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REGISTERED NUMBER: 02672672 (England and Wales)















GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 SEPTEMBER 2024

FOR

OPERA HOLDINGS LIMITED

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024










Page

Company Information 1

Group Strategic Report 2

Report of the Directors 4

Report of the Independent Auditors 6

Consolidated Income Statement 9

Consolidated Other Comprehensive Income 10

Consolidated Statement of Financial Position 11

Company Statement of Financial Position 12

Consolidated Statement of Changes in Equity 13

Company Statement of Changes in Equity 15

Consolidated Statement of Cash Flows 16

Notes to the Consolidated Statement of Cash Flows 17

Notes to the Consolidated Financial Statements 19


OPERA HOLDINGS LIMITED

COMPANY INFORMATION
FOR THE YEAR ENDED 30 SEPTEMBER 2024







DIRECTORS: Mr J A Plinston
Mrs J Benn
Mr P Lawrence
Mr S Alderman



SECRETARY: Z Gibbs



REGISTERED OFFICE: 15 Wheatstone Court
Waterwells Business Park
Quedgeley
Gloucester
Gloucestershire
GL2 2AQ



REGISTERED NUMBER: 02672672 (England and Wales)



AUDITORS: GKP (Ampthill) Limited
3 Doolittle Yard
Froghall Road
Ampthill
Bedfordshire
MK45 2NW

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024


The directors present their strategic report of the company and the group for the year ended 30 September 2024.

The purpose of the Strategic Report is to inform shareholders and help them to assess how the directors have performed their duties to promote the success of the company. The report, together with the further information in the Directors' Report, provides a fair and balanced review of the company's business including; the development and performance of the business during the year, the position of the company at the end of the year and a description of the principal risks and uncertainties facing the company.

REVIEW OF BUSINESS
The year to 30 September 2024 was a satisfactory year for the group. The group profit before tax decreased to £502,529 (2023 - £921,792). Adjusted EBITA was £886,055 (2023 £1,279,254).

PRINCIPAL RISKS AND UNCERTAINTIES
As the subsidiary companies are involved with recruitment, the principal risk facing the group continues to be that it is dependent on a strong economy. In addition, there is a risk from ongoing changes in government policy and legislation.

The group primarily supply nurses to the NHS and private hospitals. We, therefore, rely on there being adequate demand and growth in the economy so that these essential services are properly funded. We would draw your attention to note 2 concerning current Government policy.

The company makes little use of financial instruments other than operational bank accounts and an invoice discounting facility, so its exposure to price risk, liquidity risk and cash flow risk is not material for the assessment of the assets,liabilities, financial position and profit and loss of the company. All customers who wish to trade on credit terms are subject to credit verification procedures. Receivables balances are monitored on an ongoing basis and provisions made for doubtful debts where necessary. The company maintains debt insurance through a group policy organised by the holding company


OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2024

KEY PERFORMANCE INDICATORS
Key performance indicators revolve around gross profit percentage, staff retention and productivity ratios, adjusted EBITA and cash conversion rate. The comparison of these ratios with the previous year is set out below:



2024 2023
Gross profit percentage 21.81% 21.51%
Staff retention 81% 79%
Adjusted EBITA £886,055 £1,279,254
Cash conversion rate 24.71% 124.42%
Staff productivity £1.78 £2.01



The strategy of the directors continues to be to review performance of the individual subsidiaries and local management, and to provide additional leadership and training where skill gaps are apparent.

ON BEHALF OF THE BOARD:



Mr J A Plinston - Director


24 June 2025

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 30 SEPTEMBER 2024


The directors present their report with the financial statements of the company and the group for the year ended 30 September 2024.

DIVIDENDS
Dividends per share on the ordinary £1 shares were paid as follows:

£NIL (2023 £1 per share).

Preference share dividends totalling £48,240 were paid during the year (2023 £40,200).

FUTURE DEVELOPMENTS
The directors are working to diversity the company income streams away from NHS work into domiciliary care and complex care packages. The directors are implementing cost savings including reduced office hours, redundancies and the reduction of senior management team salaries.

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 shown below have held office during the whole of the period from 1 October 2023 to the date of this report.

Mr J A Plinston
Mrs J Benn
Mr P Lawrence
Mr S Alderman

STATEMENT OF DIRECTORS' RESPONSIBILITIES
The directors are responsible for preparing the Group 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 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 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 and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

REPORT OF THE DIRECTORS
FOR THE YEAR ENDED 30 SEPTEMBER 2024


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 group'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 group's auditors are aware of that information.

