Vardags Limited 07199468 false 2024-04-01 2025-03-31 2025-03-31 The principal activity of the company is the provision of legal services. Digita Accounts Production Advanced 6.30.9574.0 true true true true false 07199468 2024-04-01 2025-03-31 07199468 2025-03-31 07199468 bus:OrdinaryShareClass1 bus:CumulativeShares 2025-03-31 07199468 bus:Consolidated 2025-03-31 07199468 core:RetainedEarningsAccumulatedLosses 2025-03-31 07199468 core:ShareCapital 2025-03-31 07199468 core:CurrentFinancialInstruments 2025-03-31 07199468 core:CurrentFinancialInstruments core:WithinOneYear 2025-03-31 07199468 core:Non-currentFinancialInstruments 2025-03-31 07199468 core:Non-currentFinancialInstruments core:AfterOneYear 2025-03-31 07199468 core:DevelopmentCostsCapitalisedDevelopmentExpenditure 2025-03-31 07199468 core:Goodwill 2025-03-31 07199468 core:BetweenTwoFiveYears 2025-03-31 07199468 core:MoreThanFiveYears 2025-03-31 07199468 core:WithinOneYear 2025-03-31 07199468 core:ConstructionInProgressAssetsUnderConstruction 2025-03-31 07199468 core:FurnitureFittingsToolsEquipment 2025-03-31 07199468 core:LandBuildings 2025-03-31 07199468 core:OtherPropertyPlantEquipment 2025-03-31 07199468 core:OtherProvisionsContingentLiabilities 2025-03-31 07199468 bus:FRS102 2024-04-01 2025-03-31 07199468 bus:Audited 2024-04-01 2025-03-31 07199468 bus:FullAccounts 2024-04-01 2025-03-31 07199468 bus:RegisteredOffice 2024-04-01 2025-03-31 07199468 bus:Director1 2024-04-01 2025-03-31 07199468 bus:Director11 2024-04-01 2025-03-31 07199468 bus:Director12 2024-04-01 2025-03-31 07199468 bus:Director2 2024-04-01 2025-03-31 07199468 bus:Director4 2024-04-01 2025-03-31 07199468 bus:Director8 2024-04-01 2025-03-31 07199468 bus:Director9 2024-04-01 2025-03-31 07199468 bus:OrdinaryShareClass1 bus:CumulativeShares 2024-04-01 2025-03-31 07199468 bus:Consolidated 2024-04-01 2025-03-31 07199468 bus:PrivateLimitedCompanyLtd 2024-04-01 2025-03-31 07199468 bus:Agent2 2024-04-01 2025-03-31 07199468 1 2024-04-01 2025-03-31 07199468 2 2024-04-01 2025-03-31 07199468 core:RetainedEarningsAccumulatedLosses 2024-04-01 2025-03-31 07199468 core:ShareCapital 2024-04-01 2025-03-31 07199468 countries:UnitedKingdom 2024-04-01 2025-03-31 07199468 core:ComputerSoftware 2024-04-01 2025-03-31 07199468 core:DevelopmentCostsCapitalisedDevelopmentExpenditure 2024-04-01 2025-03-31 07199468 core:Goodwill 2024-04-01 2025-03-31 07199468 core:LandBuildingsUnderOperatingLeases 2024-04-01 2025-03-31 07199468 core:ComputerEquipment 2024-04-01 2025-03-31 07199468 core:ConstructionInProgressAssetsUnderConstruction 