The directors present the strategic report for the year ended 31 December 2024.

The Company is a major supplier of specialist software solutions and electronic transaction services to brokers and insurers in the General Insurance industry.

Ownership and financing

The Company’s indirect parent undertaking, SSP Midco 2 Limited, is owned by Volaris Group UK Holdco Limited. Volaris Group UK Holdco Limited, part of Volaris Group, is a buy-and-hold acquirer of software businesses. SSP Limited’s ultimate parent is Constellation Software Inc., a company incorporated in Canada and listed on the Toronto Stock exchange.

Strategy and objectives

The Company is committed to the following key long-term objectives:

• to supply market leading broker and insurer software solutions on an international basis, supplying customers in both existing and new territories;

• to provide class leading capability across commercial and personal lines for brokers;

• to continue to develop our digital ecosystem, to develop our offering, seeking opportunities for enhancement and innovation.

Strategic review and key performance indicators

The directors use the Key Performance Indicators defined by our parent group to manage the business. The key performance indicators are sales growth, operating profit and operating profit margins. The directors consider that the performance of the business in accordance with these metrics which increased in 2024 over 2023. The directors consider this to be satisfactory performance.

                         2024         2023

Turnover (£000)                    40,430        39,748        

Sales growth                     1.7%         (0.4%)

Operating Profit (£000)                 5,053         (861)

Operating Profit Margin                  12.5%         (2.2%)

During the year, turnover increased by 1.7%, and an increased operating profit was achieved, primarily due to reduced administrative expenses following the £5.2m impairment of intangible fixed assets in the prior year.

Shareholder’s funds increased by £27.9m to £184.8m as a result of the profit after tax for the year ended 31 December 2024 of £27.9m (31 December 2023: profit £20.6m).

The key risks to which the company is exposed are as follows:

• economic risk: general economic environment influencing the willingness of customers to commit to investment in IT solutions. In mitigation, the SSP SaaS platforms offers these customers a cost-effective alternative to high capital cost projects.

• industry risk: failure to anticipate or react to changes in the industry model such as the consolidation of major customers and insurers moving pricing and rating onto their own systems. This is mitigated by constant engagement with the wider insurance sector through industry events and research and the ongoing development of SSP products to ensure that the Company provides up to date and market leading capabilities to its customers.

• industry risk: competitors developing their products and targeting market share, mitigated by a clear and comprehensive product development roadmap.

• finance risk: credit risk attached to trade receivables, mitigated by credit checks on new customers. Management considers the balance sheet value of trade receivables reflects the recoverable amount.

• capability risk: failure to retain key skilled resources in an increasingly competitive market. This could lead to reputational damage through compromise on quality and the delivery timelines. This is mitigated by the investment in HR initiatives, timely and honest communications, incentive plans, and the development of the working environment.

• infrastructure and security risk: damage to revenue and reputation through service failure or a security breach. In mitigation, SSP has invested heavily in its internal and managed service infrastructure to ensure the internal IT services, hosting environment, data security procedures and disaster recovery plan are as robust as necessary. Infrastructure includes both established data centres, SSP’s internal IT systems and cloud-based environments.

Financial risk management objectives and policies

The Company’s activities expose it to several financial risks including price, credit, interest rate and liquidity risk.

Cash flow / interest rate risk

The Company’s activities expose it to the financial risks of changes in interest rates, which impact inflation and drive changes in input costs and pricing. SSP monitors changes in interest rates and anticipated impact and seeks to agree contractual protection where possible.

Credit Risk

The Company’s principal financial assets are bank balances and cash, trade and other receivables.

The Company’s credit risk is primarily attributable to its trade receivables. The amounts presented in the balance sheet are net of allowances for doubtful receivables. The credit risk on liquid funds is limited because the counterparties are banks with high credit-ratings assigned by international credit-rating agencies. The Company has

no significant concentration of credit risk, with exposure spread over a large number of counterparties and customers.

Future Prospects

As for many companies of our size, the business environment in which we operate continues to be challenging. With these risks and uncertainties in mind we are aware that any plans for the development of the business may be subject to unforeseen future events outside our control. However, we will continue to show flexibility and respond to the market conditions as they arise.

Statement by the directors in performance of their statutory duties in accordance with S172(1) of the Companies Act 2006

The following paragraphs summarise how the Directors fulfil their duties:

Interest of Company employees

SSP is fully committed to its employees and recognise they are critical to the specialist services that are provided to its customers. Staff are actively encouraged to access the comprehensive training opportunities, both technical and for personal development, provided by the dedicated training team.

