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Registered number: 07077954










BABINGTON BUSINESS LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 JULY 2024

 
BABINGTON BUSINESS LIMITED
 

COMPANY INFORMATION


Directors
J Bramley 
T Smith 
M Basham (resigned 8 February 2024)
M Blackburn (appointed 8 February 2024, resigned 10 June 2024)




Registered number
07077954



Registered office
55 Colmore Row

Birmingham

B3 2AA




Independent auditors
PKF Smith Cooper Audit Limited

1 Prospect Place

Millenium Way

Derby

DE24 8HG





 
BABINGTON BUSINESS LIMITED
 

CONTENTS



Page
Group Strategic Report
1 - 4
Directors' Report
5 - 8
Independent Auditors' Report
9 - 12
Consolidated Statement of Comprehensive Income
13
Consolidated Balance Sheet
14
Company Balance Sheet
15
Consolidated Statement of Changes in Equity
16
Company Statement of Changes in Equity
17
Consolidated Statement of Cash Flows
18
Notes to the Financial Statements
19 - 34


 
BABINGTON BUSINESS LIMITED
 

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 JULY 2024

The Directors present the Strategic Report of Babington Business Limited (the "Group") for the year ended 31 July 2024. The principal activity of the Company is an investment holding company.
Principal activities of the business
Babington seeks to develop better futures for organisations, individuals and the communities in which we operate. We seek to achieve this by supporting organisations and individuals unlock potential and perform at their very best.
The Group  is a national training provider, delivering apprenticeships and commercial training across the UK funded by the Government through the Education and Skills Funding Agency (“ESFA”), Skills Development Scotland (“SDS”) and via a subcontracting agreement, the Department for the Economy Northern Ireland.
Although we’re one of the largest and most established apprenticeship providers in the UK, we’re also an organisation of learning experts. Our national delivery and learner support teams have a diverse range of both education and industry backgrounds, allowing them to draw upon technical expertise and practical experience to provide optimal training solutions and learner engagement.
All Babington’s accredited programmes take a learner-centred and people-focused approach, ensuring active participation in new learning and sought-after skills are well developed. Through hands on activities, collaborative projects and high quality facilitated learning Babington equip learners with the necessary skills and competencies to excel within their respective roles and future careers.
Business review
During the year ended 31 July 2024, the financial performance of the Group was challenged across each of the Group financial key performance indicators:
• Turnover reduced by 19.9% (£4.5m) from £2332m in FY23 to £18.6m in FY24;
• Gross margin remained broadly unchanged at 30% in FY24, compared to 31% in FY23; and
EBITDA (adjusted for one-off restructuring activities) improved by 62.3% (£1.9m) from £(3.0)m in FY23 to £(1.3)m in FY24.
In June 2023, in response to the worsening financial performance of the Group, the business commenced an extensive programme of activities to restructure business operations to increase focus, innovation and operational best practice aligned to a streamlined set of core apprenticeship programmes.
 
Whilst the end-to-end programme of restructuring activities is not expected to be completed until early 2026, initial steps taken in June and July 2023 saw the organisation simplify, strengthen and refocus its operations to deliver market-leading learning experiences to support critical skills development aligned to market demand.
As a result, the organisational restructure saw the Group focus on apprenticeships, professional qualifications and commercial programmes across five professional service specialisms: Accountancy, HR and L&D; Leadership & Management, Data and IT, and Business Administration and Customer Services.
Consequently, Babington exited its existing Adult Education Budget (“AEB”) portfolio, including its digital skills bootcamps and sector work academy programme (“SWAP”) courses, as well as its England apprenticeships training offering within Property Services, Financial Services and Insurance; and Retail Apprenticeship Standards.
Despite the move to exit certain Apprenticeship Standards, Babington has remained committed to safeguard and ensure continuity for all current and committed learners across affected programmes.

Page 1

 
BABINGTON BUSINESS LIMITED
 

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

Business review - continued
 
During the year ended 31 July 2024, both the Operational Improvement Plan and Financial Turnaround Plan were significantly progressed. With fifty years’ experience delivering high-impact learning programmes, the business leveraged its deep foundations, passionate colleagues and quality programmes to successfully execute the planned restructuring activities and return the business to positive and sustainable profitability and growth.
 
As a result of these activities, the Group’s operating loss for the year ended 31 July 2024 reduced by 47.8% (adjusting for one-off restructuring costs) and the Company returned to sustainable profitability and cash generation in Q4 FY24. 
 
As a result of restructuring activities outlined above, overall revenue reduced by 19.6%:
 
62% of the year-on-year reduction in revenue is attributable to the exit of its Adult Education Budget (“AEB”) portfolio, including its digital skills bootcamps and sector work academy programme (“SWAP”) courses; and
 
38% of the year-on-year reduction in revenue is attributable to the cessation of England apprenticeships training offering within Property Services, Financial Services and Insurance; and Retail Apprenticeship Standards; partially offset by 9% growth in Continuing England apprenticeships training and 4% growth in Continuing Devolved Nations apprenticeships training.
 
