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REGISTERED NUMBER: 11986297 (England and Wales)















Group Strategic Report, Report of the Directors and

Consolidated Financial Statements

for the Year Ended 31 December 2024

for

The Investigo Group Limited

The Investigo Group Limited (Registered number: 11986297)






Contents of the Consolidated Financial Statements
for the Year Ended 31 December 2024




Page

Company Information 1

Group Strategic Report 2

Report of the Directors 6

Report of the Independent Auditors 8

Consolidated Income Statement 12

Consolidated Other Comprehensive Income 13

Consolidated Balance Sheet 14

Company Balance Sheet 15

Consolidated Statement of Changes in Equity 16

Company Statement of Changes in Equity 17

Consolidated Cash Flow Statement 18

Notes to the Consolidated Cash Flow Statement 19

Notes to the Consolidated Financial Statements 20


The Investigo Group Limited

Company Information
for the Year Ended 31 December 2024







DIRECTORS: C Powell
M Bowler
S Manning
C M Newton
M D Stagg
S Barber
S D Rogers



REGISTERED OFFICE: Unit 116 Imperial Court
Exchange Street East
Liverpool
Merseyside
L2 3AB



REGISTERED NUMBER: 11986297 (England and Wales)



SENIOR STATUTORY AUDITOR: Janine Boyo BFP FCA MAAT



AUDITORS: Voisey & Co LLP
8 Winmarleigh Street
Warrington
Cheshire
WA1 1JW

The Investigo Group Limited (Registered number: 11986297)

Group Strategic Report
for the Year Ended 31 December 2024

The directors present their strategic report of the company and the group for the year ended 31 December 2024.

BUSINESS OVERVIEW

The Investigo Group is a market, and innovation, leading technology provider. It works primarily with the public sector to solve complex needs through platform, software and training. The oldest company in the group is in its eleventh year of trading, however the group was only formed in 2019. It is made up of distinctive brands that are all recognisable through its customer base.

The head office is in Liverpool, Merseyside, these facilities serve as the central hub for all the group companies, although there is a growing number of UK and European hubs. It has a large team of dedicated, vetted and skilled professionals. The company has grown through deep understanding of the customer requirements and matching this with innovation, whilst delivering the highest levels of customer service.

REVIEW OF BUSINESS

The directors are pleased to report that the financial year ended 31 December 2024 was another period of strong performance and continued growth for The Investigo Group. Building on the momentum established in 2023, the Group achieved a significant increase in turnover, rising from £4.6m in 2023 to £9.5m in 2024. This growth aligns with the Group's strategic objective of delivering sustainable and profitable expansion.

The Group also recorded robust profit margins and a notable increase in shareholder funds, which rose from £3.1m million to £3.5m. This enhanced capital position supports the Group's ongoing investment in growth initiatives while mitigating commercial risk.

The directors remain committed to maintaining the highest standards of corporate governance and operational excellence. During the year, the Group continued to adopt and implement industry best practices and regulatory guidelines. Significant progress was made in refining internal management systems, including the deployment of proprietary and bespoke software solutions. These systems have enhanced operational oversight, improved compliance management, and provided senior leadership with greater visibility into key performance metrics.

Investment in human capital remains a cornerstone of the Group's strategy. In 2024, substantial resources were allocated to staff training and development, with a particular focus on performance management and the reinforcement of the Group's core values. These initiatives have been instrumental in fostering a unified organisational culture and ensuring that all employees are aligned with the Group's strategic vision and operational standards.

Looking ahead to 2025, the Board anticipates continued growth, driven primarily by increased engagement with repeat clients and the execution of well-defined strategic plans. The directors are confident that the Group is well-positioned to capitalise on emerging opportunities while maintaining a disciplined approach to risk and resource management.


The Investigo Group Limited (Registered number: 11986297)

Group Strategic Report
for the Year Ended 31 December 2024

FUTURE DEVELOPMENTS
As the Group moves into 2025, it remains committed to investing in the training and development of its workforce to enhance and sustain organisational performance. A values-driven campaign is scheduled for launch, aimed at embedding the Group's core principles consistently across all areas of the business. This initiative is designed to ensure alignment among employees and clients, reinforcing a unified culture and shared purpose.

Sustainable growth continues to be a key strategic priority.

The Group anticipates significant expansion in the coming year, supported by the ongoing evolution of its service portfolio, the introduction of innovative solutions, and the development of new product offerings tailored to meet emerging market demands.

In parallel, the Group will increase its investment in advanced technologies to drive operational efficiency, enhance client experiences, and unlock new avenues for innovation.

Aligned with its long-term strategic objectives, the Group will also maintain a disciplined focus on strengthening its cash reserves. This approach is intended to support and accelerate growth ambitions, including the development and delivery of new products and services.

KEY PERFORMANCE INDICATORS

The directors monitor progress with reference to the following key performance indicators:



2024

2023
Definition and method of
calculation

Gross Profit as a % of turnover

82.8%

80.65%
Profit before administration and
exceptional costs.