2024-04-01 2025-03-31 07199468 core:FurnitureFittings 2024-04-01 2025-03-31 07199468 core:FurnitureFittingsToolsEquipment 2024-04-01 2025-03-31 07199468 core:LandBuildings 2024-04-01 2025-03-31 07199468 core:LeaseholdImprovements 2024-04-01 2025-03-31 07199468 core:OtherPropertyPlantEquipment 2024-04-01 2025-03-31 07199468 core:OtherProvisionsContingentLiabilities 2024-04-01 2025-03-31 07199468 core:KeyManagementPersonnelCloseFamilyMembersEntitiesUnderKeyManagementPersonnelsControl 2024-04-01 2025-03-31 07199468 core:UKTax 2024-04-01 2025-03-31 07199468 1 2024-04-01 2025-03-31 07199468 countries:EnglandWales 2024-04-01 2025-03-31 07199468 2024-03-31 07199468 core:RetainedEarningsAccumulatedLosses 2024-03-31 07199468 core:ShareCapital 2024-03-31 07199468 core:DevelopmentCostsCapitalisedDevelopmentExpenditure 2024-03-31 07199468 core:Goodwill 2024-03-31 07199468 core:ConstructionInProgressAssetsUnderConstruction 2024-03-31 07199468 core:FurnitureFittingsToolsEquipment 2024-03-31 07199468 core:LandBuildings 2024-03-31 07199468 core:OtherPropertyPlantEquipment 2024-03-31 07199468 core:OtherProvisionsContingentLiabilities 2024-03-31 07199468 2023-04-01 2024-03-31 07199468 2024-03-31 07199468 bus:OrdinaryShareClass1 bus:CumulativeShares 2024-03-31 07199468 core:RetainedEarningsAccumulatedLosses 2024-03-31 07199468 core:ShareCapital 2024-03-31 07199468 core:CurrentFinancialInstruments 2024-03-31 07199468 core:CurrentFinancialInstruments core:WithinOneYear 2024-03-31 07199468 core:Non-currentFinancialInstruments 2024-03-31 07199468 core:Non-currentFinancialInstruments core:AfterOneYear 2024-03-31 07199468 core:DevelopmentCostsCapitalisedDevelopmentExpenditure 2024-03-31 07199468 core:Goodwill 2024-03-31 07199468 core:BetweenTwoFiveYears 2024-03-31 07199468 core:MoreThanFiveYears 2024-03-31 07199468 core:WithinOneYear 2024-03-31 07199468 core:ConstructionInProgressAssetsUnderConstruction 2024-03-31 07199468 core:FurnitureFittingsToolsEquipment 2024-03-31 07199468 core:LandBuildings 2024-03-31 07199468 core:OtherPropertyPlantEquipment 2024-03-31 07199468 1 2023-04-01 2024-03-31 07199468 2 2023-04-01 2024-03-31 07199468 core:RetainedEarningsAccumulatedLosses 2023-04-01 2024-03-31 07199468 core:ShareCapital 2023-04-01 2024-03-31 07199468 countries:UnitedKingdom 2023-04-01 2024-03-31 07199468 core:LandBuildingsUnderOperatingLeases 2023-04-01 2024-03-31 07199468 core:UKTax 2023-04-01 2024-03-31 07199468 2023-03-31 07199468 core:RetainedEarningsAccumulatedLosses 2023-03-31 07199468 core:ShareCapital 2023-03-31 iso4217:GBP xbrli:pure xbrli:shares