Alongside the purposeful and managed reduction in revenue, successful implementation of the Operational Improvement Plan, supported by a restructure of the Group ’s central service departments, resulted in a 6.9ppts uplift to underlying EBITDA (adjusting for one-off restructuring costs). 
 
This uplift in underlying financial performance was delivered alongside improvements to Apprenticeship Learner Outcomes (i.e. Qualification Achievement Rates) and Apprenticeship Learner Retention Rates, as well as uplifts to both Customer and Employee satisfaction scores. 
 
As part of the restructuring plan, in September 2023, aligned to Babington’s commitment to safeguard and ensure continuity for all current and committed learners across affected programmes, Babington entered into an agreement with Davies Group that saw all existing customers and learners in affected Financial Services and Insurance Apprenticeship Standards offered the option to transfer and complete their learning with Davies.
 
In January 2024, the Office for Standards in Education (“Ofsted”) awarded Babington ‘Good’ across all five core inspection categories: Quality of education, Behaviour and Attitudes, Personal Development, Leadership and Management and Apprenticeships. 
 
Subsequently, Babington received Satisfactory gradings from both an ESFA Funding Assurance Review and SDS Funding Compliance Review conducted in 2024.
 
Also in January 2024, the Group restructured its approach to curriculum design and programme delivery; adopting a learner centric approach with the stated objectives of improving learner engagement and application of knowledge, as well as improved contextualisation of curriculum within workplace settings; to uplift both the academic and practical outcomes of Apprenticeship learning for both learners and their employers. By January 2025, 55% of Babington’s Apprenticeship programmes have commenced redesign and relaunch of curriculum materials under the new design principles; whilst 100% of Babington’s Apprenticeship programmes have seen their delivery and learner support approach adapted to the revised approach.
 
Following successful implementation of the Operational Improvement Plan and restructure of both Central Services and Programme Development departments, Babington’s Customer Engagement team was also restructured in Jul-24, transitioning the team to industry aligned verticals to better support Babington’s customers and support them to develop tailored strategies to address their learning and development requirements through a blend of funded and commercial solutions. 

Page 2

 
BABINGTON BUSINESS LIMITED
 

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

Post balance sheet events
 
In November 2024, Babington was notified by ESFA of investigations relating to funding received in the academic years 2019/20 and 2020/21 for traineeship provision that Babington had subcontracted to third-party providers. The investigation relates to claims of learner data manipulation and recycled learner details by subcontractor providers. 
As Babington is the primary contracting party with ESFA, any funds recovery / clawback for subcontractor errors or wrongdoing, would be claimed against Babington. At the current time, ESFA investigations have not been concluded, however the total funding received under the traineeship agreements for provision subcontracted to the third-parties under investigation is held on balance sheet as a provision and relevant insurers have been notified. 

Future Developments
 
Despite the financial challenges, the business continues to invest for the long-term and the Directors do not envisage any material change to the Group’s principal activities. As such, the financial statements have been prepared on a going concern basis as set out in the Directors’ Report. 
With fifty years’ experience delivering high-impact learning programmes, the business is leveraging its deep foundations, passionate colleagues and quality programmes to successfully execute the planned restructuring activities and return the business to positive and sustainable profitability and growth. 

Key performance indicators
 
The performance of the business is monitored at various levels through a range of operational, commercial and financial metrics. Detailed management financial statements are produced on a monthly basis; analysed by individuals, teams and departments with accountability for the performance.
The key financial performance measures considered by the Board and management are turnover, gross profit, gross margin, EBITDA and Free Cash Flow (“FCF”).
To contextualise the financial performance of the business, other non-financial key performance indicators are monitored by the business, including (but not limited to) learner enrolment volumes by programme, timeliness of learner progression, learner retention and achievement rates, and both learner and customer satisfaction scores

Directors' statement of compliance with duty to promote the success of the Group
 
It is a requirement that the Directors of the Company act in accordance with Section 172 (1) (a) to (f) of the Companies Act 2006 to promote the success of the Group and Company for the benefit of its members as whole.
We recognise the critically important role that our employees play in the success of the business and ensure that the health, safety and wellbeing of Babington employees is a top priority of the Board. We also ensure thatdealings with learners, customers, suppliers and other stakeholders are fair and transparent, as we recognise that they are a critical factor in the success of the business.
We behave responsibly and ensure that management operate the business in a responsible manner too,operating within the high standards of business conduct and good governance. The Directors understand that they must act in a way that is most likely to promote the success of the Group for the benefit of its members.