ON BEHALF OF THE BOARD:





Mr J A Plinston - Director


24 June 2025

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
OPERA HOLDINGS LIMITED


Opinion
We have audited the financial statements of Opera Holdings Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 September 2024 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Statement of Financial Position, Company Statement of Financial Position, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, 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 group's and of the parent company affairs as at 30 September 2024 and of the group's profit for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the 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 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.

Material uncertainty relating to going concern
We draw attention to note 2 in the financial statements, which indicates that conditions are impacting the industry in which the group operates as a result of changes in Government policy. These conditions indicate that a material uncertainty exists that may cast some doubt on the group's ability to continue as a going concern.

Our opinion is not modified in respect of this matter.

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. 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 Group 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
OPERA HOLDINGS 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 Group 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 Group 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 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 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 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 Statement of Directors' Responsibilities set out on page four, 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 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.

REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF
OPERA HOLDINGS 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

- A part of the audit planning process was to look at each area of the financial statements and ascertain the level of risk for each applicable audit assertion. Where an increased risk was identified, specific audit work was designed to ensure those risks were at the forefront of the audit work carried out.
- During the audit planning process, important laws and regulations applying to the company were identified by making enquiries of management in addition to our own checks of the laws and regulations applying to a business of this nature.
- The audit process has documented the systems and internal controls adopted by the company and considered their adequacy. Our audit work included testing journal entries due to an inherent risk of management override of controls.
- An audit team planning meeting was held which communicated areas of identified risks and considered possible opportunities for fraud within the company.
- The engagement partner assessed the experience and abilities of the engagement team to ensure they were collectively competent to identify irregularities.
- All risks identified at the planning stage and the related audit work were reviewed and results considered to confirm that no irregularities had been identified.
- Our audit has included a review of the disclosures in the financial statements and comparison of those disclosures with the results of our audit work to identify any disparities.
- Analytical review of the financial statements has been undertaken at both the planning and completion stages of the audit to identify risks of irregularities and the results of the audit work carried out on those areas of risks.
- The judgements made in making accounting estimates have been assessed as to whether they indicate potential bias.
- Enquiries have been made of management regarding known instances of fraud, litigation or claims in progress.

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.

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.




Karen Dyer FCCA (Senior Statutory Auditor)
for and on behalf of GKP (Ampthill) Limited
Statutory Auditor
3 Doolittle Yard
Froghall Road
Ampthill
Bedfordshire
MK45 2NW

25 June 2025

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

CONSOLIDATED
INCOME STATEMENT
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2024 2023
Notes £    £   

TURNOVER 4 13,991,282 16,245,353

Cost of sales 10,939,566 12,750,642
GROSS PROFIT 3,051,716 3,494,711

Administrative expenses 2,489,206 2,523,427
562,510 971,284

Other operating income 5 15,575 -
OPERATING PROFIT 7 578,085 971,284

Interest receivable and similar income 572 23
578,657 971,307

Interest payable and similar expenses 8 76,128 49,515
PROFIT BEFORE TAXATION 502,529 921,792

Tax on profit 9 203,574 270,517
PROFIT FOR THE FINANCIAL YEAR 298,955 651,275
Profit attributable to:
Owners of the parent 176,871 576,465
Non-controlling interests 122,084 74,810
298,955 651,275

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

CONSOLIDATED
OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2024 2023
Notes £    £   

PROFIT FOR THE YEAR 298,955 651,275


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

298,955

651,275

Total comprehensive income attributable to:
Owners of the parent 176,872 576,465
Non-controlling interests 122,083 74,810
298,955 651,275

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

CONSOLIDATED STATEMENT OF FINANCIAL POSITION
30 SEPTEMBER 2024

2024 2023
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 14 615,936 923,906
Tangible assets 15 389,243 367,599
Investments 16 - -
1,005,179 1,291,505

CURRENT ASSETS
Debtors 17 1,196,711 1,423,756
Cash at bank 10,067 21,139
1,206,778 1,444,895
CREDITORS
Amounts falling due within one year 18 2,133,667 2,778,841
NET CURRENT LIABILITIES (926,889 ) (1,333,946 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

78,290

(42,441

)

CREDITORS
Amounts falling due after more than one year 19 (37,501 ) (106,667 )