Liquidity ratio

1.64

1.73
Current assets divided by current
liabilities.

Net profit as a % of turnover 30.39% 23.51% Profit before taxation


Environmental

76%

61%
Virtual meetings held to reduce
pollution


Employee numbers

70

54

Full time PAYE employees



The Investigo Group Limited (Registered number: 11986297)

Group Strategic Report
for the Year Ended 31 December 2024

PRINCIPAL RISKS AND UNCERTAINTIES
The following are the principal risks identified by the directors and the measures taken to address them.

People
The recruitment and retention of high-calibre personnel remains a strategic priority for the Group. To address this, The Investigo Group has established comprehensive recruitment and retention policies, centrally managed to ensure competitiveness in attracting top talent. The Group places strong emphasis on nurturing internal talent and aligning new hires with its core values, thereby supporting long-term employee engagement and retention.

IT Security
Recognising the critical importance of software and data security, The Investigo Group has significantly increased investment in this area. The Group operates a Management System in accordance with ISO 27001, and continues to enhance its capabilities to ensure robust compliance and performance. Additional resources have been allocated to the software development function, including recruitment and training, to strengthen internal expertise and resilience.

Performance
The Group is committed to maintaining the highest standards of operational excellence. Procedures and systems are subject to continuous review to ensure quality and efficiency. The Investigo Group undergoes regular audits to verify compliance. Ongoing investment in management systems supports effective governance, with clear lines of responsibility, accountability, and operational transparency across all business units.

Financial
The Group's principal financial liabilities comprise trade creditors and accruals, while its key financial assets include bank balances and trade receivables. These are actively managed by the directors to ensure liquidity and the ability to meet operational obligations. Financial assets and liabilities are presented at fair value, net of provisions for doubtful debts, in accordance with applicable accounting standards.

ACQUISITION IN THE YEAR
One of the groups 50% subsidiaries, Voix Telecom Limited, acquired 100% of the company Flextel Limited during the year for consideration of £1m.

POST BALANCE SHEET EVENTS
Directors confirm that there are no post balance sheet events which have affected or are effecting the company and subsidiary undertakings.

RESEARCH AND DEVELOPMENT ACTIVITIES
The Investigo Group is committed to continuous innovation and technological advancement through its dedicated research and development (R&D) activities. The Group invests in the development of proprietary software solutions, data-driven platforms, and process automation tools to enhance operational efficiency and deliver greater value to clients.

R&D efforts are focused on identifying emerging technologies, improving system architecture, and enhancing user experience across all digital products and services. The Group maintains a structured approach to innovation, with cross-functional teams collaborating on the design, testing, and deployment of new features and capabilities.

Investment in R&D also supports the Group's long-term strategic objectives, including scalability, security, and sustainability. By fostering a culture of innovation and continuous improvement, The Investigo Group ensures it remains at the forefront of technological development within its sector.


The Investigo Group Limited (Registered number: 11986297)

Group Strategic Report
for the Year Ended 31 December 2024

FINANCIAL RISK MANAGEMENT OBJECTIVES & POLICIES
The Investigo Group and its subsidiary undertakings are exposed to a range of financial risks in the normal course of business, including price risk, credit risk, liquidity risk, and cash flow risk. The Group actively monitors and manages these exposures through robust financial controls and governance frameworks. Price risk is mitigated through careful supplier and contract management, while credit risk is managed by assessing the creditworthiness of counterparties and maintaining appropriate provisions for doubtful debts. Liquidity risk is addressed through regular cash flow forecasting and the maintenance of adequate banking facilities to ensure the Group can meet its short- and long-term obligations. Cash flow risk is managed by closely monitoring operational performance and working capital requirements to ensure financial stability and flexibility across the Group.

ON BEHALF OF THE BOARD:





C Powell - Director


31 July 2025

The Investigo Group Limited (Registered number: 11986297)

Report of the Directors
for the Year Ended 31 December 2024

The directors present their report with the financial statements of the company and the group for the year ended 31 December 2024.

PRINCIPAL ACTIVITIES
The principal activities of the group in the year under review were those of software sales, training and consultancy.

DIVIDENDS
An interim dividend of £2880 per share was paid on the Ordinary B 1p shares on 31 December 2024. No dividends were paid on any other classes of shares.

The total distribution of dividends for the year ended 31 December 2024 will be £ 1,728,000 .

DIRECTORS
The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report.

C Powell
M Bowler
S Manning
C M Newton
M D Stagg
S Barber

Other changes in directors holding office are as follows:

S D Rogers was appointed as a director after 31 December 2024 but prior to the date of this report.

DISCLOSURE IN THE STRATEGIC REPORT
As permitted by the Large and Medium Sized Companies and Groups (Accounts and Reports) Regulation 2008, certain matters which are required to be disclosed in the Directors' report have been omitted as they are included in the Strategic Report. These matters relate to future developments, post balance sheet events, research & development activities and financial risk management.

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.


The Investigo Group Limited (Registered number: 11986297)

Report of the Directors
for the Year Ended 31 December 2024

STATEMENT OF DIRECTORS' RESPONSIBILITIES - continued
- state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements.

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 ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS
Voisey & Co LLP were appointed during 2024, an audit was not required in the prior year.

The auditors, Voisey & Co LLP, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:





C Powell - Director


31 July 2025

Report of the Independent Auditors to the Members of
The Investigo Group Limited (Registered number: 11986297)

Opinion
We have audited the financial statements of The Investigo Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, 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 31 December 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.