Page 3

 
BABINGTON BUSINESS LIMITED
 

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

Principal risks and uncertainties
 
Babington is principally funded by the Government through the Education and Skills Funding Agency (“ESFA”), Skills Development Scotland (“SDS”) and via a subcontracting agreement, the Department for the Economy Northern Ireland.
As a result, the principal risks and uncertainties affecting the Group are considered to be related to changes to its contractual relationships with these Government Bodies, together with the strength of the UK’s economy and economic outlook and the willingness of employers to enrol and support employees on apprenticeship programmes.
As such, the Directors manage this risk through regular and open dialogue with these funding bodies and through continuously monitoring and adapting to changes in Government policies, priorities and funding availability, and associated changes to the political and regulatory environment.
Due to the complexity of the funding rules within which the Group operates, Babington continues to invest in its funding and compliance team who ensure funding submissions are accurate and complete, whilst also providing guidance and training to colleagues across the business to ensure adherence to funding rules and application of best practice in day-to-day decision making.
Quality is central to both operational and strategic decision-making, formalised in 2023 by the creation of Quality & Compliance Governance Board, with non-executive chair and representatives to monitor and advise on all aspects of quality and compliance within the business


This report was approved by the board on 7 March 2025 and signed on its behalf.



J Bramley
Director

Page 4

 
BABINGTON BUSINESS LIMITED
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 JULY 2024

The directors present their report and the financial statements for the year ended 31 July 2024.

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 judgments 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.

Results and dividends

The loss for the year, after taxation, amounted to £5,263,681 (2023 - loss £3,907,890).

The directors do not recommend the payment of a dividend  (2023: £Nil).

Directors

The directors who served during the year were:

J Bramley 
T Smith 
M Basham (resigned 8 February 2024)
M Blackburn (appointed 8 February 2024, resigned 10 June 2024)

Page 5

 
BABINGTON BUSINESS LIMITED
 

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

Going concern

Notwithstanding the Groups operating loss for the year ended 31 July 2024 of £5.2m, the financial statements have been prepared on a going concern basis, which the Directors consider to be appropriate for the following reasons. 
The Directors have prepared detailed profit and loss and cash flow forecasts for the period to 31 July 2026. The business returned to operational profitability in Jun-24 and is forecast to maintain this position going forward. Whilst additional funding is required to settle aged liabilities (principally to ESFA) for funding years FY23 and earlier; sufficient funding has been committed by Unigestion SA to fund these liabilities, together with contingency for substantial downside scenarios. 
Whilst these loans are subject to interest, signed confirmation has been provided that no interest will be paid, nor any capital repayments made, on these loans prior to 31 March 2026. 
Following careful consideration of the assumptions and underlying drivers of the financial information, the Board is satisfied that the Company has adequate resources to continue in operational existence for the foreseeable future and to meet its current liabilities as they fall due. As such, the Directors believe that it remains appropriate to prepare the financial statements on a going concern basis. 

Future developments

Details of future developments are outlined in the Strategic Report.

Financial instruments

Financial Risk Management
The principal financial instruments used by the Group comprise bank balances, trade creditors, trade debtors and loans to and from other companies in the Group. The management of these instruments provides finance for the Group’s operations.
As a result, main risks arising from the Group ’s financial instruments are credit risk, interest rate risk and liquidity risk. 
Credit Risk
Trade debtors are managed by policies concerning the credit offered to customers and regular monitoring of amounts outstanding for both time and credit limits.
As the principal trade debtors of the Group are the Education and Skills Funding Agency (“ESFA”) and Skills Development Scotland (“SDS”), the risk of significant bad debtors is deemed to be low; however the risk is further mitigated through close scrutiny of the accuracy and completeness of funding claim submissions to reduce potential clawback of funds in future periods.
Liquidity Risk
The Group forecasts cash flows on a weekly basis to monitor the likely cash requirements of the business over a 13-week forecast period. The forecast is used to ensure that there are sufficient funds available within the business to meet amounts as they fall due. Liquidity is managed through regular monitoring of short-term cash flows as well as medium and long-term scenario planning.
Interest Rate Risk
Interest rate risk is mitigated through loans held by the Group  being agreed at a fixed interest rate.

Page 6

 
BABINGTON BUSINESS LIMITED
 

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

Engagement with employees

The Group’s employment policies have been designed to meet the needs of the Group and follow best practice, whilst complying with all applicable and relevant legislation. These policies are applied consistently throughout the Group and provide a fair and transparent framework within which employees operate.
The Group is firmly committed to ensuring that the manner in which it employs staff is fair and equitable. Its equal opportunities policy is designed to ensure that no person or group of individuals will be treated less favourably because of their race, colour, ethnic origin, gender or sexual orientation, age, disability or marital status.
The Directors are committed to maintaining a policy of regular communication, consultation and discussion with Group employees on a wide range of issues that are likely to affect their interests, ensuring employees are provided with information on matters of concern to them as employees, including the commercial, operational and financial factors affecting the performance of the Group. 