Fostering business relationships with suppliers and customers

To achieve its long-term objectives, the company needs to develop and maintain strong relationships with its customers and suppliers. Relationships with customers and suppliers are developed through a partnering approach and are highly valued. The company recognises that strong relationships are an essential part of understanding customer and supplier requirements as they develop over time, and delivering ongoing, outstanding levels of service. The company ethos is “to place the customer at the heart of everything we do”.

Impact of operations on the environment

SSP recognises that the company and its employees are all responsible for the environment around us. The company seeks to adopt a responsible approach to business activities, including travel, as part of broader corporate social responsibilities.

Maintaining a reputation for high standards of business conduct

The company has detailed policies and mandatory annual training for all employees regarding data protection, information security, anti-bribery, modern slavery, equality and diversity and corporate responsibility.

On behalf of the board

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

The Company’s principal activities, principal risks and uncertainties and future prospects are presented in the Strategic Report. In accordance with section 414C(11), the Company has elected to present information in respect of principal activities, principal risks and uncertainties, future prospects and research and development activities in the Strategic Report rather than the Directors’ Report.

The results for the year are set out on page 12.

The directors do not recommend the payment of a dividend either in the year or subsequently (2023: £nil).

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

The company's current policy concerning the payment of trade creditors is to follow the CBI's Prompt Payers Code (copies are available from the CBI, Centre Point, 103 New Oxford Street, London WC1A 1DU).

The company's current policy concerning the payment of trade creditors is to:

• settle the terms of payment with suppliers when agreeing the terms of each transaction;

• ensure that suppliers are made aware of the terms of payment by inclusion of the relevant terms in contracts; and

• pay in accordance with the company's contractual and other legal obligations.

PM+M Solutions for Business LLP were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006.

Consumption data was determined by using invoices from suppliers and estimating fuel usage based on expenditure. Emissions were determined by applying the UK government conversion factors of the energy consumption values and aggregating the total.

The chosen intensity measurement ratio is total gross emissions in metric tonnes CO2e per £2.4m, the recommended ratio for the sector.

The Company has reduced energy usage and resulting emissions significantly as a result of the following initiatives:

• encouraged employees to work remotely across all sites.

• moved servers and data centres to external providers.

• reduced office opening hours.

• replaced old office lights with LED lights.

• reduced staff travel and replaced with virtual meetings.

• company cars on lease have not been replaced when the lease term has expired.

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;

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

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

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.

It is the Directors’ responsibility to assess whether the going concern basis of accounting is appropriate in the financial statements for the Company. The going concern basis should be adopted unless there is an intention to liquidate the entity or to cease trading or there is no realistic alternative but to do so.

In assessing going concern, the Directors have considered the performance of the Company, its future prospects, and the financial strength and support of the broader group of companies of which the Company is part.

The Company reported an after-tax profit in the year of £27.9m (2023: profit £20.6m) and net assets at 31 December 2024 of £184.8m (2023: £156.8m).

The Constellation Software Inc Group (CSI) of which the Company is part, operates a cash pooling facility whereby the Company passes any cash generated direct to its parent company, Volaris Group UK Holdco Limited. This enables the Group to maintain an ongoing focus on working capital management. Whilst this means that Company has low cash reserves of its own, it has the ability to draw down from broader group resources as needed. The Directors of the Company have received confirmation from the ultimate parent entity that the Company will continue to have access to cash from this facility over the going concern period. The Directors have also had confirmation with regard to the cash position and generation of the ultimate parent.

Forecasts covering the four years to 31 December 2028 show that the Company will be cash generative and able to pay its liabilities as they fall due. To the extent that surplus cash is generated, or additional facilities are required, the Company is part of a broader group of companies where the operating model is to make cash available across the Group on an as-needed basis. The Directors of the Company are therefore satisfied that the wider group, of which the Company is part, has sufficient funds to meet any cash requirements of the Company and its subsidiaries for the foreseeable future.

The Company’s balance sheet has current liabilities of £76.4m (2023: £88.2m). This includes amounts due to related group undertakings of £68.4m (2023: £77.7m). The Directors of these group undertakings have confirmed to the Company that they do not intend to call payment within 12 months of the signature date of these Accounts, other than where the Company has funds available to pay this.

