Company registration number 07182544 (England and Wales)
LAW MORGAN LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
LAW MORGAN LIMITED
COMPANY INFORMATION
Directors
D Morgan
S J Law
D J Bardoe-Pout
G Elwin
Company number
07182544
Registered office
Pennine Place 3rd Floor
2a Charing Cross Road
Charing Cross
London
WC2H 0HF
Auditor
BHP LLP
New Chartford House
Centurion Way
Cleckheaton
Bradford
West Yorkshire
BD19 3QB
LAW MORGAN LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Statement of comprehensive income
8
Balance sheet
9
Statement of changes in equity
10
Statement of cash flows
11
Notes to the financial statements
12 - 25
LAW MORGAN LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -

The Directors present the ir S trategic R eport for the year ended 31 December 2024.

Principal Activities and Business Review

Law Morgan Limited ("the Company"), trading as Morgan L aw, specialises in executive search and recruitment for the public and not for profit sectors, providing both temporary, fixed term contract and permanent placements.

In what proved to be another challenging year o perating profit for the period amounted to £748,082 (2023: £736,570), a 2% increase.

The Company's financial position at 31 December 202 4 shows net assets of £668,607 (202 3: £837,692) and the business had a net cash inflow from operating activities of £840,075 (202 3: £637,081).

During the period the Company paid dividends amounting to £710,000 (2 023: £1,960,000). The results for the period and the financial position at the year end were considered satisfactory by the Directors.

Principal Risks and Uncertainties

The principal risks to the business are:

- Non-compliance with UK laws and regulations governing employment. The Company monitors the legal and regulatory situations in the markets in which it operates, making use of advisors with a good understanding of the relevant laws and labour regulations should the need arise.

- Macro-economic conditions, the Company has a flexible cost base that can be adjusted quickly to match market conditions. Additionally, the Directors seek to manage this risk through a blend of permanent and temporary placements in sectors less likely to see big changes in demand.

- The Directors know that the key driving force behind achieving future growth is increasing headcount and retaining existing high performing employees. The Company achieves this by focusing on the recruitment, training, motivation and retention of the best talent possible. The business constantly reviews its remuneration packages to ensure they remain competitive.

- The UK is one of the most mature and competitive markets in the world. Our strategy is to create a strong brand within our chosen specialist markets. When coupled with highly trained staff the Company stands out as a market leader when attracting c lients and ca ndidates.

- Cyber threats are an ever-increasing risk. Ensuring there is no breach of confidential, personal or sensitive information is paramount. The potential impact on the business, possible financial penalties and damage to reputation are immense. The Company continues to invest in IT systems over the last 2 years using experts to ensure we have policies and software in place minimise the risk of such.

- The UK’s anti-avoidance IR35 tax legislation needs to be considered for all temporary placements. The Company ensures this is done and documented for each and every placement which is considered to fall outside IR35.

- Shortages in Candidate talent and time to hire. Our strategy to access talent using a mix of social media, LinkedIn, CV search engines and our own database provides our Clients with the best choice of Candidate. Ensuring we fully understand Client requirements and timelines ensures we join up Client and Candidate expectations.

The Directors' financial management risk objective is to maximise financial assets and minimise financial liabilities. The financial risks facing the Company are:

- Cash flow and credit risk arising from the timing of receipts from trade debtors.

- Interest rate risk arising on overdrafts and invoice discounting arrangements.

The Directors manage cash flow by way of flexible financing arrangements and have an invoice discounting arrangement. Interest rate risk is managed by monitoring interest bearing arrangements to obtain competitive pricing. Credit risk is tightly managed with policies that require appropriate credit checks on potential clients and regular updates on existing clients. Robust credit control processes are used to mitigate credit risk. The company also has a diverse client portfolio with no single client representing a disproportionate percentage of overall turnover as a way of mitigating risk. A high percentage of revenue streams from the public sector also mitigates overall credit risk.