Engagement with stakeholders

The Directors have placed great importance on maintaining and nurturing relationships with key external stakeholders, including customers, partners, suppliers and others; and the impact of principal decisions taken by the Group during the financial year.

Disabled employees

The Group  is committed to a policy of recruitment and promotion on the basis of aptitude and ability without discrimination of any kind. As such, the Group gives full and fair consideration to applications for employment by disabled persons. 
In the event of employees becoming disabled whilst in the service of the Group, all reasonable efforts are made to ensure that they have the opportunity for continued employment with the Group; including transfer to alternative duties if required and by provision of such retraining as appropriate.

Disclosure of information to auditors

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 auditors are 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 auditors are aware of that information.

Post balance sheet events

Details of post balance sheet events are outlined in the Strategic Report.

Auditors

Under section 487(2) of the Companies Act 2006PKF Smith Cooper Audit Limited will be deemed to have been reappointed as auditors 28 days after these financial statements were sent to members or 28 days after the latest date prescribed for filing the accounts with the registrar, whichever is earlier.

Page 7

 
BABINGTON BUSINESS LIMITED
 

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

This report was approved by the board on 7 March 2025 and signed on its behalf.
 





J Bramley
Director

Page 8

 
BABINGTON BUSINESS LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BABINGTON BUSINESS LIMITED
 

Opinion


We have audited the financial statements of Babington Business Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 July 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 July 2024 and of the Group's loss 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 Auditors' 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 9

 
BABINGTON BUSINESS LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BABINGTON BUSINESS LIMITED (CONTINUED)


Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' 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 5, 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 10

 
BABINGTON BUSINESS LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BABINGTON BUSINESS LIMITED (CONTINUED)


Auditors' 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 Auditors' 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.


Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Based on our understanding of the Group and industry, we identify the key laws and regulations affecting the Group which include compliance with ESFA and OFSTED regulations.
We identified that the principal risk of fraud or noncompliance with laws and regulations related to:
• management bias in respect of accounting estimates and judgements made;
• management override of control;
• posting of unusual journals or transactions.
We focused on those aresa that could give rise to a material misstatement in the Group financial statements.Our procedures included, but were not limited to:
• Enquiry of management and those charged with governance/review of correspondence around actual and   potential litigation and claims, including instances of non-compliance with laws and regulations and fraud; 
• Reviewing minutes of meetings of those charged with governance where available;
• Reviewing legal expenditure in the year to identify instances of non-compliance with laws and regulations   and fraud/ and enquiries with third party advisors about potential claims;
• 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. In particular, review of  revenue recognition and the useful economic lives of assets /analytical procedures to identify any     unexpected or unusual relationships that might indicate material misstatement due to fraud.
It is the primary responsibility of management, with the oversight of those charged with governance, to ensur ethat the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.


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.


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 Auditors' Report.


Page 11

 
BABINGTON BUSINESS LIMITED
 

 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF BABINGTON BUSINESS 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 Auditors' 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.





James Delve (Senior Statutory Auditor)
for and on behalf of
PKF Smith Cooper Audit Limited
Statutory Auditors
1 Prospect Place
Millenium Way
Derby
DE24 8HG

7 March 2025
Page 12

 
BABINGTON BUSINESS LIMITED
 

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

2024
2023
£
£

  

Turnover
 4 
18,635,592
23,268,673

Cost of sales
  
(13,079,334)
(16,059,511)

Gross profit
  
5,556,258
7,209,162

Administrative expenses
  
(7,463,373)
(10,778,608)

Exceptional administrative expenses
 10 
(3,300,991)
(517,342)

Operating loss
 5 
(5,208,106)
(4,086,788)

Tax on loss
 9 
(55,575)
178,898

  
(5,263,681)
(3,907,890)

Loss for the year attributable to:
  

Owners of the parent company
  
(5,263,681)
(3,907,890)

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

The notes on pages 19 to 34 form part of these financial statements.

Page 13

 
BABINGTON BUSINESS LIMITED
REGISTERED NUMBER: 07077954

CONSOLIDATED BALANCE SHEET
AS AT 31 JULY 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 11 
1,134,851
1,508,048

Tangible assets
 12 
25,554
28,935

  
1,160,405
1,536,983

Current assets
  

Debtors: amounts falling due within one year
 14 
1,951,008
2,877,911

Cash at bank and in hand
 15 
412,705
471,111

  
2,363,713
3,349,022

Creditors: amounts falling due within one year
 16 
(9,416,333)
(7,479,122)

Net current liabilities
  
 
 
(7,052,620)
 
 
(4,130,100)

Total assets less current liabilities
  
(5,892,215)
(2,593,117)

Provisions for liabilities
  

Other provisions
 18 
(1,964,583)
-

Net liabilities
  
(7,856,798)
(2,593,117)


Capital and reserves
  

Called up share capital 
 19 
375,040
375,040

Profit and loss account
 20 
(8,231,838)
(2,968,157)

  
(7,856,798)
(2,593,117)


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 7 March 2025.