Registration number: 07199468

Vardags Limited

Annual Report and Financial Statements

for the Year Ended 31 March 2025

 

Vardags Limited

Contents

Company Information

1

Strategic Report

2

Directors' Report

3 to 4

Statement of Directors' Responsibilities

5

Independent Auditor's Report

6 to 8

Profit and Loss Account

9

Balance Sheet

10

Statement of Changes in Equity

11

Statement of Cash Flows

12 to 13

Notes to the Financial Statements

14 to 24

 

Vardags Limited

Company Information

Directors

A Vardag

S J Bence

S T McKirgan

A J Thompson (resigned 02/01/2025)

E Gill (resigned 18/12/2024)

J P Watmough (appointed on 06/06/2025)

M A Bamberger (appointed on 19/06/2025)

Registered office

10 Old Bailey
London
EC4M 7NG

Bankers

Lloyds Bank Plc
70-71 Cheapside
London
EC2V 6EN

Auditors

Hazlewoods LLP
Windsor House
Bayshill Road
Cheltenham
GL50 3AT

 

Vardags Limited

Strategic Report for the Year Ended 31 March 2025

The directors present their strategic report for the year ended 31 March 2025.

Principal activity

The principal activity of the company is the provision of legal services.

Fair review of the business

The results for the year which are set out in the profit and loss account show turnover of £21,160,421 (2024 - £18,347,712) and an operating profit of £2,627,407 (2024 - £1,468,940). At 31 March 2025, the company had net liabilities of £2,141,104 (2024 - net liabilities of £3,861,761). Given the significant improvement in financial performance for the year, the directors are optimistic for the current financial year.

Principal risks and uncertainties

The management of the company and the execution of the company's strategy are subject to a number of risks. The key business risks and uncertainties affecting the company are considered to relate to competition from other legal practices and changes in the legal industry, as well as the current economic outlook.

The business utilises two key performance indicators along with the statutory results documented in these financial statements. These are: turnover growth rate 2025 - 15% (2024 - 9%); and improvement in profitability 2025 - 198%. This is a new key performance indicator to the business in the current year, following the improvement upon profitability in the current and prior year.

Continued action has been taken to minimise the negative impact of the economic outlook, and to position the company as strongly as possible for the future.

Approved by the Board on 7 August 2025 and signed on its behalf by:


S T McKirgan
Director

 

Vardags Limited

Directors' Report for the Year Ended 31 March 2025

The directors present their report and the financial statements for the year ended 31 March 2025.

Directors of the company

The directors who held office during the year were as follows:

A Vardag

S J Bence

S T McKirgan

A J Thompson (resigned 02/01/2025)

E Gill (resigned 18/12/2024)

The following directors were appointed after the year end:

J P Watmough (appointed on 06/06/2025)

M A Bamberger (appointed on 19/06/2025)


Dividends
The directors did not vote any dividends during the year (2024 - £Nil)

Financial instruments

Objectives and policies

The company does not actively use financial instruments as part of its financial risk management.

Price risk, credit risk, liquidity risk and cash flow risk

The directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus they continue to adopt the going concern basis of accounting in preparing the financial statements.

The business' principal financial instruments comprise bank balances, work in progress, trade debtors and trade creditors. The main purpose of these instruments is to finance business operations.

In respect of bank balances, liquidity risk is managed by maintaining a continuity of funding. All of the business' cash balances are held in such a way that achieves a competitive rate of interest.

Work in progress is managed in respect of price and liquidity risk by regular billing and monitoring of amounts unbilled. The amounts presented in the balance sheet are net of allowances for recovery rates and time unlikely to be billed.

Trade debtors are managed in respect of credit and cash flow risk by regular monitoring of amounts outstanding for both time and credit limits. The amounts presented in the balance sheet are net of allowances for doubtful debtors.

Trade creditors' liquidity risk is managed by ensuring sufficient funds are available to meet amounts due.

Directors' liabilities

As permitted by the Articles of Association, the directors have the benefit of an indemnity which is a qualifying third-party indemnity provision as defined by section 234 of the Companies Act 2006. The indemnity was in force throughout the last financial year and is currently in force.

 

Vardags Limited

Directors' Report for the Year Ended 31 March 2025

Disclosure of information to the auditors

Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditors are unaware.

Reappointment of auditors

Hazlewoods LLP have expressed their willingness to continue in office and a resolution concerning their re-appointment will be proposed at the Annual General Meeting.

Approved by the Board on 7 August 2025 and signed on its behalf by:


S T McKirgan
Director

 

Vardags Limited

Statement of Directors' Responsibilities

The directors acknowledge their responsibilities for preparing the Annual Report 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 apply them consistently;

make judgements and accounting estimates that are reasonable and prudent;

state whether applicable United Kingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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.

 

Vardags Limited

Independent Auditor's Report to the Members of Vardags Limited

Opinion

We have audited the financial statements of Vardags Limited (the 'company') for the year ended 31 March 2025, which comprise the Profit and Loss Account, Balance Sheet, Statement of Changes in Equity, Statement of Cash Flows, 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).

