purchase of intangible fixed assets
(312,818)
(226,370)

Purchase of tangible fixed assets
(24,031)
(46,230)

Purchase of subsidiary undertakings, net of cash acquired
(925,328)
718,551

Payment of historical deferred/contingent consideration
(536,453)
-

Interest received
1,252
1

Net cash from investing activities

(1,797,378)
445,952

Cash flows from financing activities

Issue of shares
66,172
783,636

Purchase of shares
(142,200)
-

New secured loans/loan drawdowns
2,900,000
828,267

Repayment of loans
(2,200,000)
(779,138)

Transaction costs on loans
(25,000)
(171,000)

Dividends paid
(100,215)
-

Interest paid
(372,318)
(197,637)

Net cash used in financing activities
126,439
464,128

Net increase in cash and cash equivalents

384,399
946,931
Page 16

 
CAVENDISH CONSULTING GROUP LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2024


2024
2023

£
£



Cash and cash equivalents at beginning of year
946,931
-

Cash and cash equivalents at the end of year
1,331,330
946,931


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
1,331,330
946,931

1,331,330
946,931


The notes on pages 19 to 44 form part of these financial statements.

During the year ended 31 March 2024, the Company issued shares with a value of £294,512 as a transfer with nil cash consideration as part of the acquisition of MCE (N.I.) Ltd.
During the year ended 31 March 2023, the Company issued shares with a value of £2,474,864 as a transfer with nil cash consideration as part of the Group restructure.
During the year ended 31 March 2023, the Company secured loan facilities of £5,100,000. £4,271,733 of the facility was used to immediately settle other long-term debts and facilities and was not received into the Company.

Page 17

 
CAVENDISH CONSULTING GROUP LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 MARCH 2024





At 1 April 2023
Cash flows
Acquisition and disposal of subsidiaries
At 31 March 2024
£

£

£

£

Cash at bank and in hand

946,931

1,787,661

(1,403,262)

1,331,330

Debt due after 1 year

(3,645,841)

(651,534)

-

(4,297,375)

Debt due within 1 year

(513,564)

(212,328)

-

(725,892)


(3,212,474)
923,799
(1,403,262)
(3,691,937)

The notes on pages 19 to 44 form part of these financial statements.

Page 18

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

1.


General information

Cavendish Consulting Group Limited is a private limited company, incorporated and domiciled in England and Wales with registered number 04883755.
 
The Company's registered office is 8-10 Mansion House Place, London, England, EC4N 8BJ.
The Group and Company's principal activity is public affairs, government relations, corporate communications, marketing and digital consultancy.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements.

The financial statements are presented in pound Sterling, the functional currency of the Group and Company, and rounded to the nearest pound.

The following principal accounting policies have been applied:

 
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.
The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance Sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated Statement of Comprehensive Income from the date on which control is obtained. They are deconsolidated from the date control ceases.

Page 19

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.3

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

 
2.4

Operating leases: the Group as lessee

Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term.

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.5

Research and development

In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight line basis over their useful economic lives of 5 years.
If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.

 
2.6

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.7

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

Page 20

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.8

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in other creditors as a liability in the Balance Sheet. The assets of the plan are held separately from the Group in independently administered funds.

 
2.9

Share-based payments

Where share options are awarded to employees, the fair value of the options at the date of grant is charged to profit or loss over the vesting period. Non-market vesting conditions are taken into account by adjusting the number of equity instruments expected to vest at each balance sheet date so that, ultimately, the cumulative amount recognised over the vesting period is based on the number of options that eventually vest. Market vesting conditions are factored into the fair value of the options granted. The cumulative expense is not adjusted for failure to achieve a market vesting condition.
The fair value of the award also takes into account non-vesting conditions. These are either factors beyond the control of either party (such as a target based on an index) or factors which are within the control of one or other of the parties (such as the Group keeping the scheme open or the employee maintaining any contributions required by the scheme).
Where the terms and conditions of options are modified before they vest, the increase in the fair value of the options, measured immediately before and after the modification, is also charged to profit or loss over the remaining vesting period.
Where equity instruments are granted to persons other than employees, profit or loss is charged with fair value of goods and services received.