PROVISIONS FOR LIABILITIES 23 (17,905 ) (10,610 )
NET ASSETS/(LIABILITIES) 22,884 (159,718 )

CAPITAL AND RESERVES
Called up share capital 24 225,240 225,240
Capital redemption reserve 235,820 235,820
Retained earnings (935,227 ) (1,060,328 )
SHAREHOLDERS' DEFICIT (474,167 ) (599,268 )

NON-CONTROLLING INTERESTS 25 497,051 439,550
TOTAL EQUITY 22,884 (159,718 )

The financial statements were approved by the Board of Directors and authorised for issue on 24 June 2025 and were signed on its behalf by:




Mr J A Plinston - Director


OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

COMPANY STATEMENT OF FINANCIAL POSITION
30 SEPTEMBER 2024

2024 2023
Notes £    £    £    £   
FIXED ASSETS
Intangible assets 14 - -
Tangible assets 15 380,739 354,786
Investments 16 3,726,003 5,297,065
4,106,742 5,651,851

CURRENT ASSETS
Debtors 17 306,830 981,907
Cash at bank 4,052 5,017
310,882 986,924
CREDITORS
Amounts falling due within one year 18 5,484,705 6,117,844
NET CURRENT LIABILITIES (5,173,823 ) (5,130,920 )
TOTAL ASSETS LESS CURRENT
LIABILITIES

(1,067,081

)

520,931

CREDITORS
Amounts falling due after more than one year 19 (7,500 ) (17,500 )

PROVISIONS FOR LIABILITIES 23 (7,541 ) (689 )
NET (LIABILITIES)/ASSETS (1,082,122 ) 502,742

CAPITAL AND RESERVES
Called up share capital 24 225,240 225,240
Revaluation reserve 40,198 40,198
Capital redemption reserve 235,820 235,820
Retained earnings (1,583,380 ) 1,484
SHAREHOLDERS' FUNDS (1,082,122 ) 502,742

Company's (loss)/profit for the financial year (1,536,624 ) 725,333

The financial statements were approved by the Board of Directors and authorised for issue on 24 June 2025 and were signed on its behalf by:




Mr J A Plinston - Director


OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024

Called up Capital
share Retained redemption
capital earnings reserve
£    £    £   
Balance at 1 October 2022 296,360 (842,754 ) 164,700

Changes in equity
Total comprehensive income - 576,465 -
Reduction in preference share
capital (60,300 ) (60,300 ) 60,300
Reduction in ordinary share
capital (10,820 ) (236,676 ) 10,820
Dividends - (256,160 ) -
Acquisition of non-controlling
interest - (240,903 ) -
Balance at 30 September 2023 225,240 (1,060,328 ) 235,820

Changes in equity
Total comprehensive income - 176,871 -
Dividends - (48,240 ) -
Acquisition of non-controlling
interest - (3,530 ) -
Balance at 30 September 2024 225,240 (935,227 ) 235,820

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY - continued
FOR THE YEAR ENDED 30 SEPTEMBER 2024

Non-controlling Total
Total interests equity
£    £    £   
Balance at 1 October 2022 (381,694 ) 801,899 420,205

Changes in equity
Total comprehensive income 576,465 74,810 651,275
Reduction in preference share
capital (60,300 ) - (60,300 )
Reduction in ordinary share
capital (236,676 ) - (236,676 )
Dividends (256,160 ) - (256,160 )
Acquisition of non-controlling
interest (240,903 ) (437,159 ) (678,062 )
Balance at 30 September 2023 (599,268 ) 439,550 (159,718 )

Changes in equity
Total comprehensive income 176,871 122,083 298,954
Dividends (48,240 ) (64,582 ) (112,822 )
Acquisition of non-controlling
interest (3,530 ) - (3,530 )
Balance at 30 September 2024 (474,167 ) 497,051 22,884

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2024

Called up Capital
share Retained Revaluation redemption Total
capital earnings reserve reserve equity
£    £    £    £    £   
Balance at 1 October 2022 296,360 (170,713 ) 40,198 164,700 330,545

Changes in equity
Reduction in preference share
capital (60,300 ) (60,300 ) - 60,300 (60,300 )
Reduction in ordinary share
capital (10,820 ) (236,676 ) - 10,820 (236,676 )
Dividends - (256,160 ) - - (256,160 )
Total comprehensive income - 725,333 - - 725,333
Balance at 30 September 2023 225,240 1,484 40,198 235,820 502,742