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and the parent company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

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.

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.

Report of the Independent Auditors to the Members of
The Investigo Group Limited (Registered number: 11986297)


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 pages six and seven, 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
The Investigo Group Limited (Registered number: 11986297)


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:

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

1 - We enquired of management and those charged with governance about actual and potential litigation and claims, including review of relevant nominal ledger accounts.

2 - We obtained an understanding of laws, regulations and guidance that affect the Company and Group, focusing on those that had a direct effect on the financial statements or that had a fundamental effect on its operations. Key laws, regulations and guidance that we identified included the Companies Act 2006, employment legislation, the Official Secrets Act 1911, the Telecommunications Act 1984, The Computer Misuse Act 1990 & UK General Data Protection Regulation (UK GDPR) Act 2018.

3 - We enquired of management and those charged with governance to identify any instances of non-compliance with laws and regulations.

4 - We reviewed the Company and Group's financial statement disclosures and agreed to supporting documentation to assess compliance with the applicable laws and regulations discussed above.

5 - We gained an understanding of the controls that the Directors have in place to prevent and detect fraud. We enquired of the Directors about any incidences of fraud that had taken place during the accounting period.

6 - The risk of fraud and non-compliance with laws and regulations was discussed within the audit team and tests were planned and performed to address these risks.

7 - In addressing the risk of fraud due to management override of controls, we performed testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for bias.

8 - We also challenge management assumptions with regard to accounting estimates.

Despite appropriate planning and performing our work in accordance with International Auditing Standards, there are always inherent limitations that non-compliance is not detected. Non-compliance with laws and regulations is often further removed from the events and transactions reflected in the financial statements and material misstatements due to fraud can be deliberately concealed from auditors, for example through misrepresentation, forgery or collusion.

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.

Other matters which we are required to address
We draw to your attention this is the first year the Group is required to have an audit and as such the corresponding figures in these financial statements are unaudited.

Report of the Independent Auditors to the Members of
The Investigo Group Limited (Registered number: 11986297)


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.




Janine Boyo BFP FCA MAAT (Senior Statutory Auditor)
for and on behalf of Voisey & Co LLP
8 Winmarleigh Street
Warrington
Cheshire
WA1 1JW

31 July 2025

The Investigo Group Limited (Registered number: 11986297)

Consolidated
Income Statement
for the Year Ended 31 December 2024

2024 2023
Notes £    £   

TURNOVER 3 9,504,450 4,598,712

Cost of sales (1,635,621 ) (889,945 )
GROSS PROFIT 7,868,829 3,708,767

Administrative expenses (5,147,085 ) (2,722,000 )
2,721,744 986,767

Other operating income 4 5,365 30,000
OPERATING PROFIT 6 2,727,109 1,016,767

Interest receivable and similar income 162,044 64,225
2,889,153 1,080,992

Interest payable and similar expenses 8 (2,262 ) -
PROFIT BEFORE TAXATION 2,886,891 1,080,992

Tax on profit 9 (532,878 ) -
PROFIT FOR THE FINANCIAL YEAR 2,354,013 1,080,992
Profit attributable to:
Owners of the parent 2,314,676 980,389
Non-controlling interests 39,337 100,603
2,354,013 1,080,992

The Investigo Group Limited (Registered number: 11986297)

Consolidated
Other Comprehensive Income
for the Year Ended 31 December 2024

2024 2023
Notes £    £   

PROFIT FOR THE YEAR 2,354,013 1,080,992


OTHER COMPREHENSIVE INCOME
Transitional adjustments (114,886 ) -
Income tax relating to other comprehensive
income

-

-
OTHER COMPREHENSIVE INCOME
FOR THE YEAR, NET OF INCOME TAX

(114,886

)

-
TOTAL COMPREHENSIVE INCOME
FOR THE YEAR

2,239,127

1,080,992

Total comprehensive income attributable to:
Owners of the parent 2,239,127 1,080,992

The Investigo Group Limited (Registered number: 11986297)

Consolidated Balance Sheet
31 December 2024

2024 2023
Notes £    £   
FIXED ASSETS
Intangible assets 12 941,587 -
Tangible assets 13 271,646 394,592
Investments 14 - -
1,213,233 394,592

CURRENT ASSETS
Debtors 15 1,894,153 1,845,102
Cash at bank 3,791,050 4,309,661
5,685,203 6,154,763
CREDITORS
Amounts falling due within one year 16 (3,469,258 ) (3,545,755 )
NET CURRENT ASSETS 2,215,945 2,609,008
TOTAL ASSETS LESS CURRENT
LIABILITIES

3,429,178

3,003,600

PROVISIONS FOR LIABILITIES 18 (53,531 ) -
NET ASSETS 3,375,647 3,003,600

CAPITAL AND RESERVES
Called up share capital 19 13 13
Retained earnings 20 3,613,521 3,141,731
SHAREHOLDERS' FUNDS 3,613,534 3,141,744

NON-CONTROLLING INTERESTS 21 (237,887 ) (138,144 )
TOTAL EQUITY 3,375,647 3,003,600

The financial statements were approved by the Board of Directors and authorised for issue on 31 July 2025 and were signed on its behalf by:




C Powell - Director



C M Newton - Director


The Investigo Group Limited (Registered number: 11986297)

Company Balance Sheet
31 December 2024

2024 2023
Notes £    £   
FIXED ASSETS
Intangible assets 12 - -
Tangible assets 13 - -
Investments 14 2,513 1,521
2,513 1,521

CURRENT ASSETS
Debtors 15 2,581,520 967,327
Cash at bank 2,040,761 2,370,054
4,622,281 3,337,381
CREDITORS
Amounts falling due within one year 16 (1,284,538 ) (211,850 )
NET CURRENT ASSETS 3,337,743 3,125,531
TOTAL ASSETS LESS CURRENT
LIABILITIES

3,340,256

3,127,052

CAPITAL AND RESERVES
Called up share capital 19 13 13
Retained earnings 20 3,340,243 3,127,039
SHAREHOLDERS' FUNDS 3,340,256 3,127,052

Company's profit for the financial year 1,941,204 1,682,222

The financial statements were approved by the Board of Directors and authorised for issue on 31 July 2025 and were signed on its behalf by:




C Powell - Director



C M Newton - Director


The Investigo Group Limited (Registered number: 11986297)

Consolidated Statement of Changes in Equity
for the Year Ended 31 December 2024

Called up
share Retained Non-controlling Total
capital earnings Total interests equity
£    £    £    £    £   
Balance at 1 January 2023 12 3,625,342 3,625,354 (69,622 ) 3,555,732

Changes in equity
Issue of share capital 1 - 1 - 1
Dividends - (1,464,000 ) (1,464,000 ) - (1,464,000 )
Total comprehensive income - 980,389 980,389 - 980,389
13 3,141,731 3,141,744 (69,622 ) 3,072,122
Non-controlling interest arising on
business combination

-

-

-

(68,522

)

(68,522

)
Balance at 31 December 2023 13 3,141,731 3,141,744 (138,144 ) 3,003,600

Changes in equity
Dividends - (1,728,000 ) (1,728,000 ) - (1,728,000 )
Total comprehensive income - 2,199,790 2,199,790 - 2,199,790
13 3,613,521 3,613,534 (138,144 ) 3,475,390
Non-controlling interest arising on
business combination

-

-

-

(99,743

)

(99,743

)
Balance at 31 December 2024 13 3,613,521 3,613,534 (237,887 ) 3,375,647

The Investigo Group Limited (Registered number: 11986297)

Company Statement of Changes in Equity
for the Year Ended 31 December 2024

Called up
share Retained Total
capital earnings equity
£    £    £   
Balance at 1 January 2023 12 2,908,817 2,908,829

Changes in equity
Issue of share capital 1 - 1
Dividends - (1,464,000 ) (1,464,000 )
Total comprehensive income - 1,682,222 1,682,222
Balance at 31 December 2023 13 3,127,039 3,127,052

Changes in equity
Dividends - (1,728,000 ) (1,728,000 )
Total comprehensive income - 1,941,204 1,941,204
Balance at 31 December 2024 13 3,340,243 3,340,256

The Investigo Group Limited (Registered number: 11986297)

Consolidated Cash Flow Statement
for the Year Ended 31 December 2024

2024 2023
Notes £    £   
Cash flows from operating activities
Cash generated from operations 1 2,319,052 3,190,306
Interest paid (2,262 ) -
Tax paid 130,260 (198,090 )
Net cash from operating activities 2,447,050 2,992,216

Cash flows from investing activities
Purchase of tangible fixed assets (210,561 ) (253,206 )
Sale of tangible fixed assets 2,901 -
Acquisition in year (1,003,250 ) -
Interest received 162,044 64,225
Net cash from investing activities (1,048,866 ) (188,981 )

Cash flows from financing activities
Amount introduced by directors 657,471 442,600
Amount withdrawn by directors (757,549 ) (715,272 )
Share issue - 1
Equity Paid Non-Controlling Interests (139,080 ) (169,125 )
Amounts Owed by Associates 12,000 -
Equity dividends paid (1,728,000 ) (1,464,000 )
Net cash from financing activities (1,955,158 ) (1,905,796 )

(Decrease)/increase in cash and cash equivalents (556,974 ) 897,439
Cash and cash equivalents at beginning of
year

2

4,309,661

3,412,222
Effect of foreign exchange rate changes 38,363 -
Cash and cash equivalents at end of year 2 3,791,050 4,309,661

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Cash Flow Statement
for the Year Ended 31 December 2024

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

2024 2023
£    £   
Profit before taxation 2,886,891 1,080,992
Depreciation charges 247,751 251,533
Loss on disposal of fixed assets 69,331 -
Deferred income non cash transaction (70,666 ) -
Wages non cash transaction 91,634 -
Finance costs 2,262 -
Finance income (162,044 ) (64,225 )
3,065,159 1,268,300
(Increase)/decrease in trade and other debtors (126,797 ) 468,968
(Decrease)/increase in trade and other creditors (619,310 ) 1,453,038
Cash generated from operations 2,319,052 3,190,306

2. CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2024
31.12.24 1.1.24
£    £   
Cash and cash equivalents 3,791,050 4,309,661
Year ended 31 December 2023
31.12.23 1.1.23
£    £   
Cash and cash equivalents 4,309,661 3,412,222


3. ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.24 Cash flow At 31.12.24
£    £    £   
Net cash
Cash at bank 4,309,661 (518,611 ) 3,791,050
4,309,661 (518,611 ) 3,791,050
Total 4,309,661 (518,611 ) 3,791,050

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements
for the Year Ended 31 December 2024

1. STATUTORY INFORMATION

The Investigo Group 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.