J Bramley
Director

The notes on pages 19 to 34 form part of these financial statements.

Page 14

 
BABINGTON BUSINESS LIMITED
REGISTERED NUMBER: 07077954

COMPANY BALANCE SHEET
AS AT 31 JULY 2024

2024
2023
Note
£
£

Fixed assets
  

Investments
 13 
2,721,966
2,721,966

  
2,721,966
2,721,966

  

Creditors: amounts falling due within one year
 16 
(8,376,795)
(8,376,795)

Net current liabilities
  
 
 
(8,376,795)
 
 
(8,376,795)

Total assets less current liabilities
  
(5,654,829)
(5,654,829)

  

  

Net liabilities
  
(5,654,829)
(5,654,829)


Capital and reserves
  

Called up share capital 
 19 
375,040
375,040

Profit and loss account
 20 
(6,029,869)
(6,029,869)

  
(5,654,829)
(5,654,829)


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 7 March 2025.


J Bramley
Director

The notes on pages 19 to 34 form part of these financial statements.

Page 15

 
BABINGTON BUSINESS LIMITED
 

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


Called up share capital
Profit and loss account
Equity attributable to owners of parent Company
Total equity

£
£
£
£


At 1 August 2022 (as restated - see accounting policy note 2.1)
375,030
939,743
1,314,773
1,314,773


Comprehensive income for the year

Loss for the year
-
(3,907,890)
(3,907,890)
(3,907,890)
Total comprehensive income for the year
-
(3,907,890)
(3,907,890)
(3,907,890)

Capitalisation/bonus issue
-
(10)
(10)
(10)

Shares issued during the year
10
-
10
10


Total transactions with owners
10
(10)
-
-



At 1 August 2023
375,040
(2,968,157)
(2,593,117)
(2,593,117)


Comprehensive income for the year

Loss for the year
-
(5,263,681)
(5,263,681)
(5,263,681)


At 31 July 2024
375,040
(8,231,838)
(7,856,798)
(7,856,798)


The notes on pages 19 to 34 form part of these financial statements.

Page 16

 
BABINGTON BUSINESS LIMITED
 

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


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 August 2022
375,030
(6,029,859)
(5,654,829)
Total comprehensive income for the year
-
-
-

Capitalisation/bonus issue
-
(10)
(10)

Shares issued during the year
10
-
10


Total transactions with owners
10
(10)
-



At 1 August 2023
375,040
(6,029,869)
(5,654,829)
Total comprehensive income for the year
-
-
-


At 31 July 2024
375,040
(6,029,869)
(5,654,829)


The notes on pages 19 to 34 form part of these financial statements.

Page 17

 
BABINGTON BUSINESS LIMITED
 

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

2024
2023
£
£

Cash flows from operating activities

Loss for the financial year
(5,263,681)
(3,907,890)

Adjustments for:

Amortisation of intangible assets
660,712
688,796

Depreciation of tangible assets
21,207
31,612

Loss on disposal of tangible assets
34,367
211,692

Taxation charge
55,575
(178,898)

Decrease in debtors
842,143
1,332,959

Decrease in amounts owed by groups
29,185
8,347,609

(Decrease) in creditors
(1,324,938)
(878,657)

Increase/(decrease)) in amounts owed to groups
3,262,151
(4,745,399)

Increase in provisions
1,964,583
-

Net cash generated from operating activities

281,304
901,824


Cash flows from investing activities

Purchase of intangible fixed assets
(318,562)
(446,985)

Purchase of tangible fixed assets
(21,148)
(3,380)

Net cash from investing activities
(339,710)
(450,365)

Net (decrease)/increase in cash and cash equivalents
(58,406)
451,459

Cash and cash equivalents at beginning of year
471,111
19,652

Cash and cash equivalents at the end of year
412,705
471,111


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
412,705
471,111


The notes on pages 19 to 34 form part of these financial statements.

Page 18

 
BABINGTON BUSINESS LIMITED
 

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

1.


General information

The Company is a private limited company and is incorporated in England and Wales and details of its registered office are set out in the company information page. The principal activities of the Group and Company are set out in the Strategic report.

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 financial statements are prepared in £ sterling and rounded to the nearest £.

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 judgment 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.

Restatement of reserves- 1 August 2022
No consolidated financial statements were prepared for the Group for the year ended 31 July 2023, although consolidated financial statements were prepared for the year ended 31 July 2022. In the year end 31 July 2023, there were some prior year adjustments which impacted upon the opening reserves.  Therefore there is a difference between the closing reserves for 31 July 2022 as noted in these accounts and those included in the 31 July 2022  consolidated financial statements.
They have not been reflected as prior year adjustment in these financial statements, because they were recorded in the financial statements for the year ended 31 July 2023. The impact was to reduce reserves by £2,280,525. For further details, please see the financial statements of Babington Business College Limited.

