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REGISTERED NUMBER: 06987598 (England and Wales)















Strategic Report, Report of the Director and

Financial Statements for the Year Ended 31 December 2024

for

Stott & May Professional Search Limited

Stott & May Professional Search Limited (Registered number: 06987598)






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




Page

Company Information 1

Strategic Report 2

Report of the Director 3

Report of the Independent Auditors 4

Income Statement 8

Other Comprehensive Income 9

Balance Sheet 10

Statement of Changes in Equity 12

Notes to the Financial Statements 13


Stott & May Professional Search Limited

Company Information
for the Year Ended 31 December 2024







DIRECTOR: Mr S P Stott



REGISTERED OFFICE: 6th Floor Cannon Green
27 Bush Lane
London
EC4R 0AA



REGISTERED NUMBER: 06987598 (England and Wales)



SENIOR STATUTORY AUDITOR: Philippa Duckworth BSc FCCA



AUDITORS: WP Audit Limited
Statutory Auditors
TOR
Saint-Cloud Way
Maidenhead
Berkshire
SL6 8BN

Stott & May Professional Search Limited (Registered number: 06987598)

Strategic Report
for the Year Ended 31 December 2024

The director presents his strategic report for the year ended 31 December 2024.

REVIEW OF BUSINESS
The principal activity of the company was the provision of recruitment services in the technology sector. The company also commenced trading in 2024 in the provision of recruitment services in the clean energy sector under the brand name Evergreen. The company is based in the South East of England with a head office in London and a regional office in Reading, serving the Thames Valley.

The company provides permanent and contract recruitment solutions alongside consultancy services in the technology sector and permanent recruitment solutions in the clean energy sector.

The market for recruitment services in the technology sector continued to decline in 2024. This coupled with a fall in both client and candidate confidence made trading difficult for the company which resulted in further losses. The company has continued to take action to reduce its cost base by cuts in both headcount and discretionary expenditure to mitigate the impact of the downturn. The company is fully prepared to take further action to ensure it is present to take full advantage of any improvements in the economic environment.

PRINCIPAL RISKS AND UNCERTAINTIES
Economic uncertainty and the competitive nature of the marketplace for our own consultants remain risks to the business. We manage this risk through offering a competitive remuneration structure including opportunities to participate in equity incentive schemes. Liquidity and credit risk are also significant considerations for the company. We manage our cash flow using invoice discounting and the diverse range of blue chip clients keeps our risk of bad debts to a minimum. In view of the above the director believes that the company is well placed to manage its business risks, and also take advantage of any improvement in its markets in the future.

KEY PERFORMANCE INDICATORS
The key performance indicators for the company are as follows:

2024 2023 % Change
£   s £   s
Turnover 21,763 28,613 -23.9%
Gross profit 4,533 5,273 -14.0%
Operating profit / (loss) (1,270 ) (829 ) -53.2%
Net fee income per consultant 119 112 12.5%

The company provides both permanent and temporary recruitment services. The 2024 split of gross profit was 49% (2023 - 45%) from permanent and 51% (2023 - 55%) from temporary placements.

ON BEHALF OF THE BOARD:





Mr S P Stott - Director


22 August 2025

Stott & May Professional Search Limited (Registered number: 06987598)

Report of the Director
for the Year Ended 31 December 2024

The director presents his report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY
The principal activity of the company in the year under review was that of recruitment consultancy.

DIVIDENDS
Dividends totalling £nil were paid in the year (2023: £nil).

DIRECTOR
Mr S P Stott held office during the whole of the period from 1 January 2024 to the date of this report.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES
The director is responsible for preparing the Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is 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 director is required to:

-select suitable accounting policies and then apply them consistently;
-make judgements and accounting estimates that are reasonable and prudent;
-prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS
So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

ON BEHALF OF THE BOARD:





Mr S P Stott - Director


22 August 2025

Report of the Independent Auditors to the Members of
Stott & May Professional Search Limited

Opinion
We have audited the financial statements of Stott & May Professional Search Limited (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:
-give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its loss for the year then ended;
-have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
-have been prepared in accordance with the requirements of the Companies Act 2006.

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

Conclusions relating to going concern
In auditing the financial statements, we have concluded that the director's 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 director with respect to going concern are described in the relevant sections of this report.

Other information
The director is responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Director, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit:
- the information given in the Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and
- the Strategic Report and the Report of the Director have been prepared in accordance with applicable legal requirements.