Page 21

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.10

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

 
2.11

Exceptional items

Exceptional items are transactions that fall within the ordinary activities of the Group but are presented separately due to their size or incidence.

 
2.12

Intangible assets

Goodwill

Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated Statement of Comprehensive Income over its useful economic life of 10 years.

Other intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

Page 22

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.13

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Long-term leasehold property
-
Straight line over remaining lease term
Fixtures and fittings
-
20%
Computer equipment
-
33%

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.14

Impairment of fixed assets and goodwill

Assets that are subject to depreciation or amortisation are assessed at each balance sheet date to determine whether there is any indication that the assets are impaired. Where there is any indication that an asset may be impaired, the carrying value of the asset (or cash-generating unit to which the asset has been allocated) is tested for impairment. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's (or CGU's) fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (CGUs). Non-financial assets that have been previously impaired are reviewed at each balance sheet date to assess whether there is any indication that the impairment losses recognised in prior periods may no longer exist or may have decreased.

 
2.15

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.16

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.17

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.


Page 23

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.18

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.19

Provisions for liabilities

Provisions are made where an event has taken place that gives the Group a legal or constructive obligation that probably requires settlement by a transfer of economic benefit, and a reliable estimate can be made of the amount of the obligation.
Provisions are charged as an expense to profit or loss in the year that the Group becomes aware of the obligation, and are measured at the best estimate at the balance sheet date of the expenditure required to settle the obligation, taking into account relevant risks and uncertainties.
When payments are eventually made, they are charged to the provision carried in the Balance Sheet.

 
2.20

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Group's Balance Sheet when the Group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other receivables, cash and bank balances, are initially measured at their transaction price including transaction costs and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
 
Page 24

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)


2.20
Financial instruments (continued)


Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other receivables due with the operating cycle fall into this category of financial instruments.

Impairment of financial assets

Financial assets are assessed for indicators of impairment at each reporting date. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.

Financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instruments any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other payables, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price after transaction costs. When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade payables are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade payables are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade payables are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Group transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Group will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Group's contractual obligations expire or are discharged or cancelled.

Page 25

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

2.Accounting policies (continued)

 
2.21

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements required Management to make judgements, estimates and assumptions that affect the application of accounting policies and reported amounts of assets, liabilities, income and expenses. Actual results may differ from the estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Estimates are based on historical experience and other assumptions that are considered reasonable in the circumstances. The actual amount of values may vary in certain instances from the assumption and estimates made.
Changes will be recorded, with corresponding effect in the Consolidated Statement of Comprehensive Income, when, and if, better information is obtained. 
Information about assumptions and estimation uncertainties that have the most significant effect on recognition and measurement of assets, liabilities, income and expenses is provided below:
Business combinations and goodwill
The Company/Group accounts for business combinations using the acquisition method of accounting. The costs of the business combination are measured as the aggregate of the fair values of assets given, liabilities incurred or assumed and equity instruments issued. The determination of fair value requires Management to make estimations that include internal and market data. Any variation in estimation would have an impact on the resulting goodwill arising on consolidation.
Goodwill is determined as the consideration paid, plus the fair value of any shareholding held prior to obtaining control, plus non-controlling interest and less the fair value of the identifiable assets and liabilities of the acquiree.
Goodwill is amortised over the useful economic life of 10 years. Management review the useful economic life of goodwill annually and revise the estimate if conditions exist that indicate a change in the useful economic life of the acquired company.
Hive up of subsidiaries
In June 2023 the group rebranded and restructured to create and offer a fully integrated solution for public affairs, corporate communications, digital engagement and creative under the brand ‘Cavendish’. In the opinion of the Directors this simplification is proving beneficial in terms of the reputation and market positioning of the Cavendish Group and in the service it offers to clients.
During the year ended 31 March 2024, the Group reviewed its contract relationships with customers. Certain customer contracts were renewed in Cavendish Consulting Limited to further strengthen the Cavendish brand. In preparing these financial statements, the Directors assessed whether the trade and assets of its subsidiaries had been hived up, in substance, due to the customer contracts and relationships transferring over time to Cavendish Consulting Limited.
The Directors have determined that at 31 March 2024, the trade of Liberty One Communications Limited had been hived up into Cavendish Consulting Limited.
 