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

 
BABINGTON BUSINESS LIMITED
 

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

2.Accounting policies (continued)

 
2.3

Going concern

The directors have prepared forecasts for the Group and Company based on conservative assumptions  for the period to 31 July 2026, including new starts and success rates, as well as on-going cost levels. These forecasts include detailed cashflow forecasts through to 31 July 2026 showing that the Group and Company will have sufficient funds over this period to satisfy all liabilities as they fall due for payment. The Group and Company's cashflow needs will be met from funds committed by Unigestion Direct II SCS-SICAV-RAIF (Compartment - Europe) ("Unigestion" for further detaild see note 24) of an additional facility to cover the anticipated cashflow requirements identified by the forecasting exercise, including a contingency for any deviation for actual performance variance to budget. These loans are subject to interest, but signed confirmation has been provided that no interest will be paid nor any capital repayments made on these loans prior to 12 August 2026.
As noted above, the Group and Company have received a letter of continued commitment from Unigestion confirming that they will continue to make these funds available to enable the Group and Company to meet its liabilities as they fall due for a period of at least 12 months from the date of signing of these financial statements. Therefore, the directors consider that they have a reasonable expectation that the Group and Company has adequate resources to continue in operational existence for the foreseeable future and to meet its current liabilities as they fall due.
The Group therefore continues to adopt the going concern basis in preparing its financial statements.

 
2.4

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.

Revenue arising from the provision of educational services are recognised over the period of the delivery to a learner. The Group  recognises revenue when services have been provided and contract conditions have been met in relation to these services. Therefore, the Group make a provision against revenue for instances where funding has to be returned to the ESFA when certain conditions are not met. 

 
2.5

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.

Page 20

 
BABINGTON BUSINESS LIMITED
 

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

2.Accounting policies (continued)

 
2.6

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, which is 3 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.

 
2.7

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 accruals as a liability in the Balance Sheet. The assets of the plan are held separately from the Group in independently administered funds.

 
2.8

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.


Page 21

 
BABINGTON BUSINESS LIMITED
 

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

2.Accounting policies (continued)

 
2.9

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.

 
2.10

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, which is 20 years.
Other intangible assets
Intangible assets,which comprise the development of training course content and delivery,  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.
Intangible assets are initially recognised at cost. After recognition, under the revaluation model, intangible assets shall be carried at a revalued amount, being its fair value at the date of revaluation less any subsequent accumulated amortisation and subsequent impairment losses - provided that the fair value can be determined by reference to an active market.
Revaluations are made with sufficient regularity to ensure that the carrying amount does not differ materially from that which would be determined using fair value at the end of the balance sheet date.
At each reporting date the company assesses whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is determined which is the higher of its fair value less costs to sell and its value in use. An impairment loss is recognised where the carrying amount exceeds the recoverable amount.
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.

 The estimated useful lives range as follows:

Development expenditure
-
3
years

 
2.11

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.

Page 22

 
BABINGTON BUSINESS LIMITED
 

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

2.Accounting policies (continued)


2.11
Tangible fixed assets (continued)

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:

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.

 
2.12

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.13

Debtors

Short-term debtors are measured at transaction price, less any impairment.

 
2.14

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.
In the Consolidated Statement of Cash Flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.15

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.

 
2.16

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.17

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.
Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are
Page 23

 
BABINGTON BUSINESS LIMITED
 

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

2.Accounting policies (continued)


2.17
Financial instruments (continued)

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.
Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is 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 creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments 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 creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors 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.



3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. The key areas of judgment relate to revenue recognition and the useful economic lives of tangible and intangible fixed assets:
Revenue recognition
The Group recognises revenue when services have been provided and contract conditions have been met in relation to these services. Therefore, the Group make a provision against revenue for instances where funding has to be returned to the ESFA when certain conditions are not met.
Useful economic lives of fixed assets
The annual charges for depreciation and amortisation of tangible and intangible fixed assets are sensitive to changes in the estimated economic useful lives of the asset. These are re-assessed annually and amended when necessary to reflect any changes arising from economic utilisation, future investments and their physical condition. 

Page 24

 
BABINGTON BUSINESS LIMITED
 

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

4.


Turnover

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


2024
2023
£
£

Apprenticeship & Commercial Programmes
18,291,978
19,590,130

AEB Programmes
37,731
1,944,703

Bootcamp Programmes
62,779
1,407,621

Services Revenue
243,104
326,219

18,635,592
23,268,673


All turnover arose within the United Kingdom.


5.


Operating loss

The operating loss is stated after charging:

2024
2023
£
£

Amortisation of intangible fixed assets
660,714
688,796

Depreciation of tangible fixed assets
21,207
31,612

Operating lease rentals
174,955
423,700

Exceptional Costs (See note 10)
3,300,951
517,342


6.


