| REPORT OF THE DIRECTORS AND |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| FOR |
| MCMM SERVICES LIMITED |
| REPORT OF THE DIRECTORS AND |
| FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| FOR |
| MCMM SERVICES LIMITED |
| MCMM SERVICES LIMITED (REGISTERED NUMBER: 11347743) |
| CONTENTS OF THE FINANCIAL STATEMENTS |
| for the year ended 31 December 2024 |
| Page |
| Company Information | 1 |
| Report of the Directors | 2 |
| Report of the Independent Auditors | 3 |
| Statement of Comprehensive Income | 5 |
| Balance Sheet | 6 |
| Statement of Changes in Equity | 7 |
| Notes to the Financial Statements | 8 |
| MCMM SERVICES LIMITED |
| COMPANY INFORMATION |
| for the year ended 31 December 2024 |
| DIRECTORS: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Statutory Auditors |
| 70-72 Nottingham Road |
| Mansfield |
| Nottinghamshire |
| NG18 1BN |
| MCMM SERVICES LIMITED (REGISTERED NUMBER: 11347743) |
| REPORT OF THE DIRECTORS |
| for the year ended 31 December 2024 |
| The directors present their report with the financial statements of the company for the year ended 31 December 2024. |
| PRINCIPAL ACTIVITY |
| The principal activity of the company in the year under review was that of providing management services to The Education Mutual Ltd. |
| DIVIDENDS |
| No dividends will be distributed for the year ended 31 December 2024. |
| DIRECTORS |
| The directors who have held office during the period from 1 January 2024 to the date of this report are as follows: |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| The directors are responsible for preparing 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 ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information. |
| AUDITORS |
| The auditors, Hewitt Card Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting. |
| ON BEHALF OF THE BOARD: |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| MCMM SERVICES LIMITED |
| Opinion |
| We have audited the financial statements of MCMM Services Limited (the 'company') for the year ended 31 December 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 31 December 2024 and of its 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 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 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. |
| 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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Report of the Directors has 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 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. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| MCMM SERVICES LIMITED |
| Responsibilities of directors |
| As explained more fully in the Statement of Directors' Responsibilities set out on page two, 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. |
| 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: |
| We have adopted a risk based approach based upon analytical procedures and knowledge of the clients systems and environment it operates in. |
| This enables us to design and perform audit procedures responsive to those risks; and obtain audit evidence that is sufficient and appropriate to provide a basis for the audit opinion. |
| To obtain an understanding of internal control where relevant to the audit to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the companys internal control. |
| To evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. |
| To conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the entity's ability to continue as a going concern. |
| The likelihood of detecting irregularities is inherently difficult and we have designed our tests and procedures to reduce this risk. |
| - We have enquired of management and the company's solicitors around actual and potential litigation and claims. |
| - Review of company minutes of meetings of those charged with governance. |
| - Reviewing financial statements disclosure and testing supporting documentation to assess compliance with applicable laws and regulations |
| - Review and testing of management override of controls, including through testing journal entries and other adjustments for appropriateness and evaluating the business rationale of significant transactions. |
| 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. |
| for and on behalf of |
| Statutory Auditors |
| 70-72 Nottingham Road |
| Mansfield |
| Nottinghamshire |
| NG18 1BN |
| MCMM SERVICES LIMITED (REGISTERED NUMBER: 11347743) |
| STATEMENT OF COMPREHENSIVE |
| INCOME |
| for the year ended 31 December 2024 |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ |
| TURNOVER | 3 |
| Cost of sales |
| GROSS PROFIT |
| Administrative expenses |
| OPERATING PROFIT/(LOSS) | 5 | ( |
) |
| Interest receivable and similar income |
| 2,364,668 | (249,068 | ) |
| Interest payable and similar expenses | 6 |
| PROFIT/(LOSS) BEFORE TAXATION | ( |
) |
| Tax on profit/(loss) | 7 | ( |
) |
| PROFIT/(LOSS) FOR THE FINANCIAL YEAR | ( |
) |
| OTHER COMPREHENSIVE INCOME |
| Purchase own shares |