The presentation currency of the financial statements is the Pound Sterling (£).


Monetary amounts in these financial statements shall be rounded to the nearest £.

2. ACCOUNTING POLICIES

Basis of preparing the financial statements
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.

The principal accounting policies adopted are set out below.

Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company The Investigo Group Limited together with all entities controlled by the parent company (its subsidiaries) and the group's share of its interests in joint ventures and associates.

All financial statements are made up 31 December 2024. Where necessary adjustments are made to the financial statements of the subsidiaries to bring the accounting policies used into line with those used by other members of the group.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

The consolidated financial statements incorporate the results of business combinations using the purchase method. In the consolidated balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.

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.

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

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

2. ACCOUNTING POLICIES - continued

Significant judgements and estimates
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 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.

Management do not consider the company to have any critical accounting judgements or key sources of estimation uncertainty at the reporting date which may have a risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial periods.

Turnover
Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes.

Revenue from the sale of software licences is spread in even instalments across the term of the contract.

Revenue from the provision of educational and training services, provision of business and domestic software development services, management consultancy activities, human resources provision, management of human resource function, information technology consultancy activities and telecommunication activities is recognised as it is earned on a periodic basis over the year.

Goodwill
Goodwill is calculated as the amount paid in connection with the acquisition 50% of Flextel Limited in October 2024. The directors continually review the economic life of the goodwill and in line with FRS102 have taken the decision to amortise the remaining balance over 10 years.

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.

Telephone numbers are being amortised evenly over their estimated useful life of ten years.

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.
Plant and machinery - 33% on cost, 25% on cost and 25% on reducing balance
Fixtures and fittings - 25% on cost
Motor vehicles - 25% on cost
Computer and office equipment - 25% on cost and 25% on reducing balance

Tangible fixed assets are initially measured at cost and subsequently measured at cost net of depreciation and any impairment losses.

The capitalisation policy is no less than £5,000 for all asset classes.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to the profit or loss.


The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

2. ACCOUNTING POLICIES - continued
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 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.

Research and development
Expenditure on research and development is written off in the year in which it is incurred.

The aggregate amount of R&D expenditure recognised in the profit and loss account is £1,601,850 (2023: £1,543,651).

Foreign currencies
Transactions in currencies other than the functional currency (foreign currency) are initially recorded at the exchange rate prevailing on the date of the transaction.

Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange ruling at the reporting date. Non-monetary assets and liabilities denominated in foreign currencies are translated at the rate ruling at the date of the transaction, or, if the asset or liability is measured at fair value, the rate when that fair value was determined.

All translation differences are taken to profit or loss, except to the extent that they relate to gains or losses on non-monetary items recognised in other comprehensive income, when the related translation gain or loss is also recognised in other comprehensive income.

Hire purchase and leasing commitments
Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

2. ACCOUNTING POLICIES - continued

Pension costs and other post-retirement benefits
The company operates a defined contribution scheme. The amount charged to the profit and loss account in respect of pension costs and other post retirement benefits is the contributions payable in the year. Differences between contributions payable in the year and contributions actually paid are shown as either accruals or prepayments in the balance sheet.

Employee benefits
The cost of short-term employee benefits are recognised as a liability and an expense. The cost of any unused holiday entitlement is recognised in the period in which the employee's services are received. Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

2. ACCOUNTING POLICIES - continued

Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with bank, other short-term liquid investments with original maturities of three months or less, and bank overdrafts.

Financial instruments
The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

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

Basic financial assets
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 costs 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.

Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publically traded and whose fair values cannot be measured reliably are measured at cost less impairment.

Impairment of financial assets
Financial assets, other than those held at fair value through profit or loss, are assessed for indicators of impairment at each reporting end date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in profit or loss.

Derecognition of financial assets
Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

2. ACCOUNTING POLICIES - continued

Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. 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.

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

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities
Financial liabilities are derecognised when the company's contractual obligations expire or are discharged or cancelled.

Equity instruments
Equity instruments issued by the company are recorded at the proceeds received, net of direct issue costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Provisions
A provision is recognised in the balance sheet when the company has a constructive or legal obligation as a result of a past event and it is probable that an outflow of economic benefits will be required to settle the obligation. If the effect is material, provisions are determined by discounting the expected future cash flows at the current time value of money.

Going concern
At the time of approving the financial statements the directors have assessed the company forecasts and plans for the coming twelve months and have concluded that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

3. TURNOVER

The turnover and profit before taxation are attributable to the principal activities of the group.