Opinion on the financial statements
In our opinion the financial statements:

give a true and fair view of the state of the company's affairs as at 31 March 2025 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 auditor 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 original financial statements were 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 included in the annual report, other than the financial statements and our auditor’s report 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 there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Opinion on other matter prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

 

Vardags Limited

Independent Auditor's Report to the Members of Vardags Limited

the information given in the Strategic Report and Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of our knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report and the Directors' Report.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

the financial statements are not in agreement with the accounting records and returns; or

certain disclosures of directors' remuneration specified by law are not made; or

we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page 5, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the 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.

Auditor Responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

 

Vardags Limited

Independent Auditor's Report to the Members of Vardags Limited

We considered the nature of the Company's industry and its control environment and reviewed the Company's documentation of their policies and procedures relating to fraud and compliance with laws and regulations. We also enquired of management about their own identification and assessment of the risks of irregularities.

We obtained an understanding of the legal and regulatory framework that the company operates in and identified the key laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements, including the UK Companies Act and tax legislation, and, those that do not have a direct effect on the financial statements but compliance with which may be fundamental to the Company's ability to operate.

We discussed among the audit engagement team regarding the opportunities and incentives that may exist within the organisation for fraud and how and where fraud might occur in the financial statements.

In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override. In addressing the risk of fraud through management override of controls, we tested the appropriateness of journal entries and other adjustments; assessed whether the judgements made in accounting estimates are indicative of a potential bias; and evaluated the business rationale of any significant transactions that are unusual or outside the normal course of business.

In addition to the above, our procedures to respond to the risks identified included the following:

• reviewing financial statement disclosures by testing to supporting documentation to assess compliance with provisions of relevant laws and regulations described as having a direct effect on the financial statements;

• performing analytical procedures where appropriate to identify any unusual or unexpected relationships that may indicate risks of material misstatements due to fraud;

• enquiring of management concerning actual and potential litigation and claims and instances of non-compliance with laws and regulations; and

• reading minutes of meetings of those charged with governance.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery, misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

Use of this 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 an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.





Ian Johnson (Senior Statutory Auditor)
For and on behalf of Hazlewoods LLP, Statutory Auditor

Windsor House
Bayshill Road
Cheltenham
GL50 3AT

20 August 2025

 

Vardags Limited

Profit and Loss Account for the Year Ended 31 March 2025

Note

2025
£

2024
£

Turnover

3

21,160,421

18,347,712

Administrative expenses

 

(18,533,014)

(16,878,772)

Operating profit

4

2,627,407

1,468,940

Other interest receivable and similar income

5

92,200

96,736

Interest payable and similar expenses

6

(998,950)

(942,222)

   

(906,750)

(845,486)

Profit before tax

 

1,720,657

623,454

Profit for the financial year

 

1,720,657

623,454

The above results were derived from continuing operations.

The company has no recognised gains or losses for the year other than the results above.

 

Vardags Limited

(Registration number: 07199468)
Balance Sheet as at 31 March 2025

Note

2025
 £

2024
 £

Fixed assets

 

Intangible assets

11

7,869

9,627

Tangible assets

12

292,330

262,933

 

300,199

272,560

Current assets

 

Debtors

13

9,086,234

7,887,865

Cash at bank and in hand

 

603,380

473,094

 

9,689,614

8,360,959

Creditors: Amounts falling due within one year

14

(4,769,709)

(4,340,440)

Net current assets

 

4,919,905

4,020,519

Total assets less current liabilities

 

5,220,104

4,293,079

Creditors: Amounts falling due after more than one year

14

7,204,893

8,010,879

Provisions for liabilities

16

156,315

143,961

Capital and reserves

 

Called up share capital

18

120

120

Profit and loss account

(2,141,224)

(3,861,881)

Total equity

 

(2,141,104)

(3,861,761)

Total capital, reserves and long term liabilities

 

5,220,104

4,293,079

Approved and authorised by the Board on 7 August 2025 and signed on its behalf by:
 


S T McKirgan
Director

 