Report of the Independent Auditors to the Members of
Stott & May Professional Search Limited


Matters on which we are required to report by exception
In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Report of the Director.

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 director's remuneration specified by law are not made; or
- we have not received all the information and explanations we require for our audit.

Responsibilities of director
As explained more fully in the Statement of Director's Responsibilities set out on page three, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

Report of the Independent Auditors to the Members of
Stott & May Professional Search Limited


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

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlines 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.

Extent to which the audit was considered capable of detecting irregularities, including fraud.

-The engagement partners ensured that the engagement team collectively had the appropriate competence, capabilities and skill to identify or recognise non-compliance with applicable laws and regulations;

-we identified the laws and regulations applicable to the company through discussions with directors and other management, and from our commercial knowledge and experience of the recruitment sector;

-we focused on specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the company, including the Companies Act 2006, taxation legislation and data protection, anti-bribery, employment, environmental and health and safety legislation;

-we assessed the extent of compliance with laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and

-identified laws and regulations were communicated within the audit team regularly and the team remained alert to instance of non-compliance throughout the audit.

We assessed the susceptibility of the company's financial statements to material misstatement, including obtaining an understanding of how fraud might occur, by;

-making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud;

-considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations; and

-understanding the design of the company's remuneration policies.

To address the risk of fraud through management bias and override of controls, we;

-performed analytical procedures to identify unusual or unexpected relationships;

-tested journal entries to identify unusual transactions;

-assessed whether judgements and assumptions made in determining the accounting estimates were indicative of potential bias; and

-investigated the rationale behind significant or unusual transactions.


Report of the Independent Auditors to the Members of
Stott & May Professional Search Limited

Audit response to risks identified
In response to the risk of irregularities and non-compliance with laws and regulations; we designed procedures which included, but were not limited to;

-agreeing financial statement disclosures to underlying supporting documentation;
-enquiring of management as to actual and potential litigation and claims; and
-reviewing correspondence with HMRC, relevant regulators and company's legal advisors.

There are inherent limitations in our audit procedures described above. The more removed that laws and regulations are from financial transactions, the less likely it is that we would become aware of non-compliance. Auditing standards also limit the audit procedures required to identify non-compliance with laws and regulations to enquiry of the directors and other management and the inspection of regulatory and legal correspondence, if any.

Material misstatements that arise due to fraud can be harder to detect than those that arise from error as they may involve deliberate concealment of collusion.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report
This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.




Philippa Duckworth BSc FCCA (Senior Statutory Auditor)
for and on behalf of WP Audit Limited
Statutory Auditors
TOR
Saint-Cloud Way
Maidenhead
Berkshire
SL6 8BN

12 September 2025

Stott & May Professional Search Limited (Registered number: 06987598)

Income Statement
for the Year Ended 31 December 2024

31.12.24 31.12.23
Notes £    £   

TURNOVER 3 21,762,688 28,612,746

Cost of sales (17,209,487 ) (23,339,538 )
GROSS PROFIT 4,553,201 5,273,208

Administrative expenses (5,823,239 ) (6,102,595 )
OPERATING LOSS 5 (1,270,038 ) (829,387 )


Interest payable and similar expenses 6 (52,027 ) (15,879 )
LOSS BEFORE TAXATION (1,322,065 ) (845,266 )

Tax on loss 7 6,695 (24,193 )
LOSS FOR THE FINANCIAL YEAR (1,315,370 ) (869,459 )

Stott & May Professional Search Limited (Registered number: 06987598)

Other Comprehensive Income
for the Year Ended 31 December 2024

31.12.24 31.12.23
Notes £    £   

LOSS FOR THE YEAR (1,315,370 ) (869,459 )


OTHER COMPREHENSIVE INCOME - -
TOTAL COMPREHENSIVE INCOME FOR THE
YEAR

(1,315,370

)

(869,459

)

Stott & May Professional Search Limited (Registered number: 06987598)

Balance Sheet
31 December 2024

31.12.24 31.12.23
Notes £    £   
FIXED ASSETS
Intangible assets 8 1,230 2,870
Tangible assets 9 129,195 181,583
130,425 184,453

CURRENT ASSETS
Debtors 10 5,640,772 6,177,482
Cash at bank 88,579 394,667
5,729,351 6,572,149
CREDITORS
Amounts falling due within one year 11 (7,545,909 ) (7,102,979 )
NET CURRENT LIABILITIES (1,816,558 ) (530,830 )
TOTAL ASSETS LESS CURRENT LIABILITIES (1,686,133 ) (346,377 )