We have audited the financial statements of SSP Limited (the 'company') for the year ended 31 December 2024 which comprise the income statement, the statement of financial position, the statement of changes in equity 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 101 Reduced Disclosure Framework (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' report 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.

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 directors' report.

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.

As explained more fully in the directors' responsibilities statement, 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.

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

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

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

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 identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and then design and perform audit procedures responsive to those risks, including obtaining audit evidence that is sufficient and appropriate to provide a basis for our opinion.

Identifying and assessing potential risks related to irregularities

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, we have considered the following:

• the nature of the industry and sector, control environment and business performance including the design of the Company's remuneration policies, key drivers for directors’ remuneration, bonus levels and performance targets;

• results of our enquiries of management about their own identification and assessment of the risks of irregularities;

• any matters we identified having obtained and reviewed the Company's documentation of their policies and procedures relating to:

  • identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;

  • detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;

  • the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;

  • the matters discussed among the audit engagement team including significant component audit teams and involving relevant specialists regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.

As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the following areas: timing of recognition of commercial income, posting of unusual journals and complex transactions; and manipulating the Company's performance profit measures and other key performance indicators to meet remuneration targets and externally communicated targets. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.

We also obtained an understanding of the legal and regulatory frameworks that the Company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included UK Companies Act, employment law, health and safety, pensions legislation and tax legislation.

Audit response to risks identified

Our procedures to respond to risks identified included the following:

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

• enquiring of management concerning actual and potential litigation and claims;

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

• reading minutes of meetings of those charged with governance and reviewing correspondence with HMRC; and

• in addressing the identified risks of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further removed non-compliance with laws and regulations (irregularities) is from the events and transactions reflected in the financial statements, the less likely the inherently limited procedures required by auditing standards would identify it. In addition, as with any audit, there remained a higher risk of non-detection of irregularities, as these may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.

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.

Use of our report

This report is made solely to the company’s member 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 member, those matters we are required to state to the member 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 member, for our audit work, for this report, or for the opinions we have formed.

The income statement has been prepared on the basis that all operations are continuing operations.

The notes on pages 15 to 34 form part of these financial statements.

The notes on pages 15 to 34 form part of these financial statements.

The notes on pages 15 to 34 form part of these financial statements.

SSP Limited is a private company limited by shares incorporated in England and Wales. The registered office is 3rd Floor West, Bowling Mill, Dean Clough Mills, Halifax, England, HX3 5AX. The company's principal activities and nature of its operations are disclosed in the strategic report.

The financial statements have been prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (FRS 101) and in accordance with applicable accounting standards.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £'000.

The financial statements have been prepared under the historical cost convention as modified by financial statements recognised at fair value. The principal accounting policies adopted are set out below.

The Company has applied Financial Reporting Standard 101 ‘Reduced Disclosure Framework’ (FRS 101) issued by the Financial Reporting Council (FRC) incorporating the Amendments to FRS 101 issued by the FRC in July 2015 other than those relating to legal changes and has not applied the amendments to the company law made by The Companies, Partnerships and Groups (Accounts and Reports) Regulations 2015 that are effective for accounting periods beginning on or after 1 January 2016.

The Company meets the definition of a qualifying entity under Financial Reporting Standard (FRS 101) ‘Reduced Disclosure Framework’ issued by the Financial Reporting Council.

As permitted by FRS 101, the Company has taken advantage of the disclosure exemptions available under that standard in relation to business combinations, share-based payment, non-current assets held for sale, financial instruments, capital management, presentation of comparative information in respect of certain assets, presentation of a cash-flow statement, standards not yet effective, impairment of assets and related party transactions.

The company has taken advantage of the exemption under section 401 of the Companies Act 2006 not to prepare consolidated accounts. The financial statements present information about the company as an individual entity and not about its group.

SSP Limited is a wholly owned subsidiary of SSP Holdings Limited and the results of SSP Limited are included in the consolidated financial statements of Constellation Software Inc which are available from its registered office, 66 Wellington Street West, Suite 5300, Toronto, Ontario, Canada.

It is the Directors’ responsibility to assess whether the going concern basis of accounting is appropriate in the financial statements for the Company. The going concern basis should be adopted unless there is an intention to liquidate the entity or to cease trading or there is no realistic alternative but to do so. true

In assessing going concern, the Directors have considered the performance of the Company, its future prospects, and the financial strength and support of the broader group of companies of which the Company is part.

The Company reported an after-tax profit in the year of £27.9m (2023: profit £20.6m) and net assets at 31 December 2024 of £184.8m (2023: £156.8m).