Auditors' remuneration

2024
2023
£
£

Fees payable to the auditors  for the audit of the consolidated and parent Company's financial statements
33,900
32,850

Page 25

 
BABINGTON BUSINESS LIMITED
 

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

7.


Employees

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


Group
Group
2024
2023
£
£


Wages and salaries
10,885,058
14,024,501

Social security costs
1,123,694
1,447,792

Cost of defined contribution scheme
280,395
369,515

12,289,147
15,841,808


There were additional salary costs of £1,175,475 (2023: £308,993) which have been disclosed within exceptional costs. Also, included in intangible fixed asset additions (see note 11), £173,188 wages cost have been capitalised during the year (2023: £288,837).

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


        2024
        2023
            No.
            No.







Directors
3
2



Operational
311
403

314
405

The Company has no employees other than the directors, who did not receive any remuneration (2023 - £NIL)

8.


Directors' remuneration

2024
2023
£
£

Directors' emoluments
480,175
195,165

Group contributions to defined contribution pension schemes
11,108
7,000

491,283
202,165


During the year retirement benefits were accruing to 2 directors (2023 - 2) in respect of defined contribution pension schemes.

The highest paid director received remuneration of £235,833 (2023 - £105,909).

The value of the Group's contributions paid to a defined contribution pension scheme in respect of the highest paid director amounted to £7,250 (2023 - £3,000).

Page 26

 
BABINGTON BUSINESS LIMITED
 

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

9.


Taxation


2024
2023
£
£

Corporation tax


Adjustments in respect of previous periods
-
(179,464)


-
(179,464)


Total current tax
-
(179,464)

Deferred tax


Origination and reversal of timing differences
55,575
566

Total deferred tax
55,575
566


Tax on loss
55,575
(178,898)

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 - 21.01%). The differences are explained below:

2024
2023
£
£


Loss on ordinary activities before tax
(5,208,106)
(4,086,788)


Loss on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 21.01%)
(1,302,027)
(858,634)

Effects of:


Non-tax deductible amortisation of goodwill and impairment
23,617
19,848

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
45,979
3,321

Adjustments to tax charge in respect of prior periods
-
(179,464)

Remeasurement of deferred tax for changes in tax rates
-
(255,961)

Other timing differences leading to an increase (decrease) in taxation
125
-

Non-taxable income
-
(512,375)

Unrelieved tax losses carried forward
1,287,881
1,604,367

Total tax charge for the year
55,575
(178,898)


Factors that may affect future tax charges

Page 27

 
BABINGTON BUSINESS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024
 
9.Taxation (continued)

There are approximately £10,369,234 (2023: £6,405,562) of taxable losses which have not been recognised as a deferred tax asset. In addition, other timing differences of £170,719, which represent deferred tax assets have not been recognised


10.


Exceptional items

2024
2023
£
£


Exiting Premesis Costs
-
109,655

Additional one off staff costs
-
215,273

ESFA provision
1,964,583
-

Payroll costs relating to restructuring
731,366
-

Consultancy costs relating to restructure
127,620
48,095

Redundancy costs
444,149
96,841

Other exceptional costs
33,273
47,478

3,300,991
517,342

Page 28

 
BABINGTON BUSINESS LIMITED
 

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

11.


Intangible assets

Group





Development expenditure
Goodwill
Total

£
£
£



Cost


At 1 August 2023
2,721,580
1,889,386
4,610,966


Additions
318,562
-
318,562


Disposals
(747,983)
-
(747,983)



At 31 July 2024

2,292,159
1,889,386
4,181,545



Amortisation


At 1 August 2023
1,811,843
1,291,075
3,102,918


Charge for the year on owned assets
566,245
94,469
660,714


On disposals
(716,938)
-
(716,938)



At 31 July 2024

1,661,150
1,385,544
3,046,694



Net book value



At 31 July 2024
631,009
503,842
1,134,851



At 31 July 2023
909,737
598,311
1,508,048

Intangible fixed asset additions include £173,188 of wages costs which have been capitalised during the year (2023: £288,837).



Page 29

 
BABINGTON BUSINESS LIMITED
 

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

12.


Tangible fixed assets

Group






Fixtures and fittings
Computer equipment
Total

£
£
£



Cost 


At 1 August 2023
25,838
95,526
121,364


Additions
-
21,148
21,148


Disposals
(25,838)
(30,782)
(56,620)



At 31 July 2024

-
85,892
85,892



Depreciation


At 1 August 2023
24,053
68,376
92,429


Charge for the year on owned assets
744
20,463
21,207


Disposals
(24,797)
(28,501)
(53,298)



At 31 July 2024

-
60,338
60,338



Net book value



At 31 July 2024
-
25,554
25,554



At 31 July 2023
1,785
27,150
28,935

Page 30

 
BABINGTON BUSINESS LIMITED
 

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

13.