Changes in equity
Dividends - (48,240 ) - - (48,240 )
Total comprehensive income - (1,536,624 ) - - (1,536,624 )
Balance at 30 September 2024 225,240 (1,583,380 ) 40,198 235,820 (1,082,122 )

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 SEPTEMBER 2024

2024 2023
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 507,525 1,883,663
Interest paid (76,128 ) (49,515 )
Tax paid (212,413 ) (243,069 )
Net cash from operating activities 218,984 1,591,079

Cash flows from investing activities
Purchase of tangible fixed assets (35,110 ) (17,471 )
Sale of tangible fixed assets - 665
Purchase of investments (3,530 ) (678,062 )
Minority interest dividends (64,582 ) -
Interest received 572 23
Net cash from investing activities (102,650 ) (694,845 )

Cash flows from financing activities
Loan repayments in year (79,166 ) (60,000 )
Redemption of preference shares - (60,300 )
Purchase of own shares - (236,676 )
Redemption of loan notes - (280,000 )
Equity dividends paid (48,240 ) (256,160 )
Net cash from financing activities (127,406 ) (893,136 )

(Decrease)/increase in cash and cash equivalents (11,072 ) 3,098
Cash and cash equivalents at beginning of
year

2

21,139

18,041

Cash and cash equivalents at end of year 2 10,067 21,139

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 SEPTEMBER 2024


1. RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

2024 2023
£    £   
Profit before taxation 502,529 921,792
Depreciation charges 321,436 317,399
Profit on disposal of fixed assets - (277 )
Movement in provisions 1,072 1,341
Finance costs 76,128 49,515
Finance income (572 ) (23 )
900,593 1,289,747
Decrease in trade and other debtors 227,045 848,000
Decrease in trade and other creditors (620,113 ) (254,084 )
Cash generated from operations 507,525 1,883,663

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts:

Year ended 30 September 2024
30.9.24 1.10.23
£    £   
Cash and cash equivalents 10,067 21,139
Year ended 30 September 2023
30.9.23 1.10.22
£    £   
Cash and cash equivalents 21,139 18,041


OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 SEPTEMBER 2024


3. ANALYSIS OF CHANGES IN NET DEBT

At 1.10.23 Cash flow At 30.9.24
£    £    £   
Net cash
Cash at bank 21,139 (11,072 ) 10,067
21,139 (11,072 ) 10,067
Debt
Debts falling due within 1 year (60,000 ) 10,000 (50,000 )
Debts falling due after 1 year (106,667 ) 69,166 (37,501 )
(166,667 ) 79,166 (87,501 )
Total (145,528 ) 68,094 (77,434 )

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2024


1. STATUTORY INFORMATION

Opera Holdings Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the General Information page.

2. ACCOUNTING POLICIES

Basis of preparation
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention as modified by the revaluation of certain assets.

Going concern

Key subsidiaries of the group operate as recruitment agencies for the nursing profession. Since July 2024 this industry has faced challenges as a result of changes in Government policy to reduce the amount of agency nurses used within the NHS.This event casts doubt upon the group's long term ability to adopt the going concern basis.

The directors have considered the short term impact of these changes and, post year end, the company has increased its share capital to ensure that the group will have sufficient funds available to meet liabilities as they fall due.

Longer term, the directors are working to diversify the income streams away from NHS work into domiciliary work and complex care packages. The directors are implementing cost savings including reducing office hours, redundancies and the reduction of senior management team salaries.

On this basis, the financial statements have been prepared on the going concern basis.

Basis of consolidation
The group financial statements consolidate the accounts of Opera Holdings Limited and all its subsidiary undertakings made up to 30 September each year. The Group profit and loss account includes the results of all subsidiary undertakings for the period from the date of their acquisition and up to the date of disposal.

Turnover
Turnover represents the net invoiced sales of services, stated after trade discounts, other sales taxes and net of VAT, and fees and commissions receivable less any appropriate provision for commissions received on indemnity terms. Revenue from the supply of temporary workers is recognised based on the hours worked each week. Revenue from the placement of permanent staff is recognised when the position is started.

Goodwill
Goodwill may arise on the acquisition of subsidiary and associated undertakings and interests in joint ventures. It represents the cost of fair value of the group share of tangible assets acquired. In accordance with Financial Reporting Standard 102 such goodwill is capitalised as an intangible fixed asset and amortised by equal instalments over its expected life. Goodwill is now being amortised over 5 or 10 years, which is the directors' view of the duration of the relevant business cycles.

