REGISTERED NUMBER: |
STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 JUNE 2024 |
FOR |
DOUBLE FIRST LIMITED |
REGISTERED NUMBER: |
STRATEGIC REPORT, REPORT OF THE DIRECTORS AND |
FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 JUNE 2024 |
FOR |
DOUBLE FIRST LIMITED |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
CONTENTS OF THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 JUNE 2024 |
Page |
Company Information | 1 |
Strategic Report | 2 |
Report of the Directors | 5 |
Report of the Independent Auditors | 7 |
Statement of Comprehensive Income | 11 |
Balance Sheet | 12 |
Statement of Changes in Equity | 13 |
Notes to the Financial Statements | 14 |
DOUBLE FIRST LIMITED |
COMPANY INFORMATION |
FOR THE YEAR ENDED 30 JUNE 2024 |
DIRECTORS: |
REGISTERED OFFICE: |
REGISTERED NUMBER: |
AUDITORS: |
Statutory Auditor |
First Floor, Davidson House |
Forbury Square |
Reading |
Berkshire |
RG1 3EU |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
STRATEGIC REPORT |
FOR THE YEAR ENDED 30 JUNE 2024 |
The directors present their strategic report for the year ended 30 June 2024. |
As required, the directors have included this strategic report to inform members of the Company and to help them assess how the directors have performed their duties to promote the success of the Company. It is worth noting that the accounts for Double First are not separately analysed within the management of the business. Therefore, the commentary below, is based on the performance of the Engage product and the team employed by the Double First entity and direct and indirect expenditure allocated to this portion of the business. |
REVIEW OF BUSINESS |
The business continued to invest in the development of the Engage product throughout the year which has delivered increased functionality, security and stability of the product, and resulted in improved sales and revenue over the period. |
Inflationary pressure at the start of the year (YOY) has impacted the Company with the CPI rate as high as 6.4% in Jul 2023 but reducing to 2.8% in June 2024 easing the burden on costs. The business continued to ensure that margins were managed through contract pricing reviews and cost control. |
On 9 January 2025, Tes Aus Global Pty Ltd ('Tes') acquired the Education Horizons Group (incorporating the Double First Group), by acquiring 100% of the share capital of the ultimate parent company, Metis Holdco Ltd. |
KEY PERFORMANCE INDICATORS |
KPI's critical to business success are tracked by Senior Management and Directors on a monthly basis to measure how the business is performing. A monthly Management reporting suite allows each of the executives and team leads to view their departments and how tracking to their set targets. |
Some of the operational KPI's we measure are quality audits, staff retention and turnover. |
Some of the finance KPI's we measure are sales, customer contract retention, gross profit at contract level to ensure all contracts are achieving the required margin. At corporate level, we monitor cash management, net revenue growth against budget, debtors turn, gross margins, and PBIT. |
The Directors are satisfied with the results in the period and believe the company is in a stronger position for the year ahead. |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
STRATEGIC REPORT |
FOR THE YEAR ENDED 30 JUNE 2024 |
PRINCIPAL RISKS AND UNCERTAINTIES |
Staff retention is an industry wide risk, and therefore the company place a great deal of emphasis on staff satisfaction and retention. |
IT Security is a key focus for the business, and we have a comprehensive risk management framework in place as well as an approved security strategy that ensures end-to-end security across our product lifecycle.) The Double First security program has seen us harden the hosted environment, increase vulnerability discovery and remediation time, and contribute to a highly scalable and secure new architecture. |
The Directors continue to take a risk-averse approach to its trading activities and are committed to challenging costs to maintain or improve on historical margins. |
On 29 July 2024, the UK government announced that private school fee's are subject to VAT at a standard rate, effective 1 January 2025. This presents a risk to Double First to the extent customer margins are affected and the group is managing and monitoring the risk closely to ensure churn and new business is minimally impacted. |