| Share capital |
| Income tax relating to other comprehensive income |
| OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
( |
) |
| MCMM SERVICES LIMITED (REGISTERED NUMBER: 11347743) |
| BALANCE SHEET |
| 31 December 2024 |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ | £ | £ |
| FIXED ASSETS |
| Intangible assets | 8 |
| Tangible assets | 9 |
| CURRENT ASSETS |
| Debtors | 10 |
| Cash at bank |
| CREDITORS |
| Amounts falling due within one year | 11 |
| NET CURRENT ASSETS/(LIABILITIES) | ( |
) |
| TOTAL ASSETS LESS CURRENT LIABILITIES | ( |
) |
| PROVISIONS FOR LIABILITIES | 13 |
| NET ASSETS/(LIABILITIES) | ( |
) |
| CAPITAL AND RESERVES |
| Called up share capital | 14 |
| Capital redemption reserve | 15 |
| Retained earnings | 15 | ( |
) |
| SHAREHOLDERS' FUNDS | ( |
) |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| MCMM SERVICES LIMITED (REGISTERED NUMBER: 11347743) |
| STATEMENT OF CHANGES IN EQUITY |
| for the year ended 31 December 2024 |
| Called up | Capital |
| share | Retained | redemption | Total |
| capital | earnings | reserve | equity |
| £ | £ | £ | £ |
| Balance at 1 January 2023 |
| Changes in equity |
| Total comprehensive income | - | ( |
) | ( |
) |
| Balance at 31 December 2023 | ( |
) | ( |
) |
| Changes in equity |
| Total comprehensive income | - |
| Balance at 31 December 2024 |
| MCMM SERVICES LIMITED (REGISTERED NUMBER: 11347743) |
| NOTES TO THE FINANCIAL STATEMENTS |
| for the year ended 31 December 2024 |
| 1. | STATUTORY INFORMATION |
| MCMM Services Limited is a |
| 2. | ACCOUNTING POLICIES |
| Basis of preparing the financial statements |
| Going concern |
| The directors consider that the company has adequate resources to continue in operational existence for the foreseeable future. Therefore, they continue to apply the going concern basis of accounting in preparing the Annual Report and Financial Statements. |
| Financial Reporting Standard 102 - reduced disclosure exemptions |
| The Company has taken advantage of the exemptions, under FRS 102 paragraph 1.12(b) & (e) respectively, from preparing a Statement of Cash Flows and disclosure of key management compensation, on the basis that it is a qualifying entity and its ultimate parent company, Arthur J. Gallagher & Co., includes such disclosures in its own consolidated financial statements. The Company has also taken advantage of the exemptions available under paragraph 33.1A of FRS 102 Related Party Disclosures, not to disclose transactions that have taken place between members of the Group where the party to the transaction is a wholly owned member. |
| Turnover |
| Turnover is measured at the fair value of the consideration received or receivable, excluding value added tax and other sales taxes. Turnover includes commissions received from The Education Mutual Ltd for the provision of management services. |
| 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. |
| Tangible fixed assets |
| Short leasehold | - |
| Plant and machinery | - |
| Fixtures and fittings | - |
| Computer equipment | - |
| 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. |
| MCMM SERVICES LIMITED (REGISTERED NUMBER: 11347743) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the year ended 31 December 2024 |
| 2. | ACCOUNTING POLICIES - continued |
| 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. |
| Hire purchase and leasing commitments |
| Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter. |
| The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability. |
| 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. |
| Deferred income |
| The accounts include deferred income for management services provided to The Education Mutual Ltd. Income is deferred based on the membership fees charged in The Education Mutual Ltd and is released to the profit and loss account on a time apportioned basis. |
| 3. | TURNOVER |
| The turnover and profit (2023 - loss) before taxation are attributable to the one principal activity of the company. |
| An analysis of turnover by class of business is given below: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| 4. | EMPLOYEES AND DIRECTORS |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Wages and salaries |
| Social security costs |
| Other pension costs |
| The average number of employees during the year was as follows: |
| 31.12.24 | 31.12.23 |
| Employees |
| MCMM SERVICES LIMITED (REGISTERED NUMBER: 11347743) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the year ended 31 December 2024 |
| 4. | EMPLOYEES AND DIRECTORS - continued |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Directors' remuneration |
| Directors' pension contributions to money purchase schemes |
| 5. | OPERATING PROFIT/(LOSS) |
| The operating profit (2023 - operating loss) is stated after charging: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Depreciation - owned assets |
| Depreciation - assets on hire purchase contracts or finance leases |
| Loss on disposal of fixed assets |