Page 26

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

3.Judgements in applying accounting policies (continued)

Impairment of intangible assets
Management assesses its capitalised development expenditure and other intangible assets for impairment on an ongoing basis. In determining whether an impairment loss should be recorded in the Consolidated Statement of Comprehensive Income, Management makes judgements as to whether there is observable data indicating a measurable decrease in the estimated future cash flows of that intangible asset.
Recoverability of amounts owed by group undertakings
The Company considers amounts owed by group undertakings annually and estimates the provision for doubtful debts. In determining this, assumptions and estimates are made in relation to the likelihood of monies being recovered based on the plans of the Group.
Fair value of contingent consideration
Management recognise a liability at the year-end for future consideration payable in respect of acquired subsidiaries achieving pre-defined metrics. Management make judgements as to whether the pre-defined metrics will be achieved in the future and recognise a liability at the best estimate of fair value.
Recognition of deferred tax asset
The Group has £1,079,807 (2023: £1,321,411) of unutilised taxable losses at 31 March 2024. The Directors have not recognised a deferred tax asset at 31 March 2024 in respect of these taxable losses due to the inherent uncertainties over the point of recognition of future taxable profits in the Group subsidiary these relate to.


4.


Turnover

An analysis of turnover by class of business is as follows:


2024
2023
£
£

Client fees
12,299,019
5,192,521

Recharged expenses
1,805,807
246,165

Technology licenses
218,554
505,400

14,323,380
5,944,086


Analysis of turnover by country of destination:

2024
2023
£
£

United Kingdom
14,323,380
5,944,086


Page 27

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

5.


Other operating income

2024
2023
£
£

Other income from sale of contracts
414,340
-


In February 2023 ‘X’ (formerly Twitter) announced new charges for partner data access which meant that SoCrowd, the social media management platform offered by Crowd Technologies Limited since 2011, ceased to be commercially viable. SoCrowd was withdrawn from the external market, the clients were referred to a former competitor, from whom introduction fees of £414,340 were received, and SoCrowd was repurposed as a political listening tool for a future release of Cavendish Insights.


6.


Operating profit/(loss)

The operating profit/(loss) is stated after charging:

2024
2023
£
£

Tangible fixed assets - depreciation
94,926
42,062

Intangible fixed assets - amortisation
647,728
391,918

Operating lease rentals - equipment
18,737
11,400

Operating lease rentals - buildings
505,329
244,255

Impairment of intangible fixed assets
-
799,333


7.


Auditor's remuneration

During the year, the Group obtained the following services from the Company's auditor:


2024
2023
£
£

Fees payable to the Group's auditor for the audit of the consolidated and parent Company's financial statements
30,500
27,750

Tax advisory services
10,500
11,750

Other accounting services
17,575
11,500

Page 28

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

8.


Employees

Staff costs, including Directors' remuneration, were as follows:


Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£


Wages and salaries
6,243,516
2,555,662
-
-

Social security costs
579,490
253,626
-
-

Cost of defined contribution scheme
151,329
65,581
-
-

6,974,335
2,874,869
-
-


The average monthly number of employees, including the Directors, during the year was as follows:



Group
Group
Company
Company
        2024
        2023
        2024
        2023
            No.
            No.
            No.
            No.









Directors
3
2
3
2



Technology
7
14
-
-



Fee earners
103
105
-
-



Central
21
13
-
-



Marketing
5
5
-
-

139
139
3
2


9.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
227,680
264,995

Group contributions to defined contribution pension schemes
9,000
7,896

236,680
272,891


During the year retirement benefits were accruing to 3 Directors (2023 - 3) in respect of defined contribution pension schemes.

The highest paid Director received remuneration of £132,500 (2023 - £131,217).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid Director amounted to £4,500 (2023 - £3,829).