Intangible assets
Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 SEPTEMBER 2024


2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life:

Fixtures and fittings - 33.33% on cost, 20% on cost and 15% on cost;

Freehold property - no depreciation is charged as the estimated residual value is expected to be at least the cost value.

Financial instruments
Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method 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. Financial assets classified as receivable within one year are not amortised.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Income Statement, 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 statement of financial position date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the statement of financial position 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.

Pension costs and other post-retirement benefits
The group operates a defined contribution pension scheme. Contributions payable to the group's pension scheme are charged to profit or loss in the period to which they relate.

Investments
Investments held as fixed assets are stated at cost or valuation less provision for permanent diminution in value. Dividends are brought into the profit and loss account when received.

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 SEPTEMBER 2024


3. CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In preparing the financial statements, management has made judgements, estimates and assumptions that affect the application of accounting policies. Actual results may differ from these estimates.

Going concern assumption

The financial statements have been prepared on a going concern basis, which assumes that the group will continue in operational existence for the foreseeable future. In making this assessment, management has considered all available information about the future, including the group's current financial position, the future projections of profitability and cashflow, and the potential impact of external factors.

Key judgements

- Revenue projections:
Management has made assumptions regarding future revenue based on historical performance and market
conditions. These projections are subject to significant uncertainty, particularly in respect of the Government policy to reduce the amount of agency nurses used within the NHS.

- Cost management:
Assumptions have been made about the group's ability to manage costs effectively, including the implementation of cost-saving initiatives and the control of discretionary spending. These assumptions are critical in determining the group's ability to maintain positive cashflows.

Key sources of estimation uncertainty:

- Revenue sensitivity:
The sensitivity of revenue projections to changes in key variables, such as the speed at which NHS work will decline and the diversification of income steams will take effect, involve significant estimation uncertainty. Variations in these assumptions can materially impact the forecast result that the going concern assumption is based upon.


Management believes that the judgements and estimates used in preparing the forecasts are reasonable and support the going concern assumption. However, due to the inherent uncertainty in these estimates, actual results may differ,and these differences could be material.

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 SEPTEMBER 2024


4. TURNOVER

The turnover and loss are attributable to the two main activities of the group:

1/ Employment and recruitment agents.

2/ Providers of financial & management services.

An analysis of turnover by class of business is given below:


2024 2023
£ £
Employment and recruitment 13,999,552 16,241,712
Financial & management services 1,730 23,641

14,001,282 16,245,343

5. OTHER OPERATING INCOME
2024 2023
£    £   
Rents received 15,000 -
Sundry receipts 500 -
Sundry income 75 -
15,575 -

6. EMPLOYEES AND DIRECTORS

Group Group Company Company
2024 2023 2024 2023
Wages & salaries 1,461,702 1,528,501 388,858 439,903
Social security 144,569 139,078 42,864 46,114
Pension 56,722 44,447 29,976 24,770
1,662,993 1,712,026 461,698 510,787


The average number of employees during the year was as follows:

Group Group Company Company
2024 2023 2024 2023
Administration 27 28 12 12
Sales 20 21 - -
47 49 12 12

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 SEPTEMBER 2024


2024 2023
£    £   
Directors' remuneration 264,252 345,652
Directors' pension contributions to money purchase schemes 22,621 17,837

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes 3 3

Information regarding the highest paid director is as follows:
2024 2023
£    £   
Emoluments etc 100,681 100,167
Pension contributions to money purchase schemes 10,933 8,470

7. OPERATING PROFIT

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

2024 2023
£    £   
Depreciation - owned assets 13,466 9,429
Profit on disposal of fixed assets - (277 )
Goodwill amortisation 307,970 307,970
Auditors' remuneration 34,200 30,150
Operating lease rentals - Land & buildings 43,114 41,647

8. INTEREST PAYABLE AND SIMILAR EXPENSES
2024 2023
£    £   
Bank interest (29 ) 1,549
Bank loan interest 2,897 4,113
Invoice discounting interest 51,391 31,380
Other interest 21,263 11,608
Loan 606 865
76,128 49,515

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 SEPTEMBER 2024


9. TAXATION

Analysis of the tax charge
The tax charge on the profit for the year was as follows:
2024 2023
£    £   
Current tax:
UK corporation tax 196,692 268,784
Adjustment re previous years 660 -
Total current tax 197,352 268,784

Deferred tax 6,222 1,733
Tax on profit 203,574 270,517

UK corporation tax has been charged at 25 % (2023 - 22.01 %).