The Constellation Software Inc Group (CSI) of which the Company is part, operates a cash pooling facility whereby the Company passes any cash generated direct to its parent company, Volaris Group UK Holdco Limited. This enables the Group to maintain an ongoing focus on working capital management. Whilst this means that Company has low cash reserves of its own, it has the ability to draw down from broader group resources as needed. The Directors of the Company have received confirmation from the ultimate parent entity that the Company will continue to have access to cash from this facility over the going concern period. The Directors have also had confirmation with regard to the cash position and generation of the ultimate parent.

Forecasts covering the four years to 31 December 2028 show that the Company will be cash generative and able to pay its liabilities as they fall due. To the extent that surplus cash is generated, or additional facilities are required, the Company is part of a broader group of companies where the operating model is to make cash available across the Group on an as-needed basis. The Directors of the Company are therefore satisfied that the wider group, of which the Company is part, has sufficient funds to meet any cash requirements of the Company and its subsidiaries for the foreseeable future.

The Company’s balance sheet has current liabilities of £76.4m (2023: £88.2m). This includes amounts due to related group undertakings of £68.4m (2023: £77.7m). The Directors of these group undertakings have confirmed to the Company that they do not intend to call payment within 12 months of the signature date of these Accounts, other than where the Company has funds available to pay this.

The Company derives its revenues principally from the sale of software licenses with support services (support revenue) business and technical consultancy services (professional services revenue) and fees for transactions processed on behalf of its customers (transaction revenue).

Revenue in respect of goods and services supplied in the normal course of business is measured at the fair value of consideration received or receivable, net of discounts, VAT and other sales related taxes.

The Company recognises revenue to depict the transfer of promised good and services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Specifically, the 5-step approach under IFRS 15 described below is applied to each individual contract.

The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:

The Company typically sells licence and support as a bundled service, recognised as a single performance obligation over the contract term on a right-to-access basis. Hosting services are treated similarly. Perpetual licences without support are recognised on a right-to-use basis when made available. Setup fees are spread over the contract term unless they have standalone value. Transaction prices are adjusted for service credits based on historical patterns.

Professional services are treated separately from licence and support. Revenue is recognised based on the stage of completion when there is an enforceable right to payment. Any expected contract losses are recognised immediately.

Revenue from settlement agreements is recognised upon signing or when payment is probable, provided no further obligations exist. If obligations remain, IFRS 15 guidance on contract modifications is applied.

Where contracts include a significant financing element, revenue is adjusted to reflect the cash-equivalent price. A practical expedient is applied if the financing period is one year or less.

Revenue is recognised as transactions occur, provided there is an enforceable right to payment.

Practical expedient

The Company applies the practical expedient allowed under IFRS 15 and does not disclose information about remaining performance obligations where the original expected duration is one year or less.

Goodwill representing the excess of the fair value of the purchase consideration over the fair value of net assets acquired is capitalised and assessed annually for impairment. Company law requires goodwill to be written off over a finite period. Non-amortisation of goodwill, in accordance with International Financial Reporting Standards, is a departure from the requirements of company law for the overriding purpose of giving a true and fair view. If this departure from company law had not been made, the profit for the financial year would have been reduced by amortisation of goodwill. However, the amount of amortisation cannot reasonably be quantified other than by reference to an arbitrary period of amortisation.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation 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:

Licenses                  Between 3 - 6 years

Development costs             Between 7 - 10 years

Third party software             3 years

Property, plant and equipment are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

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:

The gain or loss arising on the disposal of a tangible fixed asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

Investments in subsidiaries are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

At each reporting end date, the company reviews the carrying amounts of its tangible and intangible 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.

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.

Inventories are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the inventories to their present location and condition.

Inventories held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

Net realisable value is the estimated selling price less all estimated costs of completion and costs to be incurred in marketing, selling and distribution.

Cash and cash equivalents 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.

Financial assets are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument. Financial assets are classified into specified categories, depending on the nature and purpose of the financial assets.

At initial recognition, financial assets classified as fair value through profit and loss are measured at fair value and any transaction costs are recognised in profit or loss. Financial assets not classified as fair value through profit and loss are initially measured at fair value plus transaction costs.

When any of the above-mentioned conditions for classification of financial assets is not met, a financial asset is classified as measured at fair value through profit or loss. Financial assets measured at fair value through profit or loss are recognized initially at fair value and any transaction costs are recognised in profit or loss when incurred. A gain or loss on a financial asset measured at fair value through profit or loss is recognised in profit or loss, and is included within finance income or finance costs in the statement of income for the reporting period in which it arises.