The Directors are confident that policies and procedures in place address the range of strategic and tactical risks the business faces. |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
STRATEGIC REPORT |
FOR THE YEAR ENDED 30 JUNE 2024 |
ENVIRONMENTAL POLICIES |
The company recognises its corporate responsibility to carry out its operations whilst minimising the impact on the environment. The Directors are committed to ensuring that we meet or exceed minimum environmental standards, support Sustainable Employment and work collaboratively with the communities in which we operate. |
The company is committed to reducing their carbon footprint when possible in all appropriate activities. |
HUMAN RESOURCES AND EMPLOYMENT POLICY |
The company recognise that our positive reputation is earned through our employees, and we are committed to ensuring fair and equal treatment for all. |
Employee engagement has continued throughout the period, with initiatives being introduced to support employees. Ongoing communication continues with HR sending regular updates to all employees in terms of company updates, available benefits, expressions of gratitude and employee news stories. |
In addition we have regular training opportunities available to employees to support their development and performance in their respective roles. |
We are committed to maintaining a happy and high functioning workforce. |
DIVERSITY |
Our Code of Conduct states that we will adhere to equality of opportunity and respect for diversity throughout our business. |
Not only is recruitment and selection crucially important to the success of this policy, promotion from within the business is vital as well. The company strives to promote from within in the first instance always upholding the policy to ensure no job applicant, employee or worker is discriminated against either directly or indirectly. |
We are confident with the application and effectiveness of our Code of Conduct, and we work tirelessly in the continued promotion of this policy across the workforce. |
GENDER PAY GAP |
Annually we complete a complete a review of employee salaries, to ensure broad pay parity. |
GDPR |
We have a comprehensive set of externally verified policies and procedures, all ISO 27001 compliant. We continue to comply with all major privacy laws including GDPR, UK GDPR and the Australian Privacy Act. |
ON BEHALF OF THE BOARD: |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 30 JUNE 2024 |
The directors present their report with the financial statements of the company for the year ended 30 June 2024. |
PRINCIPAL ACTIVITY |
The Principal activity of the Company during the year was the research, development and sale of computer software targeted at the global education sector and the associated supply of maintenance and support contracts and services. |
DIVIDENDS |
No dividends will be distributed for the year ended 30 June 2024. |
EVENTS SINCE THE END OF THE YEAR |
Information relating to events since the end of the year is given in the notes to the financial statements. |
DIRECTORS |
The directors who have held office during the period from 1 July 2023 to the date of this report are as follows: |
R J Williams and K L Wright were appointed as directors 9 January 2025. |
B J Anns, N Thompson and D L Weickhardt ceased to be directors 9 January 2025. |
POLITICAL AND CHARITABLE DONATIONS AND EXPENDITURE |
Total charitable donations for the year ended 30 June 2024 were £6,605 (2023: £500). No political donations were made in 2024 or 2023. |
STATEMENT OF DIRECTORS' RESPONSIBILITIES |
The directors are responsible for preparing the Strategic Report, the Report of the Directors and the 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to: |
- | select suitable accounting policies 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 company 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 enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
REPORT OF THE DIRECTORS |
FOR THE YEAR ENDED 30 JUNE 2024 |
AUDITORS |
The audit business of Haines Watts was acquired by Cooper Parry Group Limited on 30th September 2024. Haines Watts has resigned as auditor and Cooper Parry Group Limited has been appointed in its place. |
In compliance with the Financial Reporting Council's 2019 revised ethical standards, following the completion of the statutory audit for the year ended 30 June 2024 Cooper Parry Group Limited will not be reappointed as statutory auditor for the Company. A resolution to appoint a new statutory auditor will be put to the shareholders at the Annual General Meeting. |