Fixed asset investments

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 August 2023
2,721,966



At 31 July 2024
2,721,966





Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Class of shares

Holding

Babington Business College Limited
Ordinary
100%
Michael John Training Limited
Ordinary
100%
Future Nation Limited
Ordinary
100%
NCFSL Limited
Ordinary
100%

The registered office of the subsidiary entities is 55 Colmore Road B3 2AA. All of the subsidiaries are directly owned and included in the consolidated financial statements


14.


Debtors



Group
Group
2024
2023
£
£


Trade debtors
1,413,802
1,855,142

Amounts owed by group undertakings
-
29,185

Other debtors
111,944
194,856

Prepayments and accrued income
425,262
743,153

Deferred taxation
-
55,575

1,951,008
2,877,911


At the 30 June 2024, there was a provision against trade debtors of £581,223 (2023: £571,858).

Page 31

 
BABINGTON BUSINESS LIMITED
 

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

15.


Cash and cash equivalents

Group
Group
2024
2023
£
£

Cash at bank and in hand
412,705
471,111



16.


Creditors: Amounts falling due within one year

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

Trade creditors
413,291
1,608,726
-
-

Amounts owed to group undertakings
6,893,547
3,631,396
8,376,795
8,376,795

Other taxation and social security
380,857
439,875
-
-

Other creditors
785,404
1,443,651
-
-

Accruals and deferred income
943,234
355,474
-
-

9,416,333
7,479,122
8,376,795
8,376,795


Amounts owed to group undertakings are unsecured, interest free, have no fixed date of repayment and are repayable on demand.


17.


Deferred taxation


Group



2024


£






At beginning of year
55,575


Charged to profit or loss
(55,575)



At end of year
-

Page 32

 
BABINGTON BUSINESS LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 JULY 2024
 
17.Deferred taxation (continued)

The deferred tax asset is made up as follows:

Group
Group
2024
2023
£
£

Accelerated capital allowances
36,626
44,760

Tax losses carried forward
-
10,815

Other timing differences
6,054
-

Deferred tax asset not recognised
(42,680)
-

-
55,575

The expected net reversal of deferred tax assets and liabilities is not expected to be material.
There are £10,369,234 (2023: 6,405,562) of taxable losses which have not been recognised as a deferred tax asset.


18.


Provisions


Group



Clawback Provision

£





Charged to profit or loss
1,964,583



At 31 July 2024
1,964,583

The provision is in respect of funds/clawback by the ESFA following investigations into traineeship provision that Babington had subcontracted to third-party providers. The amount provided is management's estimation of the potential maximum liability to the Company and it is currently in discussions with the ESFA to settle the issue. Further detail is included in the Strategic  report.

19.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



375,040 (2023 - 375,000) Ordinary shares of £1.00 each
375,040
375,000
Nil (2023 - 1,000) Ordinary G1 shares of £0.01 each
-
10
Nil (2023 - 1,000) Ordinary G2 shares of £0.01 each
-
10
Nil (2023 - 1,000) Ordinary G3 shares of £0.01 each
-
10
Nil (2023 - 1,000) Ordinary G4 shares of £0.01 each
-
10

375,040

375,040

During the year, the G1-G4 Ordinary shares were converted to Ordinary £1 shares.

Page 33

 
BABINGTON BUSINESS LIMITED
 

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

19.Share capital (continued)



20.


Reserves

Profit and loss account

The profit and loss account consists of the Company's distributable reserves. There are no restrictions on the distribution of the profit and loss account.


21.


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 £280,395 (2023: £369,515). Contributions totalling £55,347 (2023: £71,384) were payable to the fund at the balance sheet date and are included in creditors.


22.


Commitments under operating leases

At 31 July 2024 the Group 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
166,594
147,864

Later than 1 year and not later than 5 years
73,943
179,410

240,537
327,274

23.


Related party transactions

The Group has taken advantage of the exemption available within the FRS102 not to disclose details of any transactions between itself and its fellow group undertakings on the basis that it is a subsidiary undertaking where 100% of the voting rights are controlled within the group whose consolidated financial statements are publicly available.
Key management personnel received emoluments during the year of £134,693 (2023: £602,469). Details of directors' emoluments are included in note 8 to the financial statements.


24.


Controlling party

At 31 July 2024, the immediate parent undertaking is Marshal Bidco Limited, a company incorporated in England and Wales. The ultimate parent company is Marshal Topco Limited, a company incorporated in England & Wales,
Marshal Topco Limited is considered to be under the control of funds managed by an affliate of Unigestion SA which is authorised and regulated by the Financial Conduct Authority.
The directors consider that there is no one ultimate controlling party by virtue of there being no majority shareholder within the ultimate parent entity.

Page 34