Reconciliation of total tax 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
£    £   
Profit before tax 502,529 921,792
Profit multiplied by the standard rate of corporation tax in the UK of 25 %
(2023 - 25 %)

125,632

230,448

Effects of:
Expenses not deductible for tax purposes 80 960
Capital allowances in excess of depreciation (5,588 ) (2,243 )
Adjustments to tax charge in respect of previous periods 660 -
Goodwill on consolidation 76,992 76,992
Deferred tax movement 6,223 1,733
Effect of marginal rate relief (111 ) (76 )
Charged at different rate (314 ) (37,297 )
Total tax charge 203,574 270,517

10. INDIVIDUAL INCOME STATEMENT

As permitted by Section 408 of the Companies Act 2006, the Income Statement of the parent company is not presented as part of these financial statements.


OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 SEPTEMBER 2024


11. DIVIDENDS

2024 2023
£    £   
Minority interest dividend 64,582 0
Preference share dividend 48,240 20,100
Ordinary share dividend 0 236,080
£112,822 £256,180


12. PRIOR YEAR ADJUSTMENT

The company has revised its interpretation of the contracts with agency workers, which had the impact of removing the associated costs and average employee numbers from the disclosure in note 6. Wages and salaries costs and social security costs previously disclosed were reduced by £11,679,678 and £1,049,989 respectively. Average employee numbers reduced by 363.

13. OPERATING LEASE INCOME

Minimum lease income due to the company is as follows:

2024 2023
£    £   
Within one year 15,000 15,000
Between one and five years 18,750 18,750
33,750 33,750

14. INTANGIBLE FIXED ASSETS

Group
Goodwill
£   
COST
At 1 October 2023
and 30 September 2024 3,705,475
AMORTISATION
At 1 October 2023 2,781,569
Amortisation for year 307,970
At 30 September 2024 3,089,539
NET BOOK VALUE
At 30 September 2024 615,936
At 30 September 2023 923,906

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 SEPTEMBER 2024


15. TANGIBLE FIXED ASSETS

Group
Fixtures
Freehold and
property fittings Totals
£    £    £   
COST
At 1 October 2023 345,660 265,178 610,838
Additions - 35,110 35,110
Disposals - (64,664 ) (64,664 )
At 30 September 2024 345,660 235,624 581,284
DEPRECIATION
At 1 October 2023 - 243,239 243,239
Charge for year - 13,466 13,466
Eliminated on disposal - (64,664 ) (64,664 )
At 30 September 2024 - 192,041 192,041
NET BOOK VALUE
At 30 September 2024 345,660 43,583 389,243
At 30 September 2023 345,660 21,939 367,599

The company purchased freehold office premises on 27 May 2022 (see also note 2).

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 SEPTEMBER 2024


15. TANGIBLE FIXED ASSETS - continued

Company
Fixtures
Freehold and
property fittings Totals
£    £    £   
COST
At 1 October 2023 345,660 175,522 521,182
Additions - 33,389 33,389
Disposals - (56,812 ) (56,812 )
At 30 September 2024 345,660 152,099 497,759
DEPRECIATION
At 1 October 2023 - 166,396 166,396
Charge for year - 7,436 7,436
Eliminated on disposal - (56,812 ) (56,812 )
At 30 September 2024 - 117,020 117,020
NET BOOK VALUE
At 30 September 2024 345,660 35,079 380,739
At 30 September 2023 345,660 9,126 354,786

16. FIXED ASSET INVESTMENTS

Company
Unlisted
investments
£   
COST OR VALUATION
At 1 October 2023 5,297,065
Additions 3,530
Disposals (300 )
Impairments (1,574,292 )
At 30 September 2024 3,726,003
NET BOOK VALUE
At 30 September 2024 3,726,003
At 30 September 2023 5,297,065

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 SEPTEMBER 2024


16. FIXED ASSET INVESTMENTS - continued

Company

Cost or valuation at 30 September 2024 is represented by:

Unlisted
investments
£   
Valuation in 2024 3,726,003

The company's investments in subsidiary companies represent the costs of acquisition of the whole of the issued share capital together with revaluations of the following companies:

Freight Personnel Limited £24,998




The following companies are all included in the consolidation and have the same registered office as the parent, details of which can be found on the company information page.