ON BEHALF OF THE BOARD: |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
DOUBLE FIRST LIMITED |
Opinion |
We have audited the financial statements of Double First Limited (the 'company') for the year ended 30 June 2024 which comprise the Statement of Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The 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 company's affairs as at 30 June 2024 and of its 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 company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC'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 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. |
Other information |
The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon. |
Our 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. |
In connection with our audit of the financial statements, 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 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. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
DOUBLE FIRST LIMITED |
Opinions 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 Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
- | the Strategic Report and the Report of the Directors 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Directors. |
We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: |
- | adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or |
- | the 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 Statement of Directors' Responsibilities set out on page five, 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 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 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 company or to cease operations, or have no realistic alternative but to do so. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
DOUBLE FIRST LIMITED |
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 a Report of the Auditors 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 financial statements. |
We obtained an understanding of the legal and regulatory framework applicable to the Company and the industry in which it operates. We determined that the following laws and regulations were most significant: FRS102 - the Financial Reporting Standard applicable in the UK & The Republic of Ireland, the Companies Act 2006 and relevant tax compliance regulations in the UK. |
We obtained an understanding of how the Company is complying with those legal and regulatory frameworks by making enquiries of management. |
We assessed the susceptibility of the company's financial statements to material misstatement, including how fraud might occur, by meeting with management to understand where management considered there was susceptibility to fraud. Audit procedures performed by the audit team included: |
- Challenging assumptions and judgements made by management in its significant accounting estimates; |
- Identifying and testing journal entries, with a focus on entries made with unusual accounting combinations; |
- Confirming with management whether they have knowledge of any actual, suspected or illegal fraud; |
- Evaluating whether there was evidence of bias by management that represents a risk of material misstatement due to fraud. |
These procedures were designed to provide reasonable assurance that the financial statements were free from fraud or error. |
Owing to the inherent limitations of an audit, there is an unavoidable risk that material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance with all laws and regulations. |
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 Report of the Auditors. |
REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
DOUBLE FIRST LIMITED |
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 2006. Our 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 a Report of the Auditors 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. |
for and on behalf of |
Statutory Auditor |
First Floor, Davidson House |
Forbury Square |
Reading |
Berkshire |
RG1 3EU |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
STATEMENT OF COMPREHENSIVE INCOME |
FOR THE YEAR ENDED 30 JUNE 2024 |
2024 | 2023 |
Notes | £ | £ |
TURNOVER | 3 |
Cost of sales |
GROSS PROFIT |
Administrative expenses |
OPERATING LOSS | 6 | ( |
) | ( |
) |
Interest receivable and similar income |
Interest payable and similar expenses | 7 | ( |
) | ( |
) |
LOSS BEFORE TAXATION | ( |
) | ( |
) |
Tax on loss | 8 | ( |
) |
LOSS FOR THE FINANCIAL YEAR | ( |
) | ( |
) |
OTHER COMPREHENSIVE INCOME | - | - |
TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
( |
) |
( |
) |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
BALANCE SHEET |
30 JUNE 2024 |
2024 | 2023 |
Notes | £ | £ | £ | £ |
FIXED ASSETS |
Intangible assets | 9 |
Tangible assets | 10 |
Investments | 11 |
CURRENT ASSETS |
Debtors | 12 |
Cash at bank |
CREDITORS |
Amounts falling due within one year | 13 |
NET CURRENT LIABILITIES | ( |
) | ( |
) |
TOTAL ASSETS LESS CURRENT LIABILITIES |
( |
) |
CREDITORS |
Amounts falling due after more than one year |
14 |
( |
) |
( |
) |
PROVISIONS FOR LIABILITIES | 18 | ( |
) | ( |
) |
NET LIABILITIES | ( |
) | ( |
) |
CAPITAL AND RESERVES |
Called up share capital | 19 |
Retained earnings | 20 | ( |
) | ( |
) |
SHAREHOLDERS' FUNDS | ( |
) | ( |
) |
The financial statements were approved and authorised for issue by the Board of Directors and authorised for issue on |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
STATEMENT OF CHANGES IN EQUITY |
FOR THE YEAR ENDED 30 JUNE 2024 |
Called up |
share | Retained | Total |
capital | earnings | equity |
£ | £ | £ |
Balance at 1 July 2022 |
Changes in equity |
Total comprehensive income | - | ( |
) | ( |
) |
Balance at 30 June 2023 | ( |
) | ( |
) |
Changes in equity |
Total comprehensive income | - | ( |
) | ( |
) |
Balance at 30 June 2024 | ( |
) | ( |
) |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
NOTES TO THE FINANCIAL STATEMENTS |
FOR THE YEAR ENDED 30 JUNE 2024 |
1. | STATUTORY INFORMATION |
Double First Limited is a |
2. | ACCOUNTING POLICIES |
Basis of preparation of financial statements |
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest pound. |
Going concern |
The company has the continued financial support of Metis Bidco Pty Limited, the directors confirm that the company has adequate resources to continue in operational existence for the foreseeable future. The financial statements have been prepared on a going concern basis. |
Financial Reporting Standard 102 - reduced disclosure exemptions |
The company has taken advantage of the following disclosure exemption in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland": |
• | the requirements of Section 7 Statement of Cash Flows. |
Preparation of consolidated financial statements |
The financial statements contain information about Double First Limited as an individual company and do not contain consolidated financial information as the parent of a group. The company is exempt under Section 400 of the Companies Act 2006 from the requirements to prepare consolidated financial statements as it and its subsidiary undertaking are included by full consolidation in the consolidated financial statements of its parent, Education Horizons Group (UK) Ltd, Building 3, St Paul's Place, Norfolk Street, Sheffield, England, S1 2JE. |
Related party exemption |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group. |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2024 |
2. | ACCOUNTING POLICIES - continued |
Critical accounting judgements and key sources of estimation uncertainty |
In the application of the company's accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from the other sources. |
The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. |
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to |
accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods. |
The following list details the estimates and judgements the Company believes to have the |
most significant impact on the annual results under FRS 102. |
- The useful estimated life of intangible fixed assets |
- The turnover recognition treatment for deferred income, specifically the determination and timing of turnover from contracts with customers |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2024 |
2. | ACCOUNTING POLICIES - continued |
Revenue |
Licence and support fees |
The Group recognises the majority of its revenue pursuant to software licence agreements and it provides its customers with rights of access to the Groups intellectual property as it exists at any given time. Revenue relating to the non-refundable upfront licence fee, non-refundable staff user, and support fees is recognised over the duration of the agreement or for as long as the customer has been provided access, is entitled to maintenance, support and upgrades, when persuasive evidence of an arrangement exists, delivery has occurred and collectability is probable. |
Rendering of services |