Vardags Limited

Statement of Changes in Equity for the Year Ended 31 March 2025

Share capital
£

Retained earnings
£

Total
£

At 1 April 2024

120

(3,861,881)

(3,861,761)

Profit for the year

-

1,720,657

1,720,657

At 31 March 2025

120

(2,141,224)

(2,141,104)



 

Share capital
£

Retained earnings
£

Total
£

At 1 April 2023

120

(4,485,335)

(4,485,215)

Profit for the year

-

623,454

623,454

At 31 March 2024

120

(3,861,881)

(3,861,761)

 

Vardags Limited

Statement of Cash Flows for the Year Ended 31 March 2025

Note

2025
£

2024
£

Cash flows from operating activities

Profit for the year

 

1,720,657

623,454

Adjustments to cash flows from non-cash items

 

Depreciation and amortisation

4

83,737

64,131

Loss on disposal of tangible assets

13,929

-

Finance income

5

(92,200)

(96,736)

Finance costs

6

998,950

942,222

 

2,725,073

1,533,071

Working capital adjustments

 

Increase in debtors

13

(1,198,369)

(1,749,844)

Increase in creditors

14

13,283

474,943

Increase in provisions

16

12,354

12,354

Net cash flow from operating activities

 

1,552,341

270,524

Cash flows from investing activities

 

Interest received

5

92,200

96,736

Acquisitions of tangible assets

(135,174)

(79,612)

Proceeds from sale of tangible assets

 

9,869

-

Net cash flows from investing activities

 

(33,105)

17,124

Cash flows from financing activities

 

Interest paid

6

(998,950)

(942,222)

Proceeds from bank borrowing draw downs

 

(390,000)

(390,000)

Repayments of other borrowings

 

-

251,768

Net cash flows from financing activities

 

(1,388,950)

(1,080,454)

Net increase/(decrease) in cash and cash equivalents

 

130,286

(792,806)

Cash and cash equivalents at 1 April 2024

 

473,094

1,265,900

Cash and cash equivalents at 31 March 2025

 

603,380

473,094

 

Vardags Limited

Statement of Cash Flows for the Year Ended 31 March 2025

 

Analysis of changes in net debt

At 1 April 2024
£

Financing cash flows
£

New debt cash flows
£

At 31 March 2025
£

Cash and cash equivalents

Cash

473,094

130,286

-

603,380

Borrowings

Long term borrowings

8,010,879

(1,869,583)

1,063,597

7,204,893

Short term borrowings

748,376

57,610

-

805,986

8,759,255

(1,811,973)

1,063,597

8,010,879

 

9,232,349

(1,681,687)

1,063,597

8,614,259

 

Vardags Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

 

1

General information

The company is a private company limited by share capital, incorporated in England and Wales, that provide legal services.

The address of its registered office is:
10 Old Bailey
London
EC4M 7NG

 

2

Accounting policies

Summary of significant accounting policies and key accounting estimates

The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Statement of compliance

These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland and the Companies Act 2006'.

Basis of preparation

These financial statements have been prepared using the historical cost convention except for, where disclosed in these accounting policies, certain items that are shown at fair value.

The presentational currency of the financial statements is Pounds Sterling, being the functional currency of the primary economic environment in which the company operates. Monetary amounts in these financial statements are rounded to the nearest Pound.

Going concern

After reviewing the company's forecasts and projections, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The company therefore continues to adopt the going concern basis in preparing its financial statements.

Critical accounting judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amounts 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 if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods.
 

Key sources of estimation uncertainty

Amounts recoverable on contracts - the process of assessing amounts recoverable on contracts requires various estimates and judgements to be made. Fee earners are required to record time spent on client assignments and this is used as the basis for the amounts recoverable on contracts estimate. At year end, discussions take place with fee earners to identify likely recoverable amounts with an appropriate recovery rate applied. The carrying amount is £3,392,900 (2024 - £2,469,829).

Bad debt provision - due to the nature of the business, there are high levels of trade receivables at the year end, and therefore a risk that some of these balances may be irrecoverable. A bad debt review is carried out, where debts are assessed and provided against when the recoverability of these balances is considered to be uncertain. The carrying amount of the provision is £2,446,589 (2024 - £2,654,008).

