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Registered number: 01500217









ATEX MEDIA LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2024

 
ATEX MEDIA LIMITED
 
 
COMPANY INFORMATION


Director
D Lee 




Registered number
01500217



Registered office
Hanover House
Queen Charlotte Street

Bristol

BS1 4EX




Independent auditor
Barnes Roffe Audit Limited
Chartered Accountants 
Statutory Auditor

Leytonstone House

3 Hanbury Drive

London

E11 1GA





 
ATEX MEDIA LIMITED
 

CONTENTS



Page
Strategic report
 
1
Director's report
 
2 - 3
Independent auditor's report
 
4 - 7
Statement of comprehensive income
 
8
Balance sheet
 
9
Statement of changes in equity
 
10
Notes to the financial statements
 
11 - 27


 
ATEX MEDIA LIMITED
 
 
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

Introduction
 
The director presents the strategic report for the year ended 31 December 2023.

Business review
 
The Company delivered a resilient performance in 2024, successfully meeting shareholder expectations despite operating in a competitive and price-sensitive market. Revenue for the year totalled £2.71 million, reflecting a 9.4% decline from £2.99 million in 2023. The prior year’s uplift was primarily driven by one-off licence revenue, which was not repeated in 2024. Despite this reduction, operational stability remained strong.
Gross profit was £1.45 million, down 9.4% from £1.60 million in the previous year. The gross margin held steady at 53.6% (2023: 53.6%), supported by the continued strategic shift towards recurring revenue streams. This transition has enhanced the quality and predictability of earnings, reinforcing the Company’s long-term financial resilience.
Operating profit declined to £0.42 million (2023: £1.11 million), mainly due to adverse foreign exchange movements and pension liability revaluation.
Net profit rose significantly to £2.98 million, marking a 231.1% increase from £0.90 million in 2023. The net profit margin improved to 109.9% (2023: 30.0%), driven by £1.66 million in dividend income from subsidiaries and a £1.14 million gain from the disposal of intangible assets, both of which materially enhanced the bottom line.

Principal risks and uncertainties
 
1. Economic Condition:
Changes in economic conditions, such as inflation, interest rates, and consumer spending, could impact demand for the Company’s products and services. Prolonged economic downturns may result in reduced turnover and profitability. The Company monitors macroeconomic indicators and remains agile to adjust its operations in response to economic shifts.
2. Currency Fluctuations:
The company is exposed to exchange rate risk due to its activities involving foreign currencies, influenced by general economic factors. Currently, the company does not have formal hedging measures in place to mitigate currency fluctuations. However, it maintains currency-specific bank accounts, which offer sufficient protection by naturally matching foreign currency inflows and outflows, reducing the impact of exchange rate volatility on its operations..

Financial key performance indicators
 
The Company considers turnover, gross profit margin and net profit margin to be the key indicators of its performance.


This report was approved by the board on 28 September 2025 and signed on its behalf.



D Lee
Director

Page 1

 
ATEX MEDIA LIMITED
 
 
 
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024

The director presents his report and the financial statements for the year ended 31 December 2024.

Director's responsibilities statement

The director is responsible for preparing the Strategic report, the Director's report and the financial statements in accordance with applicable law and regulations.
 
Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

 In preparing these financial statements, the director is required to:


select suitable accounting policies for the Company's financial statements and then apply them consistently;

make judgments and accounting estimates that are reasonable and prudent;

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

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

Principal activity

The principal activity of the Company during the year was the selling and installation of software for the media industry, principally newspapers, magazines and online publications.

Results and dividends

The profit for the year, after taxation, amounted to £2,980,351 (2023 - £898,978).

The directors deemed no dividends should have been proposed or declared within the year.

Director

The director who served during the year was:

D Lee 

Future developments

There are no particular matters that the director feels will significantly alter the ongoing development of the business in the short and medium term. The Company aims to continue its policy of providing both exceptional level of service and excellent product quality, in order to maintain existing customer relationships, and allow it to exploit new opportunities that arise.

Page 2

 
ATEX MEDIA LIMITED
 
 
 
DIRECTOR'S REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024

Disclosure of information to auditor

The director at the time when this Director's report is approved has confirmed that:
 
so far as he is aware, there is no relevant audit information of which the Company's auditor is unaware, and

he has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company's auditor is aware of that information.

Post balance sheet events

Subsequent to the year end, the company disposed of an intangible asset for a net consideration of £188,790.