Revenue from implementation, consulting, hosting and training services is recognised when control of the right to be compensated for the services and the stage of completion can be reliably measured. |
Revenue recognised in relation to short-term services is recognised upon provision of the service. |
Revenue recognised related to the provision of services that extend beyond the accounting period is determined with reference to the stage of completion of the transaction at the reporting date and where outcome of the contract can be estimated reliably. Stage of completion is determined with reference to the services performed to date as a percentage of total anticipated services to be performed. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent that related expenditure is recoverable. |
Software sales |
Revenue from the sale of software licences is recognised on a straight-line basis over the period that the subscription runs. |
Unearned revenue |
Unearned revenue is recognised and deferred on all customer contracts invoiced for which the performance obligations have not yet been satisfied. |
Intangible assets |
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date if the fair value can be measured reliably. |
Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases: |
Development costs - 10% straight line |
Tangible fixed assets |
Fixtures and fittings | - |
Computer equipment | - |
Investments in subsidiaries |
Investments in subsidiary undertakings are recognised at cost. |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2024 |
2. | ACCOUNTING POLICIES - continued |
Taxation |
Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Comprehensive Income, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. |
Current or deferred taxation assets and liabilities are not discounted. |
Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date. |
Deferred tax |
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date. |
Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference. |
Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. |
Foreign currencies |
The Company's functional and presentational currency is GBP. |
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result. |
Pension costs and other post-retirement benefits |
The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate. |
3. | TURNOVER |
The turnover and loss before taxation are attributable to the one principal activity of the company. |
An analysis of turnover by geographical market is given below: |
2024 | 2023 |
£ | £ |
United Kingdom |
Europe |
Rest of the world | 2,624,935 | 1,914,655 |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2024 |
4. | EMPLOYEES AND DIRECTORS |
2024 | 2023 |
£ | £ |
Wages and salaries |
Social security costs |
Other pension costs |
The average number of employees during the year was as follows: |
2024 | 2023 |
Administration | 9 | 9 |
Marketing | 3 | 7 |
Product | 3 | 6 |
Professional Services | 13 | 17 |
Sales | 8 | 5 |
Support | 13 | 13 |
Technology | 13 | 21 |
5. | DIRECTORS' EMOLUMENTS |
2024 | 2023 |
£ | £ |
Directors' remuneration | 226,745 | 209,496 |
Directors' pension contributions | 13,011 | 13,212 |
Information regarding the highest paid director for the year ended 30 June 2024 is as follows: |
2024 | 2023 |
£ | £ |
Emoluments etc | 226,745 | 209,496 |
Pension contributions | 13,011 | 13,212 |
6. | OPERATING LOSS |
The operating loss is stated after charging/(crediting): |
2024 | 2023 |
£ | £ |
Depreciation - owned assets |
Profit on disposal of fixed assets | ( |
) | ( |
) |
Development costs amortisation |
Auditors' remuneration |
Taxation compliance services |
Foreign exchange differences | ( |
) |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2024 |
7. | INTEREST PAYABLE AND SIMILAR EXPENSES |
2024 | 2023 |
£ | £ |
Bank interest |
Loan interest payable |
8. | TAXATION |
Analysis of the tax (credit)/charge |
The tax (credit)/charge on the loss for the year was as follows: |
2024 | 2023 |
£ | £ |
Current tax: |
Adjustment in the prior year | - | 188,480 |
Deferred tax | ( |
) |
Tax on loss | ( |
) |
Reconciliation of total tax (credit)/charge included in profit and loss |
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below: |
2024 | 2023 |
£ | £ |
Loss before tax | ( |
) | ( |
) |
Loss multiplied by the standard rate of corporation tax in the UK of |
( |
) |
( |
) |
Effects of: |
Expenses not deductible for tax purposes |
Depreciation in excess of capital allowances |
Adjustments to tax charge in respect of previous periods |
Capitalised revenue expense | (102,279 | ) | (107,018 | ) |