Key management personnel consists of the Directors.
Directors are remunerated through other Group companies.

Page 29

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

10.


Interest payable and similar expenses

2024
2023
£
£


Bank interest payable
-
1,003

Other loan interest payable
372,318
190,585

Release of financial instrument transaction costs
34,200
-

Other interest payable
-
6,049

406,518
197,637


11.


Taxation


2024
2023
£
£

Corporation tax


Current tax on (loss)/profit for the year
252,179
(141,101)

Adjustments in respect of previous periods
-
(1)


252,179
(141,102)


Total current tax
252,179
(141,102)

Deferred tax


Origination and reversal of timing differences
(32,995)
19,158

Total deferred tax
(32,995)
19,158


Tax on profit/(loss)
219,184
(121,944)
Page 30

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
 
11.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2023 - higher than) the standard rate of corporation tax in the UK of 25% (2023 - 19%). The differences are explained below:

2024
2023
£
£


Profit/(loss) on ordinary activities before tax
757,569
(1,032,196)


Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 19%)
189,392
(196,117)

Effects of:


Expenses not deductible for tax purposes
156,812
57,215

Capital allowances for year in excess of depreciation
990
(6,135)

Remeasurement of deferred tax for changes in tax rates
-
(12,376)

Movement in deferred tax not recognised
(127,919)
154,288

Adjustments to tax charge in respect of prior periods
-
(1)

Other timing differences leading to an increase (decrease) in taxation
9
(118,243)

Non-taxable income
(100)
(575)

Total tax charge for the year
219,184
(121,944)

The Group has £1,079,807 (2023: £1,321,411) of unutilised taxable losses at 31 March 2024. The Directors have not recognised a deferred tax asset at 31 March 2024 in respect of these taxable losses due to the inherent uncertainties over the point of recognition of future taxable profits in the Group subsidiary these relate to.


12.


Dividends

2024
2023
£
£


Dividends paid
100,215
-

Page 31

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

13.


Exceptional items

2024
2023
£
£


Impairment of intangible assets
-
799,333

Group restructure expenses
338,740
225,167

Other exceptional expenditure
-
11,805

At 31 March 2023, the Directors reviewed the carrying value of capitalised development costs and identified an impairment charge of £799,333 (2022: £Nil). No impairment was recognised during the year ended 31 March 2024.


14.


Parent company profit for the year

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of Comprehensive Income in these financial statements. The profit after tax of the parent Company for the year was £1,014,172 (2023 - £293,736).


15.


Intangible assets

Group





Development expenditure
Trademarks
Goodwill
Negative goodwill
Total

£
£
£
£
£



Cost


At 1 April 2023
1,279,957
45,156
5,453,227
(57,126)
6,721,214


Additions
295,496
17,322
1,110,946
-
1,423,764



At 31 March 2024

1,575,453
62,478
6,564,173
(57,126)
8,144,978



Amortisation


At 1 April 2023
928,391
-
266,094
(3,234)
1,191,251


Charge for the year
70,313
-
584,440
(7,025)
647,728



At 31 March 2024

998,704
-
850,534
(10,259)
1,838,979



Net book value



At 31 March 2024
576,749
62,478
5,713,639
(46,867)
6,305,999



At 31 March 2023
351,566
45,156
5,187,133
(53,892)
5,529,963



The Parent Company does not own intangible assets.

Page 32

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

16.


Tangible fixed assets

Group






Long-term leasehold property
Fixtures and fittings
Computer equipment
Total

£
£
£
£



Cost or valuation


At 1 April 2023
26,484
43,767
160,885
231,136


Additions
-
6,988
17,043
24,031


Acquisition of subsidiary
-
12,029
-
12,029



At 31 March 2024

26,484
62,784
177,928
267,196



Depreciation


At 1 April 2023
1,456
4,767
34,798
41,021


Charge for the year on owned assets
5,084
12,783
77,059
94,926



At 31 March 2024

6,540
17,550
111,857
135,947



Net book value



At 31 March 2024
19,944
45,234
66,071
131,249



At 31 March 2023
25,028
39,000
126,087
190,115

The Parent Company does not own tangible fixed assets.