Revenue recognition

Fee income represents the fair value of services provided during the year on client assignments. Fair value reflects the amounts expected to be recovered from clients based on time spent, skills provided and expenses incurred, and excludes VAT. Income is recognised as contract activity progresses and the right to consideration is secured, except where the final outcome cannot be assessed with reasonable certainty.

Unbilled fee income on individual client assignments is included as amounts recoverable on contracts within debtors.

 

Vardags Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

Tax

The corporation tax expense for the period comprises current and deferred tax. Corporation tax is recognised in the profit and loss account, except that a charge attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

The current tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the company operates and generates taxable income.

Deferred tax is recognised on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements and on unused tax losses or tax credits in the company. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

The carrying amount of deferred tax assets is reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.

Tangible assets

Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.

Depreciation

Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:

Asset class

Depreciation method and rate

Improvements to property

over the period of the lease

Short leasehold

over the period of the lease

Fixtures and fittings

25% on reducing balance

Computer equipment

33% on cost

Goodwill

Goodwill is amortised over its useful life, which shall not exceed five years if a reliable estimate of the useful life cannot be made.

Intangible assets

Goodwill arising on the acquisition of an entity represents the excess of the cost of acquisition over the company’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities of the entity recognised at the date of acquisition. Goodwill is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is held in the currency of the acquired entity and revalued to the closing rate at each reporting period date.

Negative goodwill arising on an acquisition is recognised on the face of the balance sheet on the acquisition date and subsequently the excess up to the fair value of non-monetary assets acquired is recognised in profit or loss in the periods in which the non-monetary assets are recovered.

Software development assets are stated in the balance sheet at cost, less any subsequent accumulated amortisation and subsequent accumulated impairment losses.

Amortisation

Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:

Asset class

Amortisation method and rate

Goodwill

20% of cost per annum

Software

20% on reducing balance

Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and call deposits, and other short-term highly liquid investments that are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.

 

Vardags Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

Trade debtors

Trade debtors are amounts due from clients for services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. The vast majority of the trade debtors are repayable within one year and hence are included at the undiscounted cost of cash expected to be received. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the debtors.

Trade creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Trade creditors are recognised initially at the transaction price and all are repayable within one year and hence are included at the undiscounted amount of cash expected to be paid.

Borrowings

Interest-bearing borrowings are initially recorded at fair value, net of transaction costs. Interest-bearing borrowings are subsequently carried at amortised cost, with the difference between the proceeds, net of transaction costs, and the amount due on redemption being recognised as a charge to the profit and loss account over the period of the relevant borrowing.

Interest expense is recognised on the basis of the effective interest method and is included in interest payable and similar charges.

Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the reporting date.

Provisions

Provisions are recognised when the company has an obligation at the reporting date as a result of a past event. Provisions are recognised where it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

Leases

Leases in which substantially all the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease.

Share capital

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Defined contribution pension obligation

A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the company has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.

Contributions to defined contribution plans are recognised as employee benefit expenses when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.

 

Vardags Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

Financial instruments


Classification
Financial instruments are classified and accounted for according to the substance of the contractual arrangement, as financial assets, financial liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities. Where shares are issued, any component that creates a financial liability of the company is presented as a liability on the balance sheet. The corresponding dividends relating to the liability component are charged as interest expenses in the profit and loss account.

 Recognition and measurement
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified at fair value through profit or loss, which are initially measured at fair value (which is normally the transaction price excluding transaction costs), unless the arrangement constitutes a financing transaction. If an arrangement constitutes a financing transaction, the financial asset or financial liability is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

 Impairment
Assets, other than those measured at fair value, are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss as described below.

A non financial asset is impaired where there is objective evidence that, as a result of one or more events that occurred after initial recognition, the estimated recoverable value of the asset has been reduced. The recoverable amount of an asset is the higher of its fair value less costs to sell and its value in use.