Other timing differences | (73,848 | ) | 16,335 |
Impact of change in tax rate | - | 201,643 |
Tax losses carried forward | 67,119 | - |
Total tax (credit)/charge | (73,848 | ) | 390,123 |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2024 |
9. | INTANGIBLE FIXED ASSETS |
Development |
costs |
£ |
COST |
At 1 July 2023 |
Additions |
At 30 June 2024 |
AMORTISATION |
At 1 July 2023 |
Amortisation for year |
At 30 June 2024 |
NET BOOK VALUE |
At 30 June 2024 |
At 30 June 2023 |
10. | TANGIBLE FIXED ASSETS |
Fixtures |
and | Computer |
fittings | equipment | Totals |
£ | £ | £ |
COST |
At 1 July 2023 |
Additions |
Disposals | ( |
) | ( |
) |
At 30 June 2024 |
DEPRECIATION |
At 1 July 2023 |
Charge for year |
At 30 June 2024 |
NET BOOK VALUE |
At 30 June 2024 |
At 30 June 2023 |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2024 |
11. | FIXED ASSET INVESTMENTS |
Shares in |
group |
undertakings |
£ |
COST |
At 1 July 2023 |
and 30 June 2024 |
NET BOOK VALUE |
At 30 June 2024 |
At 30 June 2023 |
The company's investments at the Balance Sheet date in the share capital of companies include the following: |
Registered office: South Africa |
Nature of business: |
% |
Class of shares: | holding |
Registered office: Australia |
Nature of business: |
% |
Class of shares: | holding |
Registered office: South Africa |
Nature of business: |
% |
Class of shares: | holding |
12. | DEBTORS |
2024 | 2023 |
£ | £ |
Amounts falling due within one year: |
Trade debtors |
Amounts owed by group undertakings |
Other debtors |
Prepayments and accrued income |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2024 |
12. | DEBTORS - continued |
2024 | 2023 |
£ | £ |
Amounts falling due after more than one year: |
Trade debtors |
Aggregate amounts |
13. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
2024 | 2023 |
£ | £ |
Bank loans and overdrafts (see note 15) |
Trade creditors |
Amounts owed to group undertakings |
Social security and other taxes |
VAT | 10,034 | 30,320 |
Other creditors |
Accruals and deferred income |
14. | CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR |
2024 | 2023 |
£ | £ |
Accruals and deferred income |
15. | LOANS |
An analysis of the maturity of loans is given below: |
2024 | 2023 |
£ | £ |
Amounts falling due within one year or on demand: |
Bank loans |
16. | LEASING AGREEMENTS |
Minimum lease payments under non-cancellable operating leases fall due as follows: |
2024 | 2023 |
£ | £ |
Within one year |
17. | SECURED DEBTS |
All of the company's assets are secured by fixed and floating charges over all present and future assets as a result of a debt facility in another entity in the EHG group of companies. |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2024 |
18. | PROVISIONS FOR LIABILITIES |
2024 | 2023 |
£ | £ |
Deferred tax | 684,659 | 758,506 |
Deferred tax |
£ |
Balance at 1 July 2023 |
Credit to Statement of Comprehensive Income during year | ( |
) |
Balance at 30 June 2024 |
19. | CALLED UP SHARE CAPITAL |
Allotted, issued and fully paid: |
Number: | Class: | Nominal | 2024 | 2023 |
value: | £ | £ |
P ordinary | £1 | 650 | 650 |
B ordinary | £1 | 130 | 130 |
K ordinary | £1 | 85 | 85 |
R ordinary | £1 | 85 | 85 |
D ordinary | £1 | 50 | 50 |
1,000 | 1,000 |
20. | RESERVES |
Retained |
earnings |
£ |
At 1 July 2023 | ( |
) |
Deficit for the year | ( |
) |
At 30 June 2024 | ( |
) |
21. | PENSION COMMITMENTS |
Total pension commitments for the year was £69,306 (2023: £82,597). The outstanding liability at year end was £24,016 (2023: £25,976). |
22. | RELATED PARTY DISCLOSURES |
The company has taken advantage of exemption, under the terms of Financial Reporting Standard |
102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose |
related party transactions with wholly owned subsidiaries within the group. |
23. | POST BALANCE SHEET EVENTS |
On 9 January 2025, Tes Aus Global Pty Ltd ('Tes') fully acquired the Education Horizons Group (incorporating the Double First Group of companies), by purchasing all of the shares in the ultimate parent Metis HoldCo Ltd. |
DOUBLE FIRST LIMITED (REGISTERED NUMBER: 03491759) |
NOTES TO THE FINANCIAL STATEMENTS - continued |
FOR THE YEAR ENDED 30 JUNE 2024 |
24. | ULTIMATE CONTROLLING PARTY |
The controlling party is Education Horizons Group (UK) Limited, a company incorporated in England and Wales whose financial statements are available from Companies House, Crown Way, Maindy, Cardiff, CF14 3UZ. |
The ultimate parent entity is Caribou Topco Jersey Limited, a company registered in Jersey. |