Page 33

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

17.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 April 2023
7,733,511


Additions
287,911


Group share-based payment arrangement movement
39,413



At 31 March 2024

8,060,835






Net book value



At 31 March 2024
8,060,835



At 31 March 2023
7,733,511


18.


Debtors

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£


Trade debtors
3,154,816
2,598,370
-
-

Amounts owed by group undertakings
-
-
2,024,274
531,133

Other debtors
489,978
504,753
-
-

Prepayments and accrued income
659,201
373,601
-
-

Tax recoverable
47,593
-
-
-

4,351,588
3,476,724
2,024,274
531,133


Included in amounts owed by group undertakings are loan notes totalling £360,684 issued in respect of the acquisition of MCE (N.I.) Ltd by Cavendish Consulting Limited. These loan notes are unsecured and interest bearing at a rate of 4% and are repayable on demand.
Other amounts owed by group undertakings are unsecured, non-interest bearing and repayable on demand.

Page 34

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

19.


Cash and cash equivalents

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Cash at bank and in hand
1,331,330
946,931
5,724
404,997



20.


Creditors: Amounts falling due within one year

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Other loans
748,384
513,564
748,384
513,564

Trade creditors
881,698
424,509
-
-

Contingent and deferred consideration
379,316
475,000
300,000
475,000

Corporation tax
205,958
-
-
-

Other taxation and social security
1,230,828
1,111,452
-
-

Other creditors
103,926
94,476
-
-

Accruals and deferred income
933,738
984,942
80,755
83,742

4,483,848
3,603,943
1,129,139
1,072,306


Contingent consideration of £79,316 at 31 March 2024 represents future consideration payable on the acquisition of MCE (N.I.) Limited in the year ended 31 March 2024.
Deferred consideration of £300,000 at 31 March 2024 represents future consideration payable on the acquisition of Cavendish Consulting Limited in the year ended 31 March 2023. This deferred consideration is payable on 31 July 2025.
Deferred consideration of £475,000 at 31 March 2023 represented future consideration payable on the acquisition of Cavendish Consulting Limited in the year ended 31 March 2023. This deferred consideration was paid on 31 December 2023.
See note 22 for details on other loans.

Page 35

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

21.


Creditors: Amounts falling due after more than one year

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Other loans
4,236,604
3,744,099
4,236,604
3,744,099

Contingent and deferred consideration
300,000
361,453
-
300,000

4,536,604
4,105,552
4,236,604
4,044,099


Contingent consideration of £300,000 at 31 March 2024 represents future consideration payable on the acquisition of MCE (N.I.) Limited in the year ended 31 March 2024. This contingent consideration is payable in equal installments in 2025 and 2026.
See note 22 for details on other loans.


22.


Loans


Analysis of the maturity of loans is given below:


Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Amounts falling due within one year

Other loans
748,384
513,564
748,384
513,564

Amounts falling due 1-2 years

Other loans
748,385
513,564
748,385
513,564

Amounts falling due 2-5 years

Other loans
3,488,219
3,230,535
3,488,219
3,230,535


4,984,988
4,257,663
4,984,988
4,257,663


Other loans represents a loan received from external parties in support of the Group restructure completed on 14 October 2022 and settlement of existing bank loans and other external lending facilities, and a revised and extended new loan received from this external party in support of the Group acquisition on 28 March 2024. These loans payable are in respect of the following:
Facility A - repayable over 5 years from the date of drawdown of the loan;
Facility B - repayable in one installment 5 years from the date of drawdown of the loan;
Revolving facility - repayable in one installment 3 years from the date of drawdown of the loan;
Facility D - repayable from the date of drawdown of the loan to 14 October 2027.
The total loan facility is interest bearing at a rate of 8.5%-10.75% per annum and contains a fixed and floating charge over the assets of the Group.

Page 36

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

23.