Where indicators exist for a decrease in impairment loss, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised. Where a reversal of impairment occurs in respect of a CGU, the reversal is applied first to the assets (other than goodwill) of the CGU on a pro-rata basis and then to any goodwill allocated to that CGU.

For financial assets carried at amortised cost, the amount of an impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate.

For financial assets carried at cost less impairment, the impairment loss is the difference between the asset’s carrying amount and the best estimate of the amount that would be received for the asset if it were to be sold at the reporting date.

Where indicators exist for a decrease in impairment loss, and the decrease can be related objectively to an event occurring after the impairment was recognised, the prior impairment loss is tested to determine reversal. An impairment loss is reversed on an individual impaired financial asset to the extent that the revised recoverable value does not lead to a revised carrying amount higher than the carrying value had no impairment been recognised.

 

Vardags Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

 

3

Revenue

The analysis of the company's Turnover for the year from continuing operations is as follows:

2025
£

2024
£

Rendering of legal services

21,160,421

18,347,712

The analysis of the company's Turnover for the year by market is as follows:

2025
£

2024
£

UK

21,160,421

18,347,712

 

4

Operating profit

Arrived at after charging

2025
£

2024
£

Depreciation expense

81,979

61,980

Amortisation expense

1,758

2,151

Operating lease expense - property

664,297

699,657

Loss on disposal of property, plant and equipment

13,929

-

 

5

Other interest receivable and similar income

2025
£

2024
£

Interest income on investments

-

22,661

Interest income on bank deposits

92,200

74,075

92,200

96,736

 

6

Interest payable and similar expenses

2025
£

2024
£

Interest on bank overdrafts and borrowings

165,986

108,309

Interest expense on other finance liabilities

832,964

833,913

998,950

942,222

 

Vardags Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

 

7

Staff costs

The aggregate payroll costs (including directors' remuneration) were as follows:

2025
£

2024
£

Wages and salaries

9,044,614

7,432,221

Social security costs

915,792

924,270

Pension costs, defined contribution scheme

155,810

155,634

10,116,216

8,512,125

The average number of persons employed by the company (including directors) during the year, analysed by category was as follows:

2025
No.

2024
No.

Fee earners

84

71

Non-fee earners

28

31

112

102

 

8

Directors' remuneration

The directors' remuneration for the year was as follows:

2025
£

2024
£

Remuneration

1,230,239

1,173,877

Contributions paid to money purchase schemes

38,047

22,680

1,268,286

1,196,557

The directors are deemed to be the key management personnel. The highest paid director received total remuneration of £548,630 during the year (2024 - £385,025).

 

9

Auditors' remuneration

2025
£

2024
£

Audit of the financial statements

15,985

15,370


 

 

Vardags Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

10

Taxation

The tax on profit before tax for the year is lower than the standard rate of corporation tax in the UK (2024 - lower than the standard rate of corporation tax in the UK) of 25% (2024 - 25%).

The differences are reconciled below:

2025
£

2024
£

Profit before tax

1,720,657

623,454

Corporation tax at standard rate

463,831

161,227

Tax decrease from effect of unrelieved tax losses carried forward

(463,831)

(161,227)

Total tax charge/(credit)

-

-

 

11

Intangible assets

Goodwill
 £

Software development costs
 £

Cost

At 1 April 2024 and 31 March 2025

550,000

25,950

Amortisation

At 1 April 2024

550,000

16,323

Amortisation charge

-

1,758

At 31 March 2025

550,000

18,081

Carrying amount

At 31 March 2025

-

7,869

At 31 March 2024

-

9,627

 

Vardags Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

 

12

Tangible assets

Short leasehold
£

Improvements to property
 £

Furniture, fittings and equipment
 £

Computer equipment
 £

Total
£

Cost

At 1 April 2024

70,558

45,808

966,013

271,149

1,353,528

Additions

-

-

12,086

123,088

135,174

Disposals

-

-

(30,000)

-

(30,000)

