Mentor Communications Consultancy Limited,Ltd - AccountsLtd

Registered Number :

03616607

As at 31 December 2024

Mentor Communications Consultancy Limited

Statement of Financial Position

2023

2024

Notes

Fixed assets

Property, plant and equipment

45,242

47,398

45,242

47,398

Current assets

Trade and other receivables

582,827

675,807

367,290

Cash and cash equivalents

547,680

1,223,487

950,117

Trade and other payables: amounts falling due within one

year

(454,462)

(640,380)

495,655

583,107

Net current assets

Total assets less current liabilities

628,349

543,053

Trade and other payables: amounts falling due after more

than one year

(3,370)

(7,100)

(7,300)

Provisions for liabilities

617,879

Net assets

535,753

Capital and reserves

Called up share capital

Retained earnings

611,379

529,278

Other reserves

6,423

6,398

617,879

535,753

Shareholders' funds

For the year ended 31 December 2024 the company was entitled to exemption from audit under Section 477 of the Companies Act 2006 relating to small companies.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 December 2024 in accordance with Section 476 of the Companies Act 2006

The director acknowledges his responsibilities for:a) ensuring that the company keeps proper accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

b) preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of

each financial year and of its profit or loss for each financial year in accordance with the requirements of Section

394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial

statements, so far as applicable to the company.

In accordance with Section 444 of the Companies Act 2006, the Income Statement has not been delivered.

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

Mr Toby Coulsting Director

These financial statements were approved and authorised for issue by the Board on 16 September 2025 and were signed by:

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For the year ended 31 December 2024

Mentor Communications Consultancy Limited

Notes to the Financial Statements

Statutory Information

Mentor Communications Consultancy Limited is a private limited company, limited by shares, domiciled in England

and Wales, registration number 03616607.

Registered address:

West End Studios

4 West End

Somerset Street

Bristol

BS2 8NE

The presentation currency is £ sterling.

1. Accounting policies

Basis of preparing the financial statements

These financial statements have been prepared in accordance with the provisions of Section 1A of 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 costs convention.

Significant judgements and estimates

A) Provision for claims for Research and Development costs and related commission-based fees: The accounts reflect a corporation tax credit arising from the tax relief due in relation to research and development expenditure, for which claims are in the final stages of completion for submission to HMRC. The accounts include provision for the value of the claims based on the current best estimate of the relevant costs incurred of £199,870 in the year to 31 December 2024 and of £220,740 incurred in the year to 31 December 2023. The final value of relevant Research and Development costs incurred in the year to 31 December 2022 amounted to £431,555. The corporation tax credit for the year, is stated net after a deduction of £88,781 (2023 deduction of £Nil) including £39,651 for the year to 31 December 2023, in respect of Research and Development relief. Administration costs include provision for costs of £17,755 (2023 £Nil), in respect of commission-based charges that are expected to arise regarding the Research and Development relief claims. B) Evaluation of share based payments: On the grant of share options, management is required to use an appropriate pricing model, or basis, to value the issue of equity to employees or those providing similar services. Any charge to the profit and loss account is therefore a function of the chosen pricing model or valuation method, which in turn is based on a range of assumptions. In choosing the basis or model used to calculate the value of issue of equity the Directors have taken into account the size of the entity, the marketability of its share capital, and the materiality to the financial statements of the values determined, in relation to the options in equity issued under the scheme. The Directors' evaluation of the Fair Value of the options granted in March 2019 with an original value, before allowance for the potential of options to lapse, of £13,333. The Directors' evaluation of the Fair Value of the options granted in June 2020 with an original value, before allowance for the potential of options to lapse, of £1,333. The Directors' evaluation of the Fair Value of the options granted in April 2023 with an original value, before allowance for the potential of options to lapse, of £1,562. The accounts include a charge to the profit and loss account of £25 (2023 £975) in relation to the Directors' calculation of the value attributable during the year to the options issued to certain employees under the Enterprise Management Incentive Scheme that was originally put in place during March 2019, with further options granted in June 2020 and April 2023.