CREDITORS
Amounts falling due after more than one year 12 (63,743 ) (81,434 )

PROVISIONS FOR LIABILITIES 17 (2,269 ) (8,964 )
NET LIABILITIES (1,752,145 ) (436,775 )

CAPITAL AND RESERVES
Called up share capital 18 260,850 260,850
Share premium 19 21,800 21,800
Capital redemption reserve 19 900 900
Retained earnings 19 (2,035,695 ) (720,325 )
SHAREHOLDERS' FUNDS (1,752,145 ) (436,775 )

Stott & May Professional Search Limited (Registered number: 06987598)

Balance Sheet - continued
31 December 2024



The financial statements were approved by the director and authorised for issue on 22 August 2025 and were signed by:





Mr S P Stott - Director


Stott & May Professional Search Limited (Registered number: 06987598)

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

Called up Capital
share Retained Share redemption Total
capital earnings premium reserve equity
£    £    £    £    £   
Balance at 1 January 2023 260,850 149,134 21,800 900 432,684

Changes in equity
Total comprehensive income - (869,459 ) - - (869,459 )
Balance at 31 December 2023 260,850 (720,325 ) 21,800 900 (436,775 )

Changes in equity
Total comprehensive income - (1,315,370 ) - - (1,315,370 )
Balance at 31 December 2024 260,850 (2,035,695 ) 21,800 900 (1,752,145 )

Stott & May Professional Search Limited (Registered number: 06987598)

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

1. STATUTORY INFORMATION

Stott & May Professional Search Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

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


2. ACCOUNTING POLICIES

Basis of preparing the financial statements
These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The accounts are prepared on a going concern basis as in the opinion of the directors the company has sufficient finance available to it to meet its obligations as they fall due for the foreseeable future, that is at least 12 months from the date of approval of the accounts.

Going concern
At 31 December 2024 the company had net liabilities of £1,730,679 (2023 net liabilities of £436,775) and cash balances of £88,579 (2023: £394,667).

Within liabilities are creditors totalling £2.3m owed to group undertakings which are not expected to be repaid in the short term and for which ongoing support is expected to continue.

The directors have reviewed the cash flow requirements of the company and consider that the company has adequate resources to continue to meet its liabilities as they fall due.

Financial Reporting Standard 102 - reduced disclosure exemptions
The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

the requirements of Section 7 Statement of Cash Flows;
the requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of paragraphs 12.26, 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirement of paragraph 33.7.

Stott & May Professional Search Limited (Registered number: 06987598)

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

2. ACCOUNTING POLICIES - continued

Significant judgements and estimates
In the application of the company's accounting policies the directors are required to make judgements, estimates and assumptions about the carrying 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.

Recoverability of related party balances - The Company assesses these balances for recoverability. When assessing for impairment, management considers factors including historical experience, knowledge of performance and future forecasts.

Recoverability of trade debtors - Trade debtors are stated net of a provision for doubtful debtors. The Company maintains a provision for doubtful debtors, based on the financial condition of the customer and aging of the trade receivable after considering historical experience and communications with the debtor and the current economic environment.

Tangible fixed assets, are depreciated over their useful lives taking into account residual values, where appropriate. The actual lives of the assets and residual values are assessed annually and may vary depending on a number of factors. In re-assessing asset lives, factors such as technological innovation, product life cycle and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.

The directors have included a rent free accrual within the financial statements. This is spread over the lease term and charged to the profit or loss over the relevant period.

Turnover
Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
- the amount of revenue can be measured reliably;
- it is probable that the company will receive the consideration due under the contract;
- the stage of completion of the contract at the end of the reporting period can be measured reliably; and,
- the costs incurred and the costs to complete the contract can be measured reliably.

Revenue is recognised as and when services are provided in respect of temporary staff placements and when a candidate starts their new employment in respect of permanent placements.

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

Computer software is being amortised evenly over its estimated useful life of three years.

Stott & May Professional Search Limited (Registered number: 06987598)

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

2. ACCOUNTING POLICIES - continued

Tangible fixed assets
Depreciation is provided at the following annual rates in order to write off the cost less estimated residual value of each asset over its estimated useful life or, if held under a finance lease, over the lease term, whichever is the shorter.
Plant and machinery - 33% on cost
Fixtures and fittings - 33% on cost, 20% on cost and Over the lease term
Motor vehicles - 25% on cost

Stott & May Professional Search Limited (Registered number: 06987598)

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

2. ACCOUNTING POLICIES - continued

Financial instruments
Financial assets and financial liabilities are recognised when the company becomes a party to the contractual provisions of the instrument. 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.