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

2024 2023
£    £   
Software development 8,649,050 4,184,828
Training 760,356 367,897
Consultancy 95,044 45,987
9,504,450 4,598,712

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

3. TURNOVER - continued

An analysis of turnover by geographical market is given below:

2024 2023
£    £   
United Kingdom 7,397,277 4,118,965
Europe 2,107,173 479,747
9,504,450 4,598,712

4. OTHER OPERATING INCOME
2024 2023
£    £   
Sundry receipts 5,365 30,000

5. EMPLOYEES AND DIRECTORS
2024 2023
£    £   
Wages and salaries 3,227,885 1,490,755
Social security costs 294,903 269,052
Other pension costs 180,247 73,553
3,703,035 1,833,360

The average number of employees during the year was as follows:
2024 2023

Directors 4 4
Management 4 2
Platform, software development & design 22 17
Training 8 7
Telecoms 5 4
Finance and administration 5 4
HR and recruitment 3 2
Security, Cloud team, Data and AI 12 9
Consulting and contracts 2 1
Service and testing 5 4
70 54

The average number of employees by undertakings that were proportionately consolidated during the year was NIL (2023 - NIL).

2024 2023
£    £   
Directors' remuneration 112,153 54,849

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

5. EMPLOYEES AND DIRECTORS - continued

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

Money purchase schemes 4 4

The key management personnel are considered to be the Directors who received a total £112,153 in directors remuneration from the Group.

6. OPERATING PROFIT

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

2024 2023
£    £   
Hire of plant and machinery 17,940 -
Other operating leases 189,630 113,712
Depreciation - owned assets 261,275 251,533
Loss on disposal of fixed assets 69,331 -
Goodwill amortisation 14,275 -
Telephone numbers amortisation 1,667 -
Foreign exchange differences 127,888 (285 )

7. AUDITORS' REMUNERATION
2024 2023
£    £   
Fees payable to the company's auditors for the audit of the company's
financial statements

50,950

-
Auditors' remuneration for non audit work 34,333 20,798

8. INTEREST PAYABLE AND SIMILAR EXPENSES
2024 2023
£    £   
Interest payable 2,262 -

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 485,743 -

Deferred tax 47,135 -
Tax on profit 532,878 -

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

9. TAXATION - continued

Reconciliation of total tax charge 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:

2024 2023
£    £   
Profit before tax 2,886,891 1,080,992
Profit multiplied by the standard rate of corporation tax in the UK of 25 %
(2023 - 25 %)

721,723

270,248

Effects of:
Expenses not deductible for tax purposes 27,708 -
Depreciation in excess of capital allowances 14,709 5,560
Utilisation of tax losses (58,236 ) 86,721
Adjustments to tax charge in respect of previous periods 50,641 -
R&D enhanced expenditure (238,259 ) (385,913 )
R&D expenditure credit (12,270 ) -
Losses unavailable for group relief 34,263 23,384
Profits not taxed in the UK (7,401 ) -
Total tax charge 532,878 -

Tax effects relating to effects of other comprehensive income

2024
Gross Tax Net
£    £    £   
Transitional adjustments (114,886 ) - (114,886 )

The main rate of corporation tax for the year ended 31 December 2024 was 25%.

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.


11. DIVIDENDS
2024 2023
£    £   
Ordinary B shares of 1p each
Interim 1,728,000 1,464,000

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

12. INTANGIBLE FIXED ASSETS

Group
Telephone
Goodwill numbers Totals
£    £    £   
COST
Additions 857,529 100,000 957,529
At 31 December 2024 857,529 100,000 957,529
AMORTISATION
Amortisation for year 14,275 1,667 15,942
At 31 December 2024 14,275 1,667 15,942
NET BOOK VALUE
At 31 December 2024 843,254 98,333 941,587

13. TANGIBLE FIXED ASSETS

Group
Computer
Fixtures and
Plant and and Motor office
machinery fittings vehicles equipment Totals
£    £    £    £    £   
COST
At 1 January 2024 1,151,564 9,550 75,716 4,355 1,241,185
Additions 76,500 84,509 43,600 5,952 210,561
Disposals (653,666 ) (9,550 ) (39,125 ) (18,502 ) (720,843 )
At 31 December 2024 574,398 84,509 80,191 (8,195 ) 730,903
DEPRECIATION
At 1 January 2024 804,831 4,452 35,495 1,815 846,593
Charge for year 229,318 18,501 9,764 3,692 261,275
Eliminated on disposal (617,614 ) (6,110 ) (6,851 ) (18,036 ) (648,611 )
At 31 December 2024 416,535 16,843 38,408 (12,529 ) 459,257
NET BOOK VALUE
At 31 December 2024 157,863 67,666 41,783 4,334 271,646
At 31 December 2023 346,733 5,098 40,221 2,540 394,592

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

14. FIXED ASSET INVESTMENTS

Company
Shares in
group
undertakings
£   
COST
At 1 January 2024 1,521
Additions 992
At 31 December 2024 2,513
NET BOOK VALUE
At 31 December 2024 2,513
At 31 December 2023 1,521

The group or the company's investments at the Balance Sheet date in the share capital of companies include the following:

Subsidiaries

Internet investigation Solutions Limited
Registered office: Unit 116 Imperial Court, Exchange Street East, Liverpool, Merseyside, England, L2 3AB
Nature of business: Information technology consultancy activities
%
Class of shares: holding
Ordinary 100.00