Financial instruments

Group
Group
Company
Company
2024
2023
2024
2023
£
£
£
£

Financial assets

Cash
1,331,330
946,931
5,724
404,997

Financial assets measured at amortised cost
3,644,794
3,459,359
2,024,274
531,133

4,976,124
4,406,290
2,029,998
936,130


Financial liabilities

Financial liabilities measured at amortised cost
8,149,067
6,079,105
5,095,743
5,116,405

Financial liabilities measured at fair value through profit or loss
379,316
-
-
-

8,528,383
6,079,105
5,095,743
5,116,405


Financial assets measured at amortised cost comprise trade debtors, other debtors (excluding corporation tax) and amounts owed by group companies (Parent Company only).


Financial liabilities measured at amortised cost comprise other loans, trade creditors, deferred consideration, other creditors and accruals.


Other financial liabilities measured at fair value through profit and loss comprise contingent consideration.

Page 37

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

24.


Deferred taxation


Group



2024


£






At beginning of year
(43,202)


Charged to profit or loss
32,995


Arising on business combinations
(2,404)



At end of year
(12,611)

Group
Group
2024
2023
£
£

Accelerated capital allowances
(12,611)
(43,202)

(12,611)
(43,202)


25.


Provisions


Group



Dilapidation provision

£





At 1 April 2023
50,000



At 31 March 2024
50,000

Dilapidation provisions represent the Directors' best estimate of future costs to be incurred on terminations of leases in the Group. The provision is expected to be utilised at the end of each respective lease in the Group.

Page 38

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

26.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



25,642 (2023 - 25,500) Ordinary shares of £1.00 each
25,642
25,500


On 28 March 2024, the Company entered into the following share transactions:
Issue of 142 Ordinary shares of £1 each for a total consideration of £66,172;
Issue of 632 Ordinary shares of £1 each for a total consideration of £294,512;
Buy-back of 632 Ordinary shares of £1 for a total purchase price of £142,200.
Ordinary shares entitle each holder to one vote per share and the rights to participate in distributions.


27.


Reserves

Share premium account

The share premium account represents the amounts received for shares in issue above the nominal value of share capital.

Capital redemption reserve

The capital redemption reserve represents amounts transferred following the purchase of the Company's own shares.

Share-based payment reserve

The share-based payment reserve represents the cumulative charge in respect of share-based payment arrangements.

Profit and loss account

The profit and loss account is the Group's accumulated retained profits or losses as at the year end.

Page 39

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

28.


Share-based payments

During the year ended 31 March 2024, Cavendish Consulting Group Limited granted 2,201 EMI share options to employees of Cavendish Consulting Limited. The fair values of employee options granted are measured at the date of grant by the use of a Black-Scholes pricing model, the assumptions used in the model varying depending on the date of grant and vesting period. The inputs used in the Black-Scholes model are further detailed below.
All options have a maximum term of 10 years from date of grant and are settled in equity upon exercise. No options expired in the year. The vesting conditions of all EMI options in the Company are conditional on Cavendish Consulting Group Limited achieving an Exit.

Weighted average exercise price (pence)
2024
Number
2024

Granted during the year

13,300

2,201

Forfeited during the year

13,300

(71)

Outstanding at the end of the year
13,300

2,130


2024

Option pricing model used


Black-Scholes

Weighted average share price (pence)


22,500

Exercise price (pence)


13,300

Weighted average contractual life (days)


1,577

Expected volatility


10.96%

Risk-free interest rate


3.9%


2024
£


Equity-settled schemes
39,413

Page 40

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

29.
 

Business combinations

On 28 March 2024, the Group acquired a 100% shareholding in MCE (N.I.) Limited.
On 28 March 2024, the Company acquired a 100% direct shareholding in Crowd Technologies Limited as part of a group reorganisation for a total consideration of £287,911, to be paid through intercompany accounts. This business combination was acquired via a distribution in specie from Cavendish Consulting Limited. The consideration was equal to the book value of the net assets acquired. 