Auditor

After the year end Barnes Roffe LLP resigned as auditors due to the transfer of its audit business and its
successor Barnes Roffe Audit Limited was appointed by the directors under s485 Companies Act 2006.

This report was approved by the board on 28 September 2025 and signed on its behalf.
 





D Lee
Director

Page 3

 
ATEX MEDIA LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ATEX MEDIA LIMITED
 

Opinion


We have audited the financial statements of Atex Media Limited (the 'Company') for the year ended 31 December 2024, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of changes in equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

give a true and fair view of the state of the Company's affairs as at 31 December 2024 and of its profit for the year then ended;
have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and
have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion


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

Conclusions relating to going concern


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

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

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

Other information


The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's report thereon. The director is responsible for the other information contained within the Annual ReportOur 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.

Page 4

 
ATEX MEDIA LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ATEX MEDIA LIMITED (CONTINUED)


Opinion on other matters prescribed by the Companies Act 2006
 

In our opinion, based on the work undertaken in the course of the audit:

the information given in the Strategic report and the Director's report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic report and the Director's report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception
 

In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Strategic report or the Director's 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 director's remuneration specified by law are not made; or
we have not received all the information and explanations we require for our audit.

Responsibilities of directors
 

As explained more fully in the Director's responsibilities statement set out on page 2, the director is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the director determines 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 director is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Page 5

 
ATEX MEDIA LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ATEX MEDIA LIMITED (CONTINUED)


Auditor's responsibilities for the audit of the financial statements
 

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Our approach to identifying and assessing the risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, was as follows:
 
Ensuring that the engagement team collectively had the appropriate competence, capabilities and skills to
identify non-compliance with applicable laws and regulations;
We identified the laws and regulations applicable to the Company through discussions with directors, and from our commercial knowledge and experience of the relevant sector;
The specific laws and regulations which we considered may have a direct material effect on the financial statements or the operations of the Company, are as follows - Companies Act 2006, FRS 102, Employment legislation and Tax legislation;
We assessed the extent of the compliance with the laws and regulations identified above through making enquiries of management and inspecting legal correspondence; and
Laws and regulations were communicated within the audit team at the planning meeting, and the audit team
remained alert to instances of non-compliance throughout the audit.

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

Making enquiries of management as to where they considered there was susceptibility to fraud, their knowledge of actual, suspected and alleged fraud;
Considering the internal controls in place to mitigate risks of fraud and non-compliance with laws and regulations;
Reviewing the financial statements and testing the disclosures against supporting documentation;
Performing analytical procedures to identify any unusual or unexpected trends or anomalies;
Inspecting and testing journal entries to identify unusual or unexpected transactions; and
Assessing whether judgement and assumptions made in determining significant accounting estimates were indicative of management bias.
 

Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.

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

Page 6

 
ATEX MEDIA LIMITED
 
 
 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF ATEX MEDIA LIMITED (CONTINUED)


Use of our report
 

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




Mehmet Hussein FCA (Senior statutory auditor)
for and on behalf of
Barnes Roffe Audit Limited
Chartered Accountants
Statutory Auditor
Leytonstone House
3 Hanbury Drive
London
E11 1GA

29 September 2025
Page 7

 
ATEX MEDIA LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024

2024
2023
Note
£
£

  

Turnover
 4 
2,711,958
2,993,256

Cost of sales
  
(1,257,849)
(1,387,397)

Gross profit
  
1,454,109
1,605,859

Administrative expenses
  
(1,397,318)
(786,279)

Other operating income
 5 
368,308
291,014

Operating profit
 6 
425,099
1,110,594

Income from fixed assets investments
  
1,662,744
-

Profit on disposal of intangible assets
  
1,141,227
-

Interest payable and similar expenses
 10 
(4,565)
-

Profit before tax
  
3,224,505
1,110,594

Tax on profit
 11 
(244,154)
(211,616)

Profit for the financial year
  
2,980,351
898,978

There was no other comprehensive income for 2024 (2023:£NIL).

The notes on pages 11 to 27 form part of these financial statements.