Vestigo Consulting Limited
Registered office: Unit 116 Imperial Court, Exchange Street East, Liverpool, Merseyside, England, L2 3AB
Nature of business: Educational support services
%
Class of shares: holding
Ordinary 100.00

TIG Management Services Ltd
Registered office: Unit 116 Imperial Court, Exchange Street East, Liverpool, Merseyside, England, L2 3AB
Nature of business: Management consultancy & human resources provision
%
Class of shares: holding
Ordinary 100.00

Collaboraite Limited
Registered office: Unit 116 Imperial Court, Exchange Street East, Liverpool, Merseyside, England, L2 3AB
Nature of business: Business and domestic software development
%
Class of shares: holding
Ordinary 58.00

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

14. FIXED ASSET INVESTMENTS - continued

Voixtel Limited
Registered office: Unit 142 Imperial Court, Exchange Street East, Liverpool, England, L2 3AB
Nature of business: Information technology consultancy activities
%
Class of shares: holding
Ordinary 50.00

Flextel Limited
Registered office: Unit 142 Imperial Court, Exchange Street East, Liverpool, England, L2 3AB
Nature of business: Other telecommunications activities
%
Class of shares: holding
Ordinary 50.00

Internet Investigation Solutions BV
Registered office: Rijnstraat 495A 5215 EJ ’s-Hertogenbosch, Netherlands
Nature of business: Information technology consultancy activities
%
Class of shares: holding
Ordinary 100.00

The Responsible AI Network CIC
Registered office: Unit 116 Imperial Court, Exchange Street East, Liverpool, Merseyside, England, L2 3AB
Nature of business: Dormant
%
Class of shares: holding
Ordinary 58.00


15. DEBTORS

Group Company
2024 2023 2024 2023
£    £    £    £   
Amounts falling due within one year:
Trade debtors 577,047 332,095 - -
Amounts owed by group undertakings - - 1,205,281 608,238
Amounts owed by associates 12,000 12,000 - -
Other debtors 140,883 15,587 130,283 21
Prepayments and accrued income 305,901 549,352 - -
1,035,831 909,034 1,335,564 608,259

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

15. DEBTORS - continued

Group Company
2024 2023 2024 2023
£    £    £    £   
Amounts falling due after more than one year:
Amounts owed by group undertakings - - 860,000 -
Amounts owed by associates 472,366 577,000 - -
Directors' loan accounts 385,956 359,068 385,956 359,068
858,322 936,068 1,245,956 359,068

Aggregate amounts 1,894,153 1,845,102 2,581,520 967,327

Amounts owed by associates including amounts falling due after more than one year - see note 24 - are repayable by June 2027.

16. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

Group Company
2024 2023 2024 2023
£    £    £    £   
Trade creditors 35,580 31,472 - -
Amounts owed to group undertakings - - 984,005 769
Tax 616,003 - 150,271 -
Social security and other taxes - 78 - -
VAT 200,697 197,549 - -
Other creditors 65,478 28,606 - -
Directors' current accounts 157,830 231,020 148,000 211,081
Accruals and deferred income 2,393,670 3,057,030 2,262 -
3,469,258 3,545,755 1,284,538 211,850

17. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Group
Non-cancellable
operating leases
2024 2023
£    £   
Within one year 120,287 56,004
Between one and five years 455,430 224,016
In more than five years 412,499 280,020
988,216 560,040

The operating lease charge in the financial statements is £105,933 (2023: £56,004).

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

18. PROVISIONS FOR LIABILITIES

Group
2024 2023
£    £   
Deferred tax 53,531 -

Group
Deferred
tax
£   
Charge to Income Statement during year 47,135
Transitional adjustments 6,396
Balance at 31 December 2024 53,531

As at 31 December 2024 a deferred tax liability of £53,531 (2023: £Nil) has been recognised due to the reasonable expectation of tax payable in future periods in respect of taxable temporary differences.

There is no unrecognised deferred tax.

Deferred tax balances at the balance sheet date have been calculated using a rate of 25% as determined on when the timing differences are expected to reverse, on the basis that the rate has been substantively enacted at the balance sheet date.

19. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 2024 2023
value: £    £   
600 Ordinary A 1p 6 6
600 Ordinary B 1p 6 6
90 Ordinary C 1p 1 1
13 13

There are three difference classes of ordinary shares. There are no restrictions on the distribution of dividends and the repayment of capital on Ordinary A shares. There are restrictions on the repayment of capital on Ordinary B shares. There are restrictions on redemption on Ordinary C shares.

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

20. RESERVES

Group
Retained
earnings
£   

At 1 January 2024 3,141,731
Profit for the year 2,314,676
Dividends (1,728,000 )
Transitional adjustments (114,886 )
At 31 December 2024 3,613,521

Company
Retained
earnings
£   

At 1 January 2024 3,127,039
Profit for the year 1,941,204
Dividends (1,728,000 )
At 31 December 2024 3,340,243

Retained Earnings
Retained earnings includes all current and prior period retained profits and losses, less dividends payable to shareholders.

21. NON-CONTROLLING INTERESTS

31.12.24 31.12.23
£ £

At 1 January (138,144 ) (69,622 )
Share of profits/(loss) for the year 39,337 100,603
Dividends paid (139,080 ) (169,125 )
At 31 December (237,886 ) (138,144 )

M Stagg has 30% interest in Collaboraite Limited and is a Director of that company.