(i) Financial assets and liabilities
All financial assets and liabilities are initially measured at transaction price (including transaction costs), except for those financial assets classified as 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. Financial assets and liabilities are only offset in the statement of financial position when, and only when there exists a legally enforceable right to set off the recognised amounts and the company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Debt instruments which meet the following conditions are subsequently measured at amortised cost using the effective interest method:
(a) The contractual return to the holder is (i) a fixed amount; (ii) a positive fixed rate or a positive variable rate; or (iii) a combination of a positive or a negative fixed rate and a positive variable rate.
(b) The contract may provide for repayments of the principal or the return to the holder (but not both) to be linked to a single relevant observable index of general price inflation of the currency in which the debt instrument is denominated, provided such links are not leveraged.
(c) The contract may provide for a determinable variation of the return to the holder during the life of the instrument, provided that (i) the new rate satisfies condition (a) and the variation is not contingent on future events other than (1) a change of a contractual variable rate; (2) to protect the holder against credit deterioration of the issuer; (3) changes in levies applied by a central bank or arising from changes in relevant taxation or law; or (ii) the new rate is a market rate of interest and satisfies condition (a).
(d) There is no contractual provision that could, by its terms, result in the holder losing the principal amount or any interest attributable to the current period or prior periods.
(e) Contractual provisions that permit the issuer to prepay a debt instrument or permit the holder to put it back to the issuer before maturity are not contingent on future events, other than to protect the holder against the credit deterioration of the issuer or a change in control of the issuer, or to protect the holder or issuer against changes in levies applied by a central bank or arising from changes in relevant taxation or law.
(f) Contractual provisions may permit the extension of the term of the debt instrument, provided that the return to the holder and any other contractual provisions applicable during the extended term satisfy the conditions of paragraphs (a) to (c).

Debt instruments that are classified as payable or receivable within one year on initial recognition and which meet the above conditions are measured at the undiscounted amount of the cash or other consideration expected to be paid or received, net of impairment. With the exception of some hedging instruments, other debt instruments not meeting these conditions are measured at fair value through profit or loss. Commitments to make and receive loans which meet the conditions mentioned above are measured at cost (which may be nil) less impairment.

Financial assets are derecognised when and only when (a) the contractual rights to the cash flows from the financial asset expire or are settled, (b) the company transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or (c) the company, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party. Financial liabilities are derecognised only when the obligation specified in the contract is discharged, cancelled or expires.


Stott & May Professional Search Limited (Registered number: 06987598)

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

2. ACCOUNTING POLICIES - continued
(ii) Investments
Investments in non-convertible preference shares and non-puttable ordinary or preference shares (where shares are publicly traded or their fair value is reliably measurable) are measured at fair value through profit or loss. Where fair value cannot be measured reliably, investments are measured at cost less impairment.
In the company balance sheet, investments in subsidiaries and associates are measured at cost less impairment. For investments in subsidiaries acquired for consideration including the issue of shares qualifying for merger relief, cost is measured by reference to the nominal value of the shares issued plus fair value of other consideration. Any premium is ignored.

(iii) Equity instruments
Equity instruments issued by the company are recorded at the fair value of cash or other resources received or receivable, net of direct issue costs.

Taxation
Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax
Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

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


Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Stott & May Professional Search Limited (Registered number: 06987598)

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

2. ACCOUNTING POLICIES - continued

Hire purchase and leasing commitments
Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase contracts are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is the shorter.

The interest element of these obligations is charged to profit or loss over the relevant period. The capital element of the future payments is treated as a liability.

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

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

3. TURNOVER

The turnover and loss before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

31.12.24 31.12.23
£    £   
United Kingdom 17,780,204 23,703,496
Europe 3,107,334 4,422,982
Rest of the world 875,150 486,268
21,762,688 28,612,746

4. EMPLOYEES AND DIRECTORS
31.12.24 31.12.23
£    £   
Wages and salaries 3,659,382 4,083,351
Social security costs 442,941 543,859
Other pension costs 80,605 122,904
4,182,928 4,750,114

The average number of employees during the year was as follows:
31.12.24 31.12.23

Directors 1 1
Administrative 18 23
Sales 38 47
57 71

Stott & May Professional Search Limited (Registered number: 06987598)

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

4. EMPLOYEES AND DIRECTORS - continued

The directors are the key management of the company and disclosure of remuneration details are set out below.