LAW MORGAN LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Key Performance Indicators

The directors review the financial performance of the business on a regular basis including a review of profitability, cash flow and certain key performance indicators (KPI's). These KPI's include the following:

Year ended Year ended

31 December 2024 31 December 2023

Gross profit % sales 21.5% 20.7%

Operating profit as % gross profit 17.0% 16.1%

Debtor days 39 43

The small increase in gross profit margin was a consequence of a favourable mix in the permanent and fixed term contract fees which provide a higher gross margin than the temporary business. Operating profit as % gross profit increased slightly as the loss in gross profit was more than compensated for by cost savings. The reduction in debtors days was directly the result of improved credit control processes.

Current trading

The new financial year 202 5 has started off satisfactorily and o ur key focus will be to continue to gain market share and grow revenue in our specialist markets. The leadership team remain focused on delivering high quality recruitment solutions to our existing markets whilst actively seeking new opportunities, both in market disciplines and sectors.

On behalf of the board

D Morgan
Director
23 April 2025
LAW MORGAN LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -

The directors present their annual report and financial statements for the year ended 31 December 2024.

Principal activities
Results and dividends

The results for the year are set out on page 8.

Ordinary dividends were paid amounting to £710,000 (2023: £1,960,000). The directors do not recommend payment of a further dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

D Morgan
S J Law
D J Bardoe-Pout
G Elwin
Auditor

In accordance with the company's articles, a resolution proposing that BHP LLP be reappointed as auditor of the company will be put at a General Meeting.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

Matters covered in the strategic report

The business review, principal risks and uncertainties facing the company and financial instruments used by the company have been considered in the Strategic Report.

Medium-sized companies exemption

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

On behalf of the board
D Morgan
Director
23 April 2025
LAW MORGAN LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -

The directors are responsible 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 then apply them consistently;

- make judgements and accounting estimates that are reasonable and prudent; 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.

The directors are responsible for the maintenance and integrity of the company website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

LAW MORGAN LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF LAW MORGAN LIMITED
- 5 -
Opinion

We have audited the financial statements of Law Morgan Limited (the 'company') for the year ended 31 December 2024 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity, the statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its profit for the year then ended;

- have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

- have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

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

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

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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 course of 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 our audit:

- the information given in the strategic report and the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- the strategic report and the directors' report have been prepared in accordance with applicable legal requirements.

LAW MORGAN LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF LAW MORGAN LIMITED (CONTINUED)
- 6 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

We have nothing to report in respect of the following matters in relation to which 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 directors' r esponsibilities s tatement, 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's 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.

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.

We gained an understanding of the legal and regulatory framework applicable to the company and the industry in which it operates and considered the risk of acts by the company that were contrary to applicable laws and regulations, including fraud. We designed audit procedures to respond to the risk, 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 or intentional misrepresentations, or through collusion.

We focused on laws and regulations, relevant to the company, which could give rise to a material misstatement in the financial statements. Our tests included agreeing the financial statement disclosures to underlying supporting documentation, enquiries with management, review of client's operation of controls within the year, in particular, review of expenses, such as legal costs. There are inherent limitations in the audit procedures described 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 would become aware of it.

As part of our audit, we addressed the risk of management override of internal controls, including testing of journals and review of nominal ledger. We evaluated whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.

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

LAW MORGAN LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF LAW MORGAN LIMITED (CONTINUED)
- 7 -

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 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.

Neil Baldwin (Senior Statutory Auditor)
For and on behalf of BHP LLP, Statutory Auditor
Chartered Accountants
New Chartford House
Centurion Way
Cleckheaton
Bradford
West Yorkshire
BD19 3QB
23 April 2025
LAW MORGAN LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
2024
2023
Notes
£
£
Turnover
3
20,468,272
22,132,412
Cost of sales
(16,068,291)
(17,558,680)
Gross profit
4,399,981
4,573,732
Administrative expenses
(3,651,899)
(3,837,162)
Operating profit
4
748,082
736,570
Interest receivable and similar income
7
2,112
2,249
Interest payable and similar expenses
8
(23,095)
(23,274)
Profit before taxation
727,099
715,545
Tax on profit
9
(186,184)
(171,692)
Profit for the financial year
540,915
543,853

The profit and loss account has been prepared on the basis that all operations are continuing operations.