Financial instruments are classified as financial assets measured at amortised cost where the objective is to hold these assets in order to collect contractual cash flows, and the contractual cash flows are solely payments of principal and interest. They arise principally from the provision of goods and services to customers (eg trade receivables). They are initially recognised at fair value plus transaction costs directly attributable to their acquisition or issue, and are subsequently carried at amortised cost using the effective interest rate method, less provision for impairment where necessary.

Financial assets carried at amortised cost and FVOCI are assessed for indicators of impairment at each reporting end date.

The expected credit losses associated with these assets are estimated on a forward-looking basis. A broad range of information is considered when assessing credit risk and measuring expected credit losses, including past events, current conditions, and reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership to another entity.

The company recognises financial debt when the company becomes a party to the contractual provisions of the instruments. Financial liabilities are classified as either 'financial liabilities at fair value through profit or loss' or 'other financial liabilities'.

Financial liabilities are classified as measured at fair value through profit or loss when the financial liability is held for trading. A financial liability is classified as held for trading if:

• it has been incurred principally for the purpose of selling or repurchasing it in the near term, or

• on initial recognition it is part of a portfolio of identified financial instruments that the company manages together and has a recent actual pattern of short-term profit taking, or

• it is a derivative that is not a financial guarantee contract or a designated and effective hedging instrument.

Financial liabilities at fair value through profit or loss are stated at fair value with any gains or losses arising on remeasurement recognised in profit or loss.

Other financial liabilities, including borrowings, trade payables and other short-term monetary liabilities, are initially measured at fair value net of transaction costs directly attributable to the issuance of the financial liability. They are subsequently measured at amortised cost using the effective interest method. For the purposes of each financial liability, interest expense includes initial transaction costs and any premium payable on redemption, as well as any interest or coupon payable while the liability is outstanding.

Financial liabilities are derecognised when, and only when, the company’s obligations are discharged, cancelled, or they expire.

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

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

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement 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 is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary 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 income statement, 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.

Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event and it is probable that the company will be required to settle that obligation, and a reliable estimate can be made of the amount of the obligation.

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows.

When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.

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 inventories or non-current 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.

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

At inception, the company assesses whether a contract is, or contains, a lease within the scope of IFRS 16. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. Where a tangible asset is acquired through a lease, the company recognises a right-of-use asset and a lease liability at the lease commencement date. Right-of-use assets are included within property, plant and equipment, apart from those that meet the definition of investment property.

The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the commencement date plus any initial direct costs and an estimate of the cost of obligations to dismantle, remove, refurbish or restore the underlying asset and the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently adjusted for remeasurements of the lease liability and applies the relevant cost model, fair value model or revaluation model as set out within the accounting policies for the applicable asset class. Where the cost model is applied, the asset is depreciated from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term, and is periodically reduced by impairment losses, if any.

The lease liability is initially measured at the present value of the lease payments that are unpaid at the commencement date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the company's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed payments, variable lease payments that depend on an index or a rate, amounts expected to be payable under a residual value guarantee, and the cost of any options that the company is reasonably certain to exercise, such as the exercise price under a purchase option, lease payments in an optional renewal period, or penalties for early termination of a lease.

The lease liability is measured at amortised cost using the effective interest method. It is reassessed at each financial period end to reflect lease modifications and any changes to the factors considered at initial measurement, as set out above. When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.

The company has elected not to recognise right-of-use assets and lease liabilities for short-term leases of machinery that have a lease term of 12 months or less, or for leases of low-value assets including IT equipment. The payments associated with these leases are recognised in profit or loss on a straight-line basis over the lease term.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

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, 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.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are outlined below.

Where contracts include multiple elements—such as software licences, installation, consultancy, support, training, and maintenance—the Company treats licence and support as a single performance obligation. Support is considered integral to the customer’s benefit from the licence. Accordingly, revenue is recognised over the contract term on a right-of-access basis, reflecting the customer’s ongoing entitlement to use and receive updates and support throughout the licence period.

The company assess annually whether goodwill has suffered any impairment. Impairment testing requires assessment as to whether the carrying value of assets can be supported by the net present value of future cash flows using cash flow projections which have been discounted at an appropriate rate. Goodwill totals £14.1m (2023:£14.1m) and the directors believe that no impairment charge is required in both the current and prior period.