31.12.24 31.12.23
£    £   
Director's remuneration 13,831 57,581
Director's pension contributions to money purchase schemes - 1,376

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

Money purchase schemes 1 1

5. OPERATING LOSS

The operating loss is stated after charging:

31.12.24 31.12.23
£    £   
Other operating leases 312,350 314,819
Depreciation - owned assets 40,566 47,580
Depreciation - assets on hire purchase contracts 18,986 18,987
Computer software amortisation 1,640 1,640
Auditors' remuneration 10,000 9,555
Foreign exchange differences 22,990 33,981

6. INTEREST PAYABLE AND SIMILAR EXPENSES
31.12.24 31.12.23
£    £   
Invoice finance interest 45,725 7,961
Hire purchase 6,302 7,918
52,027 15,879

7. TAXATION

Analysis of the tax (credit)/charge
The tax (credit)/charge on the loss for the year was as follows:
31.12.24 31.12.23
£    £   
Current tax:
UK corporation tax - 30,213

Deferred tax (6,695 ) (6,020 )
Tax on loss (6,695 ) 24,193

Stott & May Professional Search Limited (Registered number: 06987598)

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

7. TAXATION - continued

Reconciliation of total tax (credit)/charge included in profit and loss
The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

31.12.24 31.12.23
£    £   
Loss before tax (1,322,065 ) (845,266 )
Loss multiplied by the standard rate of corporation tax in the UK of 25%
(2023 - 19%)

(330,516

)

(160,601

)

Effects of:
Expenses not deductible for tax purposes 8,418 8,295
Adjustments to tax charge in respect of previous periods - 30,213
tax losses
Tax rate timing differences - (1,445 )
Tax losses not recognised as a deferred tax asset 315,403 147,731
Total tax (credit)/charge (6,695 ) 24,193

Analysis of the tax charge
No liability to UK corporation tax arose for the year ended 31 December 2024. No tax losses were utilised for the year end 31 December 2023.

The company has tax losses of £2,334,723 (2023: £1,073,110) available to offset against future profits.

8. INTANGIBLE FIXED ASSETS
Computer
software
£   
COST
At 1 January 2024
and 31 December 2024 43,028
AMORTISATION
At 1 January 2024 40,158
Amortisation for year 1,640
At 31 December 2024 41,798
NET BOOK VALUE
At 31 December 2024 1,230
At 31 December 2023 2,870

Stott & May Professional Search Limited (Registered number: 06987598)

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

9. TANGIBLE FIXED ASSETS
Fixtures
Plant and and Motor
machinery fittings vehicles Totals
£    £    £    £   
COST
At 1 January 2024 249,097 498,087 151,895 899,079
Additions 7,164 - - 7,164
Disposals (28,820 ) - - (28,820 )
At 31 December 2024 227,441 498,087 151,895 877,423
DEPRECIATION
At 1 January 2024 206,696 474,408 36,392 717,496
Charge for year 33,201 7,365 18,986 59,552
Eliminated on disposal (28,820 ) - - (28,820 )
At 31 December 2024 211,077 481,773 55,378 748,228
NET BOOK VALUE
At 31 December 2024 16,364 16,314 96,517 129,195
At 31 December 2023 42,401 23,679 115,503 181,583

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:
Motor
vehicles
£   
COST
At 1 January 2024
and 31 December 2024 151,895
DEPRECIATION
At 1 January 2024 36,392
Charge for year 18,986
At 31 December 2024 55,378
NET BOOK VALUE
At 31 December 2024 96,517
At 31 December 2023 115,503

Stott & May Professional Search Limited (Registered number: 06987598)

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

10. DEBTORS
31.12.24 31.12.23
£    £   
Amounts falling due within one year:
Trade debtors 2,021,161 2,585,527
Amounts owed by group undertakings 1,064,840 1,353,301
Other debtors 333,367 158,996
Directors' current accounts 426,280 281,077
Tax 230,896 135,378
Prepayments and accrued income 1,394,828 1,493,803
5,471,372 6,008,082