LAW MORGAN LIMITED
BALANCE SHEET
AS AT
31 DECEMBER 2024
31 December 2024
- 9 -
2024
2023
Notes
£
£
£
£
Fixed assets
Tangible assets
11
8,544
20,468
Current assets
Debtors
13
2,826,763
3,048,249
Cash at bank and in hand
1,202,412
1,185,227
4,029,175
4,233,476
Creditors: amounts falling due within one year
14
(3,319,112)
(3,315,389)
Net current assets
710,063
918,087
Total assets less current liabilities
718,607
938,555
Creditors: amounts falling due after more than one year
15
(50,000)
(100,000)
Provisions for liabilities
Deferred tax liability
17
-
0
863
-
(863)
Net assets
668,607
837,692
Capital and reserves
Called up share capital
20
2,301
2,301
Profit and loss reserves
666,306
835,391
Total equity
668,607
837,692

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 23 April 2025 and are signed on its behalf by:
D Morgan
Director
Company registration number 07182544 (England and Wales)
LAW MORGAN LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 10 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2023
2,301
2,251,538
2,253,839
Year ended 31 December 2023:
Profit and total comprehensive income
-
543,853
543,853
Dividends
10
-
(1,960,000)
(1,960,000)
Balance at 31 December 2023
2,301
835,391
837,692
Year ended 31 December 2024:
Profit and total comprehensive income
-
540,915
540,915
Dividends
10
-
(710,000)
(710,000)
Balance at 31 December 2024
2,301
666,306
668,607
LAW MORGAN LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 11 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
24
1,029,968
925,634
Interest paid
(23,095)
(23,274)
Income taxes paid
(166,889)
(265,279)
Net cash inflow from operating activities
839,984
637,081
Investing activities
Purchase of tangible fixed assets
(3,996)
(25,717)
Interest received
2,112
2,249
Net cash used in investing activities
(1,884)
(23,468)
Financing activities
Repayment of bank loans
(50,000)
(50,000)
Dividends paid
(710,000)
(1,960,000)
Net cash used in financing activities
(760,000)
(2,010,000)
Net increase/(decrease) in cash and cash equivalents
78,100
(1,396,387)
Cash and cash equivalents at beginning of year
(485,212)
911,175
Cash and cash equivalents at end of year
(407,112)
(485,212)
Relating to:
Cash at bank and in hand
1,202,412
1,185,227
Bank overdrafts included in creditors payable within one year
(1,609,524)
(1,670,439)
LAW MORGAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
1
Accounting policies
Company information

Law Morgan Limited is a private company limited by shares incorporated in England and Wales. The registered office is Pennine Place 3rd Floor, 2a Charing Cross Road, Charing Cross, London, WC2H 0HF.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

1.2
Going concern

A true t the time of approving the financial statements, t he directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus t he directors continue to adopt the going concern basis of accounting in preparing the financial statements.

1.3
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Revenue is recognised in the period in which services are provided as follows:

- revenue for the supply of temporary contractors is recognised for time worked in the period;

- revenue for the supply of permanent or fixed term contract staff, is recognised when the offer from the customer is accepted by the candidate.

The company maintains a provision to reflect the impact of possible placement cancellations or reductions in fees charged.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recover ed.

1.4
Tangible fixed assets

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

LAW MORGAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 13 -

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Computer equipment
25% - 50% straight line

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 profit or loss.

1.5
Impairment of fixed assets

At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.6
Cash and cash equivalents

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

1.7
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 balance sheet 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 enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

LAW MORGAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 14 -
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 cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

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 publicly 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 and 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.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal 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.

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

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 paymen ts 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. A m ounts 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.

LAW MORGAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 15 -
Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are s ubsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value th r ough profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

1.8
Equity instruments

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

1.9
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

LAW MORGAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
1.10
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

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.

1.11
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.12
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

1.13
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease s asset are consumed.

LAW MORGAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 17 -
2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from 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.

Critical judgements

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

Recoverability of debtors and accrued income

The recoverability of trade receivables is regularly reviewed in the light of the available economic information specific to each receivable, and specific provisions are recognised for balances considered to be irrecoverable.