The group or the company's investments at the Statement of Financial Position date in the share capital of companies include the following:

Subsidiaries

Claritas Asset Management Limited
Registered office: 15 Wheatstone Court, Waterwells Business Park, Quedgeley, Gloucestershire. GL2 2AQ
Nature of business: Dormant
%
Class of shares: holding
Ordinary 100.00

Enhance Payroll Solutions Limited
Registered office: 15 Wheatstone Court, Waterwells Business Park, Quedgeley, Gloucestershire. GL2 2AQ
Nature of business: Dormant
%
Class of shares: holding
Ordinary 100.00

Freight Personnel Limited
Registered office: 15 Wheatstone Court, Waterwells Business Park, Quedgeley, Gloucestershire. GL2 2AQ
Nature of business: Employment and recruitment agents
%
Class of shares: holding
Ordinary 100.00

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 SEPTEMBER 2024


16. FIXED ASSET INVESTMENTS - continued

Merlin Financial Consultants Limited
Registered office: 15 Wheatstone Court, Waterwells Business Park, Quedgeley, Gloucestershire. GL2 2AQ
Nature of business: Provision of financial services
%
Class of shares: holding
Ordinary 100.00

For the year ended 30 September 2024 Merlin Financial Consultants Limited was entitled to exemption from audit under S479A of the Companies Act 2006 relating to subsidiary companies.

Opera Holdings Limited has provided a guarantee over all liabilities of Merlin Financial Consultants Limited at 30 September 2024.

ProHealthCare Limited
Registered office: 15 Wheatstone Court, Waterwells Business Park, Quedgeley, Gloucestershire. GL2 2AQ
Nature of business: Employment and recruitment agents
%
Class of shares: holding
Ordinary 100.00

Recruitment Solutions Limited
Registered office: 15 Wheatstone Court, Waterwells Business Park, Quedgeley, Gloucestershire. GL2 2AQ
Nature of business: Dormant
%
Class of shares: holding
Ordinary 100.00

Total Staff Services UK Limited
Registered office: 15 Wheatstone Court, Waterwells Business Park, Quedgeley, Gloucestershire. GLT 2AQ
Nature of business: Employment and recruitment agents
%
Class of shares: holding
Ordinary 100.00

The Workbank Recruitment Consultancy Limited
Registered office: 15 Wheatstone Court, Waterwells Business Park, Quedgeley, Gloucestershire. GL2 2AQ
Nature of business: Dormant
%
Class of shares: holding
Ordinary 100.00

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 SEPTEMBER 2024


16. FIXED ASSET INVESTMENTS - continued

Richmond Support Services Limited
Registered office: 15 Wheatstone Court, Waterwells Business Park, Quedgeley, Gloucestershire. GL2 2AQ
Nature of business: Employment and recruitment agents
%
Class of shares: holding
Ordinary 100.00

For the year ended 30 September 2024 Richmond Support Services Limited was entitled to exemption from audit under S479A of the Companies Act 2006 relating to subsidiary companies. Opera Holdings Limited has provided a guarantee over all the liabilities of Richmond Support Services Limited at 30 September 2024.

Staff Call Recruitment Specialists Limited
Registered office: 15 Wheatstone Court, Waterwells Business Park, Quedgeley, Gloucestershire. GL2 2AQ
Nature of business: Dormant
%
Class of shares: holding
Ordinary 100.00

Richmond Nursing Agency Limited
Registered office: 15 Wheatstone Court, Waterwells Business Park, Quedgeley, Gloucestershire. GL2 2AQ
Nature of business: Employment and recruitment agents
%
Class of shares: holding
Ordinary 87.50


17. DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2024 2023 2024 2023
£    £    £    £   
Trade debtors 1,141,557 1,361,851 - 90
Other debtors 3,168 3,167 - -
Amounts due from
group undertakings - - 53,662 140,679
Prepayments & accrued income 51,986 58,738 253,168 841,138
1,196,711 1,423,756 306,830 981,907

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 SEPTEMBER 2024


18. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2024 2023 2024 2023
£    £    £    £   
Bank loans and overdrafts (see note 20) 50,000 60,000 10,000 10,000
Trade creditors 29,625 29,853 18,982 17,687
Corporation tax 253,691 268,752 - 91,214
Social security and other taxes 464,030 637,447 10,219 145,945
Other creditors (see note 21) 1,199,987 1,598,408 991,843 1,350,649
Amounts due to group undertakings - - 4,379,545 4,408,103
Accrued expenses 136,334 184,381 74,116 94,246
2,133,667 2,778,841 5,484,705 6,117,844

19. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE
YEAR

Group Company
2024 2023 2024 2023
£    £    £    £   
Bank loans (see note 20) 37,501 106,667 7,500 17,500

20. LOANS

An analysis of the maturity of loans is given below:

Group Company
2024 2023 2024 2023
£    £    £    £   
Amounts falling due within one year or on demand:
Bank loans 50,000 60,000 10,000 10,000
Amounts falling due between one and two years:
Bank loans - 1-2 years 37,501 60,000 7,500 10,000
Amounts falling due between two and five years:
Bank loans - 2-5 years - 46,667 - 7,500

The bank loan has been taken out under the Bounce Back Loan Scheme. The loan is repayable monthly over five years from June 2021 and the interest charged is 2.5% per annum.

21. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 SEPTEMBER 2024


Group
Non-cancellable operating leases
2024 2023
£    £   
Within one year 4,012 17,523

22. SECURED DEBTS

The company administers a receivables finance agreement with Lloyds Commercial Finance Limited on behalf of the following group companies: The Workbank Recruitment Consultancy Limited, Richmond Support Services Limited (formerly Workworld Limited), Total Staff Services UK Limited, ProHealthCare Limited, Staff Call Recruitment Specialists Limited, Freight Personnel Limited and Richmond Nursing Agency Limited. All amounts due to or owed by these group companies under the agreement are reflected in the accounts of Opera Holdings Limited.

At 30 September 2024 the group owed £780,577 (2023 - £877,278) under the agreement. This amount is included in other creditors due in less than one year.

The liability is secured by a debenture giving a fixed and floating charge over the assets of each group company covered by the agreement with each company having a cross guarantee with the other companies.

23. PROVISIONS FOR LIABILITIES

Group Deferred Dilapid-
Tax ations Total
£    £    £   
At 1 October 2023 3,444 7,166 10,610
Arising 6,852 1,444 8,296
Utilised or released (629 ) (372 ) (1,001 )
At 30 September 2024 9,667 8,238 17,905




Company Deferred Dilapid-
Tax ations Total
£    £    £   
At 1 October 2023 689 0 689
Arising 6,852 0 6,852
Utilised or released 0 (0 ) 0

At September 2024 7,541 0 7,541

The provision against dilapidations relates to the estimated claims for dilapidations of the group's leasehold properties which falls due for assessment between the year end date and October 2025.

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 SEPTEMBER 2024


24. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2024 2023
value: as restated
£    £   
225,240 Ordinary £1 225,240 225,240

The ordinary shares have attached to them full voting, dividend and capital distribution rights.

25. NON-CONTROLLING INTERESTS

The minority interest represents:


12.5% (2023 - 12.5%) of the ordinary issued share capital of Richmond Nursing Agency Limited.


2024 2023
Balance at beginning of year 439,550 801,899
-
Movement in year 57,503 74,810
Acquisition of non-controlling interest - (437,159 )
Balance at end of year £497,053 £439,550

26. 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.

Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

Entities with control, joint control or significant influence over the entity

Artisan Contract Services Limited, a company which is owned by Mr J A Plinston, made a loan amounting to £80,000 (2023 £NIL). Interest was charged on the loan at the rate of 5% per annum and the amount charged in the year ended 30 September 2024 was £5,036 (2023 £1,246).

Entities over which the entity has control, joint control or significant influence

The company received management charges of £304,299 (2023 £345,304) from Richmond Nursing Agency Limited, an 87.5% owned subsidiary. Any amounts owing are interest free and are repayable on demand. In addition, the company received interest free loans from Richmond Nursing Agency Limited and the total amount outstanding at 30 September 2024 was £3,916,554 (2023 £3,345,384).

OPERA HOLDINGS LIMITED (REGISTERED NUMBER: 02672672)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued
FOR THE YEAR ENDED 30 SEPTEMBER 2024


27. POST BALANCE SHEET EVENTS

Subsequent to the year end, the directors have issued 225,240 ordinary shares at £1 per share to raise additional capital through a rights issue. The rights issue was successfully completed in June 2025 and the new shares have been duly allotted to the participating shareholders. £225,240 was generated through the rights issue

28. ULTIMATE CONTROLLING PARTY

In the opinion of the directors the company has no single controlling party.

The directors jointly hold 85.61% (2023 - 85.61%) of the issued ordinary share capital of the company.