The directors have considered the recoverability of the Company's internally generated intangible assets, comprising capitalised development expenditure and licenses, based on value-in-use calculations that require the use of estimates. In particular, the directors have made judgements as to anticipated revenues from the core products having regard to their technical and commercial progress. The directors also must estimate the useful economic life of intangible assets. Intangible assets total £2.7m at 31 December 2024 (31 December 2023: £3.8m) with an impairment charge of £nil (2023:£5.3m) in the period.

The directors consider the impairment of assets to be a key area of judgement, including those relating to balances due from group undertakings. They assess annually whether there have been any indicators that amounts owed by group undertakings may be impaired, based on the directors assessment of expected credit losses. In making the assessment, assumptions have to be made in respect of highly uncertain matters including management expectations of growth in operating profit, timing and quantum of capital expenditure, and long-term growth rates, as well as sensitivity scenarios applicable to base case forecasts and the probability to attach to their respective outcomes. Scenarios considered by directors include reductions in revenue with partial reduction in costs, and an increase in operating expenditure, as well as the base case forecast scenario.

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

Their aggregate remuneration comprised:

All the Directors during the period were employed and remunerated by the CSI Group and no direct remuneration recharge was made to SSP Limited for their services to the group as a whole.

The charge for the year can be reconciled to the profit per the income statement as follows:

Impairment tests have been carried out where appropriate and the following impairment losses have been recognised in profit or loss:

Impairment of development charges in the current period £nil (2023 - £5.3 million) relate to write down of product development costs following a review of the product portfolio and some development items not being in use.

Goodwill relates to the acquisition of Sirius Plc in July 2007.

Property, plant and equipment includes right-of-use assets, as follows:

Details of the company's subsidiaries at 31 December 2024 are as follows:

There is no material difference between balance sheet value of inventories and their replacement cost.

Although intercompany receivables are repayable on demand, there is no expectation that they will be required in the 12 months after the balance sheet date, and they have therefore been presented as non-current assets.

Contract assets primarily relate to the rights to consideration for work completed but not billed at the reporting date.

Contract assets are transferred to receivables when rights become unconditional. Balances are provided for in full where it is anticipated that invoices will not be issued. It is anticipated that all unprovided amounts will be invoiced within 12 months.

Contract assets include £24k (2023: £58k) in relation to payment plans agreed with customers. Amounts due in more than one year are £15k (2023: £24k).

Contract assets above are net of an expected credit loss provision of £nil (2023: £58,000).

The directors consider that the carrying amount of trade and other receivables is approximately equal to their fair value.

No significant receivable balances are impaired at the reporting end date.

Amounts owed to group undertakings are repayable on demand and held at amortised cost.

Interest is payable as follows: Non-interest bearing - £46,240k (2023: £54,516k), Bank of England base rate +2% - £3,777k (2023: £3,517k) and 3 month average Reserve Bank of Australia cash rate +3.5% - £18,393k (2023: £19,734k)

Lease liabilities are classified based on the amounts that are expected to be settled within the next 12 months and after more than 12 months from the reporting date, as follows:

The company leases properties, predominantly in the United Kingdom, and also plant and equipment, as shown in note 12. For some lease contracts payments increase each year by inflation and in others the periodic rent is fixed over the lease term.

The following are the major deferred tax liabilities and assets recognised by the company and movements thereon during the current and prior reporting period.

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.

Included within accruals and deferred income are amounts due to the Company’s defined contribution pension scheme of £145,687 (2023: £137,263).

The Company has one class of ordinary shares which carry no right to fixed income.

The share premium reserve contains the premium arising on issue of equity shares, net of issue expenses.

Other reserves relate to a capital contribution made in the year ended 31 March 2007.

The profit and loss reserve represents cumulative profits or losses, net of dividends paid and other adjustments.

There are no events after the balance sheet date that are material to the financial statements.

The Company has taken advantage of the exemption under paragraph 8(k) of FRS 101 not to disclose details of related party transactions with other wholly owned group companies.

The immediate parent undertaking of the Company is SSP Holdings Ltd, a Company incorporated in the United Kingdom.

The ultimate parent company at the date of signing these financial statements is Constellation Software Inc., a company incorporated in Canada. Copies of the consolidated financial statements of Constellation Software Inc. are made available to the public and may be obtained from 66 Wellington Street West, Suite 5300, Toronto, Ontario, Canada.