The Conversion Group Limited Filleted accounts for Companies House (small and micro)

COMPANY REGISTRATION NUMBER: 06795023

The Conversion Group Limited

Filleted Financial Statements

31 December 2024

The Conversion Group Limited

Statement of Financial Position

31 December 2024

	2024		2023
Note	£	£	£

Fixed assets

Intangible assets	4	1,187	1,752
Investments	5	1,705,560	1,705,560
		------------	------------
		1,706,747	1,707,312

Current assets

Debtors	6	4,960,755	5,097,608
Cash at bank and in hand		8,604	1,355
		------------	------------
		4,969,359	5,098,963

Creditors: amounts falling due within one year	7	( 162,628)		( 522,457)
		------------		------------
Net current assets			4,806,731	4,576,506
			------------	------------
Total assets less current liabilities			6,513,478	6,283,818

Creditors: amounts falling due after more than one year	8	( 13,297,891)	( 12,659,059)
		-------------	-------------
Net liabilities		( 6,784,413)	( 6,375,241)
		-------------	-------------

Capital and reserves

Called up share capital	1	1
Profit and loss account	( 6,784,414)	( 6,375,242)
	------------	------------
Shareholder deficit	( 6,784,413)	( 6,375,241)
	------------	------------

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies' regime and in accordance with Section 1A of FRS 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.

In accordance with section 444 of the Companies Act 2006, the statement of income and retained earnings has not been delivered.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.

These financial statements were approved by the board of directors and authorised for issue on 18 September 2025 , and are signed on behalf of the board by:

R Stoppard

Director

Company registration number: 06795023

The Conversion Group Limited

Notes to the Financial Statements

Year ended 31 December 2024

1. General information

The company is a private company limited by shares, registered in England and Wales. The address of the registered office is Unit 208, Canalot Studios, Kensal Road, London, W10 5BN, England.

2. Statement of compliance

These financial statements have been prepared in compliance with Section 1A of FRS 102, 'The Financial Reporting Standard applicable in the UK and the Republic of Ireland'.

3. Accounting policies

Basis of preparation

The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities at fair value through profit or loss as set out in the accounting policies below. The financial statements are prepared in sterling, which is the functional currency of the entity.

Going concern

Having made appropriate enquiries and having reviewed the company's forecasts and projections, the directors are of the opinion that the company has adequate resources to continue in operational existence for the foreseeable future (at least 12 months from the date the accounts are approved and signed) and to meet its obligations and settle its liabilities as they fall due for payment. Accordingly, the financial statements are prepared on the going concern basis.

Consolidation

The company has taken advantage of the option not to prepare consolidated financial statements contained in Section 398 of the Companies Act 2006 on the basis that the company and its subsidiary undertakings comprise a small group.

Income tax

The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date. Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.

Foreign currencies

Foreign currency transactions are initially recorded in the functional currency, by applying the spot exchange rate as at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate ruling at the reporting date, with any gains or losses being taken to the profit and loss account.

Intangible assets

Intangible assets are initially recorded at cost, and are subsequently stated at cost less any accumulated amortisation and impairment losses.

Amortisation

Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows:

	Website	-	3 years Straight Line

If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new estimates.

Investments

Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.

Impairment of fixed assets

A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date.

Financial instruments

The Company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues of FRS 102 to all of its financial instruments. Financial instruments are recognised when the Company becomes party to the contractual provisions of the instrument. Financial assets and liabilities are offset and the net amounts presented in the financial statements when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously. Basic financial assets Basic financial assets, which include trade and other debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the financial asset is measured at the present value of the future receipts discounted at a market rate of interest. Impairment of financial assets Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date. Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in profit or loss. If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss. Derecognition of financial assets Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the Company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party. Classification of financial liabilities Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities. Basic financial liabilities Basic financial liabilities, including trade and other creditors, bank loans, loans from fellow Company companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Debt instruments are subsequently carried at amortised cost. using the effective interest rate method. Financial liabilities held at fair value Debt instruments where the contractual returns, repayment of the principal, or other terms (such as prepayment provisions or term extensions) do not meet the conditions to be measured at amortised cost, are subsequently measured at fair value through profit or loss, unless fair value measurement is not permitted by law, or the debt instrument gives rise to cash flows on specified dates that constitute repayment of the principal advanced, together with reasonable compensation for the time value of money, credit risk and other basic lending risks and costs and does not have contractual terms which introduce exposure to unrelated risks or volatility. Derecognition of financial liabilities Financial liabilities are derecognised when, and only when, the Company's contractual obligations are discharged, cancelled, or they expire. Equity instruments Equity instruments issued by the Company are recorded at the fair value of proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the Company. Trade and other debtors Trade and other debtors are initially recognised at the transaction price and thereafter stated at amortised cost using the effective interest method, less impairment losses for bad and doubtful debts except where the effect of discounting would be immaterial. In such cases, the receivables are stated at cost less impairment for bad and doubtful debts. Cash and cash equivalents Cash and cash equivalents comprise cash at bank and on hand. Trade and other creditors Trade and other creditors are initially recognised at the transaction price and are thereafter stated at amortised cost using the effective interest method unless the effect of discounting would be immaterial, in which case they are stated at cost.

4. Intangible assets

	Website
	£
Cost
At 1 January 2024	39,601
Additions	360
	--------
At 31 December 2024	39,961
	--------
Amortisation
At 1 January 2024	37,849
Charge for the year	925
	--------
At 31 December 2024	38,774
	--------
Carrying amount
At 31 December 2024	1,187
	--------
At 31 December 2023	1,752
	--------

5. Investments

	Subsidiary
	£
Cost
At 1 January 2024 and 31 December 2024	1,705,560
	------------
Impairment
At 1 January 2024 and 31 December 2024	–
	------------

Carrying amount
At 31 December 2024	1,705,560
	------------
At 31 December 2023	1,705,560
	------------

6. Debtors

	2024	2023
	£	£
Amounts owed by group undertakings and undertakings in which the company has a participating interest	4,885,960	4,959,296
Other debtors	74,795	138,312
	------------	------------
	4,960,755	5,097,608
	------------	------------

7. Creditors: amounts falling due within one year

	2024	2023
	£	£
Bank loans and overdrafts	43,053	50,285
Trade creditors	3,406	44,328
Amounts owed to group undertakings	–	320,801
Social security and other taxes	76,169	57,043
Other creditors	40,000	50,000
	---------	---------
	162,628	522,457
	---------	---------

A fixed and floating charge containing a negative pledge is in place over all property and undertakings of the company.

8. Creditors: amounts falling due after more than one year

	2024	2023
	£	£
Amounts owed to group undertakings	13,297,891	12,659,059
	-------------	-------------

9. Summary audit opinion

The auditor's report dated 26 September 2025 was unqualified .

The senior statutory auditor was Stephen Foster , for and on behalf of Moore Kingston Smith LLP .

10. Controlling party

The immediate parent company is Agency 21 Consulting LLC (FL), a company incorporated in the United States of America. The address of the registered office of the parent undertaking is 5999 Biscayne Blvd, Miami, FL 33137. The ultimate parent company is Ergo Science Corporation, a company incorporated in the United States of America.