Acquisition of MCE (N.I.) Limited

Recognised amounts of identifiable assets acquired and liabilities assumed

Book value
Fair value
£
£

Fixed Assets

Tangible
12,029
12,029

12,029
12,029

Current Assets

Debtors
857,727
857,727

Cash at bank and in hand
133,191
133,191

Total Assets
1,002,947
1,002,947

Creditors

Due within one year
(312,970)
(312,970)

Deferred taxation
(2,404)
(2,404)

Total Identifiable net assets
687,573
687,573


Goodwill
1,110,946

Total purchase consideration
1,798,519

Consideration

£


Cash
400,000

Other cash consideration - third party loan support
600,000

Debt instruments - loan notes
360,684

Contingent consideration
379,316

Directly attributable costs
58,519

Total purchase consideration
1,798,519

Page 41

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

29.Business combinations (continued)

Cash outflow on acquisition

£


Purchase consideration settled in cash, as above
1,000,000

Directly attributable costs
58,519

1,058,519

Less: Cash and cash equivalents acquired
(133,191)

Net cash inflow on acquisition
925,328

The goodwill arising on acquisition is attributable to the profitability of the acquired business. It will not be deductible for tax purposes.
As MCE (N.I.) Limited was acquired on 28 March 2024, there is no turnover or profit/(loss) recognised in these consolidated financial statements from this acquired subsidiary.


30.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group  in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £151,329 (2023 - £65,581) . Contributions totalling £55,419 (2023 - £50,413) were payable to the fund at the balance sheet date and are included in creditors.


31.


Commitments under operating leases

At 31 March 2024 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2024
2023
£
£

Not later than 1 year
232,595
276,040

Later than 1 year and not later than 5 years
114,487
178,040

347,082
454,080
The Company had no commitments under non-cancellable operating leases at the balance sheet date.

Page 42

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

32.


Related party transactions

The Company and Group has taken advantage of the disclosure exemption under Section 33.1A of FRS 102 not to disclose transactions entered into between two or more 100% owned group companies.
During the year ended 31 March 2024, the Group incurred costs for Director services of £29,400 with Directors of the Group (2023: £83,224). At the year-end, £16,800 was outstanding in creditors (2023: £4,682).
During the year ended 31 March 2024, two Directors of the Company purchased 26 Ordinary shares of £1 each for a total consideration of £12,306.
At 31 March 2024, £300,000 is payable in respect of deferred consideration to a Director as a result of the group restructure during the year ended 31 March 2023 (2023: £600,000).


33.


Controlling party

The Directors do not consider there to be one ultimate controlling party.

Page 43

 
CAVENDISH CONSULTING GROUP LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024

34.



Subsidiary undertakings





The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Cavendish Consulting Limited
8-10 Mansion House Place Mansion House Place, London, England, EC4N 8BJ
Ordinary
100%
BECG Limited
8-10 Mansion House Place Mansion House Place, London, England, EC4N 8BJ
Ordinary
100%
Built Environment Communications Group Limited
8-10 Mansion House Place Mansion House Place, London, England, EC4N 8BJ
Ordinary
100%
Remarkable Group Limited
8-10 Mansion House Place Mansion House Place, London, England, EC4N 8BJ
Ordinary
100%
Cavendish Advocacy Limited
8-10 Mansion House Place Mansion House Place, London, England, EC4N 8BJ
Ordinary
100%
Liberty One Communications Limited
Spaces, 1 West Regent Street, Glasgow, Scotland, G2 1RW
Ordinary
100%
Crowd Technologies Limited
8-10 Mansion House Place Mansion House Place, London, England, EC4N 8BJ
Ordinary
100%
MCE (N.I.) Limited
16 Mount Charles, Belfast, BT7 1NZ
Ordinary
100%












The Companies Cavendish Advocacy Limited, Liberty One Communications Limited and Crowd Technologies Limited, indirectly wholly-owned subsidiaries of Cavendish Consulting Group Limited, and registered in England and Wales under numbers 04774407, SC537118, 07055592 respectively, are exempt from the requirement of the Companies Act 2006 in relation to the audit of individual annual financial statements by virtue of Section 479A and Section 479C of the Companies Act 2006.

Page 44