C Powell and S Rogers are Directors of Collaboraite Limited and Voix Telecom Limited.

C Powell is a Director of Flextel Limited.

22. PENSION COMMITMENTS

The group operates a defined contribution scheme. The assets of which are held separately from the assets of the group in an independently administered fund. The pension cost charge represents contributions payable by the group to the fund and amounted to £180,247 (2023: £73,553).There were no liabilities at the year end.

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

23. ACQUISITION OF SUBSIDIARY UNDERTAKING



On 28th October 2024 the Company's 50% subsidiary, Voixtel Limited, acquired 100% of the issued share capital of Flextel Limited, a company whose primary activity is telecommunications activities, for consideration comprising 1000 Ordinary £1 shares in the Company and net assets of £124,881. The fair value of the total consideration was £1,082,410. The resulting difference arising on consolidation has been credited to other reserves.

The acquisition has been accounted for under the acquisition method. The following table sets out the book values of the identifiable assets and liabilities acquired and their fair value to the Group:



Book value

Revaluation
Accounting policy
alignment
Other
adjustments
Fair value
to Group
£    £    £    £    £   
Fixed assets 8,546
Tangible assets 8,546
Current assets
Debtors 121,179 121,179
Cash at bank 40,056 40,056

Total assets 169,781 169,781

Creditors
Trade creditors 6,484 6,484
Social security & other taxes 32,166 32,166
Other creditors 4,113 4,113
Provisions
Taxation 2,137 2,137

Total liabilities 44,900 44,900

Net assets 124,881 124,881

Goodwill 957,529

1,082,410
Satisfied by
Cash 1,082,410

1,082,410

The goodwill of £957,529 arising from the acquisition includes £100,000 of intangible assets which consist of telephone numbers.

In the year ended 31 December 2024, turnover of £173,917 and loss of (£3,078) was included in the consolidated profit and loss account in respect of Flextel Limited since the acquisition date.

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

24. DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

C M Newton
An unsecured 2.25% loan, repayable on 31st December 2028, made to the director, was outstanding during the year. The amount of the liability including interest to the Company at the beginning of the year was £359,068, the maximum during the year was £359,068 and at the end of the year was £280,631. Interest charged during the year amounted to £15,738. During the year £94,175 was repaid.

S Barber
An unsecured 5.00% loan, repayable on 31st December 2031, made to the director, was outstanding during the year. The amount of the liability including interest to the Company at the beginning of the year was £nil, the maximum during the year was £498,744 and at the end of the year was £105,325. Interest charged during the year amounted to £34,808. During the year £428,227 was repaid.

25. RELATED PARTY DISCLOSURES

During the year, total dividends of £864,000 were paid to the directors .

The Investigo Group Limited (Registered number: 11986297)

Notes to the Consolidated Financial Statements - continued
for the Year Ended 31 December 2024

25. RELATED PARTY DISCLOSURES - continued

Whilst the company has taken advantage of the exemption for disclosing related party transactions within the group during the year, there were a number of transactions with entities under common control. The entities involved and the value of these transactions are detailed below:

Whiterock Systems Limited
Purchases of £132,000 (2023: £94,500). Included within trade creditors is an outstanding balance of £6,488 (2023: £nil)

PB Outsource Limited
Purchases of £27,800 (2023: £40,600) and dividends of £432,000 (£366,000).

3R Systems Limited
Purchases of £4,600 (2023: £5,900). Included within trade creditors is an outstanding balance of £nil (2023: £467)

On IT Technology Partners Limited
Purchases of £14,000 (2023: £4,800). Included within trade creditors is an outstanding balance of £960 (2023: £2,880)

The following related party transactions took place with non-wholly owned subsidiaries:

Collaboraite Limited
The parent of the group provided an advanced working capital interest free loan to Collaboraite Limited for £246,000 and the amount outstanding at the year end year end is £245,231 (2023: £769 was owed by the parent company of the group for the purchase of shares).

There were also purchases of £376,462 (2023: £366,090), intercompany charges of £100,000 (2023: £nil) and sales of £807,154 (2023: £127,295).

Voixtel Limited
As at 31 December 2024, the group had an outstanding debtor of £1,073,200 included within debtors falling due both within one year and due after more than one year due from Voix Telecom Limited relating to a loan given to them in order to assist with the acquisition of Flextel Limited. The loan is interest bearing using a rate of 8% and is unsecured, it is due to be repaid in full by February 2033. During the year interest of £13,200 has been taken to the profit and loss.

There were also purchases of £173,123 and intercompany charges of £235,000.

The following related party transactions took place with associates:

CSM Capital Limited
CSM Capital Limited is an associate company as a result of having the same six directors as the ultimate controlling party of Vestigo Consulting Limited. As at 31st December 2024, the company had an outstanding debtor of £484,366 (2023: £589,000) included within other debtors due from CSM Capital Limited, relating to a loan given to them for the acquisition of a property in June 2022. The loan is non-interesting bearing and is unsecured, it is due to be repaid in full by June 2027. There were also purchases of £2,100 during the year (2023: £25,000).

26. ULTIMATE CONTROLLING PARTY

There is no ultimate controlling party.