Amounts falling due after more than one year:
Other debtors 169,400 169,400

Aggregate amounts 5,640,772 6,177,482

11. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
31.12.24 31.12.23
£    £   
Bank loans and overdrafts (see note 13) 1,650,383 1,569,693
Hire purchase contracts (see note 14) 19,024 15,187
Trade creditors 1,500,670 1,249,664
Amounts owed to group undertakings 2,326,763 1,736,233
Tax 111,106 59,504
Social security and other taxes 254,364 149,623
VAT 110,479 127,537
Other creditors 55,928 136,802
Accruals and deferred income 1,517,192 2,058,736
7,545,909 7,102,979

12. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
31.12.24 31.12.23
£    £   
Hire purchase contracts (see note 14) 63,743 81,434

13. LOANS

An analysis of the maturity of loans is given below:

31.12.24 31.12.23
£    £   
Amounts falling due within one year or on demand:
Bank invoice finance facility 1,650,383 1,569,693

Stott & May Professional Search Limited (Registered number: 06987598)

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

14. LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Hire purchase
contracts
31.12.24 31.12.23
£    £   
Net obligations repayable:
Within one year 19,024 15,187
Between one and five years 63,743 81,434
82,767 96,621

Non-cancellable
operating leases
31.12.24 31.12.23
£    £   
Within one year 363,347 363,347
Between one and five years 455,005 818,352
818,352 1,181,699

15. SECURED DEBTS

The following secured debts are included within creditors:

31.12.24 31.12.23
£    £   
Bank loans 1,650,383 1,569,693
Hire purchase contracts 82,767 96,621
1,733,150 1,666,314

The company's invoice discounting loan is secured by way of a bank debenture in standard form creating a fixed and floating charge over the assets of the company.

Other loans and finance leases are secured on the fixed assets to which the finance relates.

Stott & May Professional Search Limited (Registered number: 06987598)

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

16. FINANCIAL INSTRUMENTS

2024 2023
£    £   
FINANCIAL ASSETS
Financial assets measured at fair value through profit and loss 88,579 394,667
Financial assets that are debt instruments measured at amortised cost 4,443,293 5,237,638
4,531,872 5,632,305
FINANCIAL LIABILITIES
Financial liabilities measured at amortised cost (7,050,935 ) (6,751,129 )

Financial assets measured at amortised cost comprise trade debtors, amounts owed by group undertakings, other debtors and accrued income.

Financial liabilities measured at amortised cost comprise bank and other loans (including finance leases), overdrafts, trade creditors, amounts owed to group undertakings, other creditors and accruals.

17. PROVISIONS FOR LIABILITIES
31.12.24 31.12.23
£    £   
Deferred tax 2,269 8,964

Deferred
tax
£   
Balance at 1 January 2024 8,964
Credit to Income Statement during year (6,695 )
Balance at 31 December 2024 2,269

18. CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:
Number: Class: Nominal 31.12.24 31.12.23
value: £    £   
2,541,000 Ordinary £0.10 254,100 254,100
337,500 Ordinary £0.02 6,750 6,750
260,850 260,850

The shares constitute a single class of shares with the same rights in respect of income, capital and voting.

Stott & May Professional Search Limited (Registered number: 06987598)

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

19. RESERVES
Capital
Retained Share redemption
earnings premium reserve Totals
£    £    £    £   

At 1 January 2024 (720,325 ) 21,800 900 (697,625 )
Deficit for the year (1,315,370 ) (1,315,370 )
At 31 December 2024 (2,035,695 ) 21,800 900 (2,012,995 )

20. PENSION COMMITMENTS

The company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the company in an independently administered fund. The pension cost charge represents contributions payable by the company to the fund and amounted to £80,605 (2023: £122,904). At 31 December 2024, amounts outstanding were £26,961 (2023 - £23,323).

21. ULTIMATE PARENT COMPANY

Stott and May Holdings Limited is regarded by the director as being the company's ultimate parent company.

22. DIRECTOR'S ADVANCES, CREDITS AND GUARANTEES

The following advances and credits to a director subsisted during the years ended 31 December 2024 and 31 December 2023:

31.12.24 31.12.23
£    £   
Mr S P Stott
Balance outstanding at start of year 281,077 177,270
Amounts advanced 145,203 103,807
Amounts repaid - -
Amounts written off - -
Amounts waived - -
Balance outstanding at end of year 426,280 281,077

23. ULTIMATE CONTROLLING PARTY

The ultimate controlling party is Mr S P Stott.

Control is exercised via a majority of the voting rights in the parent company.