At 31 March 2025

70,558

45,808

948,099

394,237

1,458,702

Depreciation

At 1 April 2024

15,641

45,808

763,263

265,883

1,090,595

Charge for the year

6,159

-

43,133

32,687

81,979

Eliminated on disposal

-

-

-

(6,202)

(6,202)

At 31 March 2025

21,800

45,808

806,396

292,368

1,166,372

Carrying amount

At 31 March 2025

48,758

-

141,703

101,869

292,330

At 31 March 2024

54,917

-

202,750

5,266

262,933

 

Vardags Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

 

13

Debtors

2025
£

2024
£

Trade debtors

4,873,695

4,620,758

Other debtors

18,170

19,000

Prepayments

801,469

778,278

Amounts recoverable on contracts

3,392,900

2,469,829

9,086,234

7,887,865

 

14

Creditors

Note

2025
£

2024
£

Due within one year

 

Loans and borrowings

15

390,000

390,000

Trade creditors

 

1,192,862

1,239,409

Loans due to related parties

20

415,986

358,376

Social security and other taxes

 

1,643,093

1,451,065

Outstanding defined contribution pension costs

 

33,337

28,519

Accruals

 

1,052,517

873,071

Amounts owed to related parties

 

41,914

-

 

4,769,709

4,340,440

Due after one year

 

Loans and borrowings

15

487,500

877,500

Loans due to related parties

20

6,717,393

7,133,379

 

7,204,893

8,010,879

 

15

Loans and borrowings

Current loans and borrowings

2025
£

2024
£

Bank borrowings

390,000

390,000

Non-current loans and borrowings

2025
£

2024
£

Bank borrowings

487,500

877,500

The bank borrowings are secured by a fixed and floating charge over the undertaking and all property and assets present and future, including goodwill, book debts, uncalled capital, buildings, fixtures, fixed plant & machinery.

 

Vardags Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

 

16

Provisions

Other provisions
£

At 1 April 2024

143,961

Increase in existing provisions

12,354

At 31 March 2025

156,315

 

17

Pension and other schemes

Defined contribution pension scheme

The company operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the company to the scheme and amounted to £155,810 (2024 - £155,634).

Contributions totalling £33,337 (2024 - £28,519) were payable to the scheme at the end of the year and are included in creditors.

 

18

Share capital

Allotted, called up and fully paid shares

2025

2024

No.

£

No.

£

Ordinary A shares of £1 each

120

120

120

120

       
 

19

Obligations under leases

Operating leases

The total of future minimum lease payments is as follows:

2025
£

2024
£

Not later than one year

570,437

628,183

Later than one year and not later than five years

1,486,655

1,496,092

Later than five years

384

-

2,057,476

2,124,275

 

Vardags Limited

Notes to the Financial Statements for the Year Ended 31 March 2025

 

20

Related party transactions

Summary of transactions with key management

At the year end, the company owed £4,477,592 (2024 - £4,790,185) to Vardags Management Consultancy DWC-LLC, an entity incorporated in Dubai, UAE, which is owned by one of the directors who is also a shareholder. The debt is interest bearing and the loan is included within borrowings in the net debt note.

During the year, Vardags Management Consultancy DWC-LLC invoiced Vardags Limited £997,615 (2024 - £1,578,754).

At the year end, the company owed £655,788 (2024 - £701,570) to Spin-out Strategy Consultancy DWC-LLC, an entity incorporated in Dubai, UAE, which is owned by one of the directors who is also a shareholder. The debt is interest bearing and the loan is included within borrowings in the net debt note.

During the year, Spin-out Strategy Consultancy DWC-LLC invoiced Vardags Limited £865,770 (2024 - £661,126).

During the year, Vardags Limited was invoiced a total of £1,200 (2024 - £1,200) for use of the office by one director.

During the year, no dividends were voted. In the 2021 year end, a £2,000,000 dividend was voted, which remained unpaid at 31 March 2025. This is due to two directors, is interest bearing during the financial year but waived, and is included within borrowings in the net debt note.

 


21 Control

The ultimate controlling party is a director of Vardags Limited, Ayesha Vardag, due to her majority shareholding held.