| Online Platform Development amortisation |
| 6. | INTEREST PAYABLE AND SIMILAR EXPENSES |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Hire purchase |
| 7. | TAXATION |
| Analysis of the tax charge/(credit) |
| The tax charge/(credit) on the profit for the year was as follows: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Current tax: |
| UK corporation tax |
| Deferred tax | ( |
) | ( |
) |
| Tax on profit/(loss) | ( |
) |
| Reconciliation of total tax charge/(credit) included in profit and loss |
| The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Profit/(loss) before tax | ( |
) |
| Profit/(loss) multiplied by the standard rate of corporation tax in the UK of (2023 - |
( |
) |
| Effects of: |
| Expenses not deductible for tax purposes |
| Depreciation in excess of capital allowances |
| Deferred tax | (9,818 | ) | (17,190 | ) |
| Tax adjustment for prior year | (21 | ) | (12 | ) |
| Loan relationships | (1,846 | ) | - |
| Group relief | (598,558 | ) | - |
| Total tax charge/(credit) | 5,293 | (12,177 | ) |
| MCMM SERVICES LIMITED (REGISTERED NUMBER: 11347743) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the year ended 31 December 2024 |
| 7. | TAXATION - continued |
| Tax effects relating to effects of other comprehensive income |
| There were no tax effects for the year ended 31 December 2024. |
| 31.12.23 |
| Gross | Tax | Net |
| £ | £ | £ |
| Purchase own shares |
| Share capital |
| - | - | - |
| 8. | INTANGIBLE FIXED ASSETS |
| Online |
| Platform |
| Development |
| £ |
| COST |
| At 1 January 2024 |
| Additions |
| At 31 December 2024 |
| AMORTISATION |
| At 1 January 2024 |
| Amortisation for year |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| 9. | TANGIBLE FIXED ASSETS |
| Fixtures |
| Short | Plant and | and | Computer |
| leasehold | machinery | fittings | equipment | Totals |
| £ | £ | £ | £ | £ |
| COST |
| At 1 January 2024 |
| Disposals | ( |
) | ( |
) |
| At 31 December 2024 |
| DEPRECIATION |
| At 1 January 2024 |
| Charge for year |
| Eliminated on disposal | ( |
) | ( |
) |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| MCMM SERVICES LIMITED (REGISTERED NUMBER: 11347743) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the year ended 31 December 2024 |
| 10. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Trade debtors |
| Prepayments and accrued income |
| Prepayments |
| 11. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Trade creditors |
| Amounts owed to group undertakings |
| Tax |
| Social security and other taxes |
| VAT | 222,040 | 252,775 |
| Other creditors |
| Accruals and deferred income |
| Accrued expenses |
| 12. | LEASING AGREEMENTS |
| Minimum lease payments under non-cancellable operating leases fall due as follows: |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Within one year |
| Between one and five years |
| 13. | PROVISIONS FOR LIABILITIES |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Deferred tax | 3,858 | 13,676 |
| Deferred |
| tax |
| £ |
| Balance at 1 January 2024 |
| Credit to Statement of Comprehensive Income during year | ( |
) |
| Balance at 31 December 2024 |
| 14. | CALLED UP SHARE CAPITAL |
| Allotted, issued and fully paid: |
| Number: | Class: | Nominal | 31.12.24 | 31.12.23 |
| value: | £ | £ |
| Ordinary | 1 | 1,000 | 1,000 |
| MCMM SERVICES LIMITED (REGISTERED NUMBER: 11347743) |
| NOTES TO THE FINANCIAL STATEMENTS - continued |
| for the year ended 31 December 2024 |
| 15. | RESERVES |
| Capital |
| Retained | redemption |
| earnings | reserve | Totals |
| £ | £ | £ |
| At 1 January 2024 | ( |
) | (78,187 | ) |
| Profit for the year |
| At 31 December 2024 | 2,281,188 |
| Share premium of £649,590 represents the amount paid above the nominal value of the ordinary 'A' shares in the Company. |
| Ordinary 'A' and Ordinary 'B' - the shares have attached to them full voting, dividend and capital distribution (including on winding up) rights, they do not confer any rights of redemption. |
| Ordinary 'C' - the shares have attached to them (on winding up the Company or a reduction or return of capital) the right to 7.5% of surplus assets over £2 million. The C shares have no voting or dividend rights. |
| 16. | 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. |
| 17. | ULTIMATE CONTROLLING PARTY |
| The controlling party is Gallagher Holdings (UK) Limited. |
| The ultimate controlling party is |
| The immediate parent company is Gallagher Holdings (UK) Limited, a company registered in England and Wales. The largest group of undertakings of which the Company is a member and for which financial statements are prepared, is headed up by Arthur J. Gallagher & Co., a company incorporated in the United States of America, which is the ultimate holding company. The registered address of Arthur J. Gallagher & Co, is The Corporation Trust Company, Corporation Trust Center, 1209 Orange Street, Wilmington, DE 19801, United States. A copy of these consolidated financial statements is available from the registered office of the Company. |