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For the year ended 31 December 2024

Mentor Communications Consultancy Limited

Notes to the Financial Statements Continued

Revenue recognition

Turnover represents amounts receivable for services. Amounts receivable for services performed over time are based upon the stage of completion of the services performed. Where amounts are received in advance of completion of the work to be performed these amounts are carried forward to future accounting periods as deferred income.

Research and development

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

Property, plant and equipment

Tangible fixed assets, are stated at cost or valuation less depreciation and any provision for impairment. Depreciation is provided at rates calculated to write off the cost or valuation of fixed assets, less their estimated residual value, over their expected useful lives on the following basis:

16.67% Straight line

Equipment

16.67% Straight line

Fixtures and fittings

Government grants

Government grants received are credited to deferred income. Grants towards capital expenditure are released to the profit and loss account over the expected useful life of the assets. Grants received towards revenue expenditure are released to the profit and loss account as the related expenditure is incurred.

Deferred tax

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

Foreign currencies

Monetary assets and liabilities denominated in foreign currencies are translated into sterling at the rate of exchange ruling at the balance sheet date. Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. All foreign exchange differences are included in the profit and loss account.

Hire purchase and leasing commitments

Where the company enters into a lease that entails taking substantially all the risks and rewards of ownership of an asset, the lease is treated as a finance lease. Where an asset is obtained under such a lease or under a hire purchase agreement, the asset is recorded in the balance sheet as a tangible fixed asset and is depreciated over its estimated useful life. Future instalments under such leases or contracts, net of finance charges, are included within creditors. Amounts payable are apportioned between the finance element, which is charged to the profit and loss account, and the capital element, which reduces the outstanding obligation for future capital repayments. All other leases are accounted for as operating leases and the rental charges are charged to profit or loss on a straightline basis over the period of the lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme for the benefit of its directors and employees, the assets of which are held separately from those of the company in an independently administered fund. Contributions payable are charged to the profit and loss account in the period in which they arise from related salary and remuneration payments.

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For the year ended 31 December 2024

Mentor Communications Consultancy Limited

Notes to the Financial Statements Continued

Share option schemes and employee benefits

The company operates an Enterprise Management Initiative share option scheme.

Some employees of the Company receive remuneration in the form of share-based payments, whereby employees

render services in exchange for rights over shares ("equity-settled transactions"). The cost of equity-settled

transactions with employees is measured with reference to the fair value at the date on which they are granted.

Fair value is measured after allowing for holdings of a minority interest and using a basis to allow for the value of the

options after taking into account the period of time expected to lapse before the time the option might vest and

allowing for both the uncertainties surrounding the achievement of the required market conditions and the

satisfaction of the required service conditions, The expected life used in the model has been further adjusted, based

on the Directors' best estimates, to allow for the effects of non-transferability, exercise restrictions and behavioural

considerations.

When choosing the method of evaluation of the Fair Value of the options adopted, the Directors have taken into

account the size of the Company and the restricted marketability of its share capital and all of the subjective

valuation variables therefore to be applied. The Directors have further considered both the cost of obtaining a

valuation using a different basis and the materiality of any potential misstatement in the estimated value to the

financial statements that might then be indicated to exist.

The cost of equity-settled transactions determined is recognised, together with a corresponding increase in equity,

over the term in which the performance conditions are fulfilled, ending on the Directors' current best estimate of the

date on which the relevant employees may become fully entitled to the award ("vesting date").

At each reporting date, the cumulative expense recognised for equity-settled transactions reflects the extent to which

the vesting period has expired and the number of options, which in the opinion of the Directors, will ultimately vest.

Directors' estimates are based on the best information available at that date.

No expense is recognised for awards that do not ultimately vest, except for awards where vesting is conditional upon

a market condition, which are treated as vesting irrespective of whether or not the market condition is satisfied,

provided that all other performance conditions are satisfied.