3
Turnover and other revenue
2024
2023
£
£
Turnover analysed by class of business
Recruitment services
20,468,272
22,132,412
2024
2023
£
£
Other significant revenue
Interest income
2,112
2,249
4
Operating profit
2024
2023
Operating profit for the year is stated after charging:
£
£
Fees payable to the company's auditor for the audit of the company's financial statements
10,750
10,500
Depreciation of owned tangible fixed assets
15,920
12,893
Operating lease charges
226,464
214,869
LAW MORGAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 18 -
5
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2024
2023
Number
Number
Sales staff
21
21
Administrative staff
7
8
Temporary staff
1
1
Management
4
4
Total
33
34

Their aggregate remuneration comprised:

2024
2023
£
£
Wages and salaries
2,770,386
2,902,510
Social security costs
356,909
361,995
Pension costs
116,126
109,418
3,243,421
3,373,923
6
Directors' remuneration
2024
2023
£
£
Remuneration for qualifying services
533,516
556,832
Company pension contributions to defined contribution schemes
70,570
38,149
604,086
594,981

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 4 (2023 - 4).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2024
2023
£
£
Remuneration for qualifying services
170,374
191,980
Company pension contributions to defined contribution schemes
39,993
14,831
LAW MORGAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 19 -
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
2,021
2,249
Other interest income
91
-
0
Total income
2,112
2,249
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
2,021
2,249
8
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
9,064
4,427
Interest on invoice finance arrangements
14,031
18,847
23,095
23,274
9
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
188,391
166,798
Adjustments in respect of prior periods
-
0
(11)
Total current tax
188,391
166,787
Deferred tax
Origination and reversal of timing differences
(2,207)
4,905
Total tax charge
186,184
171,692
LAW MORGAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
9
Taxation
(Continued)
- 20 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2024
2023
£
£
Profit before taxation
727,099
715,545
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 23.52%)
181,775
168,300
Tax effect of expenses that are not deductible in determining taxable profit
4,409
3,215
Adjustments in respect of prior years
-
0
(11)
Remeasurements in the tax charge
-
0
290
Fixed asset differences
-
0
(102)
Taxation charge for the year
186,184
171,692
10
Dividends
2024
2023
£
£
Dividends paid
710,000
1,960,000
11
Tangible fixed assets
Computer equipment
£
Cost
At 1 January 2024
41,229
Additions
3,996
Disposals
(9,047)
At 31 December 2024
36,178
Depreciation and impairment
At 1 January 2024
20,761
Depreciation charged in the year
15,920
Eliminated in respect of disposals
(9,047)
At 31 December 2024
27,634
Carrying amount
At 31 December 2024
8,544
At 31 December 2023
20,468
LAW MORGAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
12
Financial instruments
2024
2023
£
£
Carrying amount of financial assets
Debt instruments measured at amortised cost
2,545,561
2,790,742
Instruments measured at fair value through profit or loss
1,202,412
1,185,227
Carrying amount of financial liabilities
Measured at fair value through profit or loss
- Non-derivatives that are not part of a trading portfolio
(2,797,697)
(2,888,571)

Financial assets measured at fair value through profit or loss comprise cash at bank and in hand.

Financial assets that are debt instruments measured at amortised cost comprise trade and other debtors.

Financial liabilities measured at amortised cost comprise bank overdrafts, bank loans, trade creditors, amounts due to undertakings in which the company has participating interest, other creditors and accruals.

13
Debtors
2024
2023
Amounts falling due within one year:
£
£
Trade debtors
2,523,439
2,770,345
Other debtors
22,122
20,397
Prepayments and accrued income
279,858
257,507
2,825,419
3,048,249
2024
2023
Amounts falling due after more than one year:
£
£
Deferred tax asset (note 17)
1,344
-
0
Total debtors
2,826,763
3,048,249
14
Creditors: amounts falling due within one year
2024
2023
Notes
£
£
Bank loans and overdrafts
16
1,659,524
1,720,439
Trade creditors
769,306
796,163
Corporation tax
188,300
166,798
Other taxation and social security
383,113
360,020
Other creditors
5,112
6,741
Accruals and deferred income
313,757
265,228
3,319,112
3,315,389
LAW MORGAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
14
Creditors: amounts falling due within one year
(Continued)
- 22 -

The company has a debt purchase facility provided by R BS Invoice Finance (RBSIF) under which RBSIF agrees to advance working capital for a fixed monthly charge plus a discounting fee. As security for its obligations and together with a full title guarantee the company has provided RBSIF with a fixed and floating charge over all the assets of the business.