3. Property, plant and equipment

Total

Equipment

Fixtures and

fittings

Cost or

valuation

At 01 January 2024

110,684

99,480

11,204

10,797

12,168

(1,371)

Additions

(8,900)

Disposals

(8,900)

At 31 December 2024

9,833

102,748

112,581

Provision for depreciation and impairment

At 01 January 2024

63,286

52,635

10,651

Charge for year

14,324

13,880

444

(10,271)

(8,900)

(1,371)

On disposal

At 31 December 2024

67,339

57,615

9,724

At 31 December 2024

Net book value

109

45,133

45,242

At 31 December 2023

553

46,845

47,398

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For the year ended 31 December 2024

Mentor Communications Consultancy Limited

Notes to the Financial Statements Continued

4. Trade and other receivables

2023

2024

Trade debtors

421,962

435,566

Prepayments and accrued income

21,519

15,106

Other debtors

232,326

132,155

582,827

675,807

5. Trade and other payables: amounts falling due within one year

2023

2024

Trade creditors

17,828

19,714

Taxation and social security

201,045

172,244

Accruals and deferred income

393,850

228,999

Directors' loan accounts

13,888

13,721

Obligations under HP/Financial leases

2,444

7,185

Other creditors

11,325

12,599

640,380

454,462

6. Trade and other payables: amounts falling due after more than one year

2023

2024

3,370

Obligations under HP/Financial leases

All of the amounts due in respect of obligations under hire purchase agreements and finance leases that fall due in more than one year are wholly repayable within two to five years. Provision for liabilities and charges The provision for liabilities and charges wholly relate to the provision for deferred tax. There has been a release of £200 (2023 £950 release) of the provision for deferred tax to the profit and loss account this year.

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For the year ended 31 December 2024

Mentor Communications Consultancy Limited

Notes to the Financial Statements Continued

A) Reserves and Fair Value Reserve (Share option reserve):

Details of the movements in reserves are shown within the Statement of Income and Retained earnings on page 6.

The fair value reserve arises as a result of the issue of share options to key employees. The credit balance on the

reserve, after a £25 (2023 £975) charge to the profit and loss account during the year, at 31 December 2024

amounted to £25 (2023 £6,375).

The company first issued share options under the terms of an Enterprise Management Incentive Scheme (EMIS),

during March 2019. The Actual Market Value, and Unrestricted Market value of each £0.05p share was determined

to be £.05p and this value has been agreed with, and formally accepted by, HM Revenue and Customs (HMRC). The

company issued further options under the terms of the Enterprise Management Incentive Scheme (EMIS) in June

2020 and April 2023.

Under the EMIS, the Company or the Trustees of the employee trust may grant options over shares in the Company

to eligible employees. The eligible employees to whom options are granted and the terms of such options will be

determined by the Directors of the Company or the Trustees. The employees who are eligible to participate in the

EMIS are all employees (but not currently Directors) of the Company. Options are not transferable.

The exercise price of options may not be less than the market value of the Company's shares (as agreed by HMRC)

on the date of grant. If the Trustees or the Directors have determined that the exercise of an option will be satisfied

by the issue of ordinary shares, the exercise price may also not be less than the nominal value of ordinary shares.

The options may vest on the occurrence of a number of specified market conditions (including the sale of the

Company or the sale of its business activities or assets and the exit proceeds exceed £1,250,000) or, otherwise in

ten years, on 15 March 2029 (providing that the market value of the Company at that time is at least £1,250,000).

This is providing that the individuals remain employed by the company at the time such an event takes place or,

otherwise, on 15 March 2029.

Share options were initially granted in March 2019 for 338 £0.05p Ordinary shares at £0.05p. Following a

subdivision of the shares on 17 December 2019 this equates to total options for 4,394 "A" ordinary shares of

£0.0025 at £0.0025p plus 2,366 "B" ordinary shares of £0.0025 at £0.0025p.

Further additional options for 494 "A" ordinary shares of £0.0025 at £0.0025p plus 266 "B" ordinary shares of

£0.0025 at £0.0025p were granted in June 2020.

Further additional options for 494 "A" ordinary shares of £0.0025 at £0.0025p plus 266 "B" ordinary shares of

£0.0025 at £0.0025p were granted in April 2023.

During the year ended 31 December 2019 one of the original six employees to whom options were issued left the

company resulting in 494 options for new "A" ordinary shares of £0.0025 and 266 options for new "B" ordinary

shares of £0.0025 being forfeited.