15
Creditors: amounts falling due after more than one year
2024
2023
Notes
£
£
Bank loans and overdrafts
16
50,000
100,000

Bank loan of £50,000 (2023: £1 0 0,000) is due to be repaid over 6 years with the final repayment in 2028. Interest is charged at 2.09% p.a over based rate after the fixed rate period.

16
Loans and overdrafts
2024
2023
£
£
Bank loans
100,000
150,000
Bank overdrafts
1,609,524
1,670,439
1,709,524
1,820,439
Payable within one year
1,659,524
1,720,439
Payable after one year
50,000
100,000
17
Deferred taxation

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
Assets
Assets
2024
2023
2024
2023
Balances:
£
£
£
£
Accelerated capital allowances
-
1,960
453
-
Short term timing difference
-
(1,097)
891
-
-
863
1,344
-
LAW MORGAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
17
Deferred taxation
(Continued)
- 23 -
2024
Movements in the year:
£
Liability at 1 January 2024
863
Credit to profit or loss
(2,207)
Asset at 31 December 2024
(1,344)
18
Retirement benefit schemes
2024
2023
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
116,126
109,418

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

Contributions totalling £5,110 (2023: £6,741) were payable to the fund at the period end and are included in creditors.

19
Share-based payment transactions

The company operates an equity-settled share-based payment scheme for directors. The options are granted over issued shares in Law Morgan Limited and can only be exercised at the point of sale of the business.

During the financial year to 31 December 2 022, the company granted 51 options over Ordinary F s hares at an exercise price of £1,407 per share.

The company did not recognise an expense related to equity-settled share-based payment transactions in the current or prior year as the directors believe the value to be immaterial to the financial statements.

During the financial year to 31 December 2024 there were no equity settled share based payment transactions.

20
Share capital
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A shares of £1 each
800
800
800
800
Ordinary B shares of £1 each
500
500
500
500
Ordinary C shares of £1 each
500
500
500
500
Ordinary D shares of £1 each
500
500
500
500
Ordinary E shares of £1 each
1
1
1
1
2,301
2,301
2,301
2,301
LAW MORGAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
20
Share capital
(Continued)
- 24 -

The Ordinary A shares have attached to them full voting, dividend and capital distribution (including on winding up) rights and no rights of redemption.

The Ordinary B, Ordinary C and Ordinary D shares have attached to them full dividend rights, no rights of redemption and no entitlement to receive notice of, attend or vote at general meetings except for resolutions that alter the rights of the shares.

The Ordinary E shares have attached to them full dividend and capital distribution (including on winding up) rights, no voting rights and no rights of redemption.

21
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

2024
2023
£
£
Within one year
213,940
152,595
Between two and five years
214,333
1,639
428,273
154,234
22
Related party transactions
Transactions with related parties

During the year the company entered into the following transactions with related parties:

The k ey management personnel are deemed to be the directors and therefore the company ha s taken exemption under FRS102 section 33.7A from disclosing this information.

During the year the company paid dividends to directors and their family members totalling £71 0,000 (2023: £1,960,000).

23
Ultimate controlling party

The company has no ultimate controlling party.

LAW MORGAN LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 25 -
24
Cash generated from operations
2024
2023
£
£
Profit after taxation
540,915
543,853
Adjustments for:
Taxation charged
186,184
171,692
Finance costs
23,095
23,274
Investment income
(2,112)
(2,249)
Depreciation and impairment of tangible fixed assets
15,920
12,893
Movements in working capital:
Decrease/(increase) in debtors
222,830
(224,921)
Increase in creditors
43,136
401,092
Cash generated from operations
1,029,968
925,634

25
Analysis of changes in net debt
1 January 2024
Cash flows
31 December 2024
£
£
£
Cash at bank and in hand
1,185,227
17,185
1,202,412
Bank overdrafts
(1,670,439)
60,915
(1,609,524)
(485,212)
78,100
(407,112)
Borrowings excluding overdrafts
(150,000)
50,000
(100,000)
(635,212)
128,100
(507,112)
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