During the year ended 31 December 2020 another of the original six employees to whom options were issued left the

company resulting, in a further 728 options for new "A" ordinary shares of £0.0025 and 392 options for new "B"

ordinary shares of £0.0025 being forfeited.

Based on the six (2022 five) employees that remained eligible to take part in the scheme at the Statement of

Financial Position date this might result in a further 4,160 (2022 3,666) "A" ordinary shares of £0.0025 and 2,240

(2022 1,974) "B" ordinary shares of £0.0025 shares being issued at par.

The transfer (charge) to the profit and loss account of £25 (2023 £975) during the year represents the Directors'

effective valuation of staff cost benefits arising due to the scheme that they anticipate might be expected to vest.

This charge represents an appropriate proportion of the value of the options that remain to be allocated to this year

as a proportion of the period to March 2029 (2023 March 2027) before which time the Directors estimate as the

shortest period of time before the options might vest. The period of time to the point the options might vest was

extended following the disruption arising as a result of COVID 19 and has been further extended this year to allow for

the difficulty foreseen in negotiating a full and successful disposal of the business before the option date. This value

is based on the Directors' calculation, based on a Simple Tax Option Valuation, of the options of £9,333 (in respect of

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For the year ended 31 December 2024

Mentor Communications Consultancy Limited

Notes to the Financial Statements Continued

the options granted in March 2019), £1,200 (in respect of the options granted in June 2020) and £1,250 (in respect

of the options granted in April 2023) after applying discounts for minority interest holdings, non-transferability, share

value volatility, exercise restrictions, behavioural considerations, and other appropriate factors.

The Directors' evaluation of the Fair Value of the initial options (before allowance for any potential lapses) are

£13,333 (in respect of the options granted in March 2019), £1,333 (in respect of the options granted in June 2020)

and £1,563 (in respect of the options granted in April 2023).

B) Share capital:

The value of share capital of £77 consists of 20,020 "A" ordinary shares of £0.0025 and 10,780 "B" ordinary shares

of £0.0025 that are allotted, called up and fully paid.

As referred to under the note regarding the fair value reserve, at the financial statement date there were outstanding

options in respect of a further 4,160 (2022 3,666) "A" ordinary shares of £0.0025 and 2,240 (2022 1,974) "B"

ordinary shares of £0.0025 shares. Under the terms of the options held these shares may be purchased at par if

certain market and service conditions are satisfied.

8. Related party transactions

The company trades from premises which it rents from West End Bristol Limited (a company of which the Directors

are also directors and shareholders). The Company occupies the premises on a fully repairing basis and pays rent

monthly, at what is considered to be a market rent, of £67,200 per annum from 1 October 2022 (previously £54,000

per annum). The charge in the accounts to 31 December 2024 amounted to £67,200 (2023 £67,200).

At the date of the Statement of Financial Position. Other debtors include a balance of £132,155 (2023 £132,155) in

respect of amounts advanced or loaned to West End Bristol Limited. The balance on the inter-company account

represents funding provided to West End Bristol Limited in excess of the rental charge and is interest free and

repayable on demand.

There were no further transactions with related parties other than in relation to movement on Director's current

accounts. As shown in note 5, creditors include £8,392 (2023 £7,294) in respect of amounts due to the Directors at

the Statement of Financial Position date.

9. Guarantees and other financial commitments

Lease commitments

At 31 December 2024, the Company had total obligations under operating leases or agreements of £750,038 (2023

£813,380), including £746,180 (2023 £813,380) of which is in respect of leases or agreements in relation to land and

buildings.

Of the above obligations £69,488 (2023 £68,580), including £68,580 (2023 £68,580) in respect of land and buildings,

falls due within one year. A further £271,750 (2023 £268,800) of which £268,800 (2023 £268,800) relates to land

and buildings, falls due within two to five years. The balance of £408,800 (£2023 £476,000), all in respect of land

and buildings, falls due in more than five years.

The obligations in respect of land and buildings relate to an agreement which includes an annual break option to

take effect on 26 January each year, which requires notice to be provided at least six months prior to the annual

break date.

10. Average number of persons employed

During the year the average number of employees was 28 (2023 : 33)

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