Page 8

 
ATEX MEDIA LIMITED
REGISTERED NUMBER: 01500217

BALANCE SHEET
AS AT 31 DECEMBER 2024

2024
2023
Note
£
£

Fixed assets
  

Intangible assets
 12 
4,429
5,708

Tangible assets
 13 
3,179
9,461

Investments
 14 
3,198,675
3,198,675

  
3,206,283
3,213,844

Current assets
  

Debtors: amounts falling due within one year
 15 
17,813,845
16,036,260

Cash at bank and in hand
 16 
473,264
195,977

  
18,287,109
16,232,237

Creditors: amounts falling due within one year
 17 
(10,736,984)
(11,719,315)

Net current assets
  
 
 
7,550,125
 
 
4,512,922

Total assets less current liabilities
  
10,756,408
7,726,766

Provisions for liabilities
  

Other provisions
 19 
(1,016,263)
(966,972)

  
 
 
(1,016,263)
 
 
(966,972)

Net assets
  
9,740,145
6,759,794


Capital and reserves
  

Called up share capital 
 20 
1,260,004
1,260,004

Other reserves
 21 
2,838,620
2,838,620

Profit and loss account
 21 
5,641,521
2,661,170

  
9,740,145
6,759,794


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 28 September 2025.




D Lee
Director

The notes on pages 11 to 27 form part of these financial statements.

Page 9

 
ATEX MEDIA LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024


Called up share capital
Capital contribution reserve
Profit and loss account
Total equity

£
£
£
£


At 1 January 2023
1,260,004
2,838,620
1,762,192
5,860,816



Profit for the year
-
-
898,978
898,978



At 1 January 2024
1,260,004
2,838,620
2,661,170
6,759,794



Profit for the year
-
-
2,980,351
2,980,351


At 31 December 2024
1,260,004
2,838,620
5,641,521
9,740,145


The notes on pages 11 to 27 form part of these financial statements.

Page 10

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

1.


General information

Atex Media Limited ("the Company") is a private Company limited by shares and incorporated in England and Wales. The registered office is Hanover House, Queen Charlotte Street, Bristol, England, BS1 4EX.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires management to exercise judgment in applying the Company's accounting policies (see note 3).

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A;
the requirements of Section 33 Related Party Disclosures paragraph 33.7.

This information is included in the consolidated financial statements of Constellation Software Inc as at 31 December 2024 and these financial statements may be obtained from 1200-20 Adelaide Street East, Toronto ON M5C 2TC.

 
2.3

Exemption from preparing consolidated financial statements

The Company is a parent company that is also a subsidiary included in the consolidated financial statements of a larger group by a parent undertaking established under the law of a state other than the United Kingdom and is therefore exempt from the requirement to prepare consolidated financial statements under section 401 of the Companies Act 2006.

 
2.4

Going concern

After reviewing the company's management accounts and the company's forecasts and projections, the director has a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future.The director therefore continues to adopt the going concern basis in preparing these financial statements.

Page 11

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.5

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.

 
2.6

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

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

Royalty income
The company earns royalties from other group undertakings in relation to sale of software licences. Royalty income is recognised on an accruals basis in accordance with the substance of the relevant agreement.

Page 12

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.7

Operating leases: the Company as lessee

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

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.8

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.9

Pensions

Defined contribution pension plan

The Company operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Company in independently administered funds.

 
2.10

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


Page 13

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.11

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. The amortisation policy is over the life of the trademark.

 
2.12

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following basis:

Office equipment
-
33%

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.13

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Investments in unlisted Company shares, whose market value can be reliably determined, are remeasured to market value at each balance sheet date. Gains and losses on remeasurement are recognised in the Statement of comprehensive income for the period. Where market value cannot be reliably determined, such investments are stated at historic cost less impairment.

 
2.14

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.15

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

Page 14

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)

 
2.16

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

 
2.17

Holiday pay accrual

A liability is recognised to the extent of any unused holiday pay entitlement which is accrued at the balance sheet date and carried forward to future periods. This is measured at the undiscounted salary cost of the future holiday entitlement so accrued at the balance sheet date.

 
2.18

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.19

Financial instruments

The Company has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the Company's Balance sheet when the Company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Basic 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 the deduction of all its liabilities.

Page 15

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

2.Accounting policies (continued)


2.19
Financial instruments (continued)

Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

Derecognition of financial instruments

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.

Page 16

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
Critical judgements in applying the entity's accounting policies
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits, together with future tax planning strategies.
Critical accounting estimates and assumptions
The company has given an intercompany guarantee for one of its subsidiaries against a potential pension deficit held by its subsidiary. The provision in the financial statements is based on the guarantee provided which is in respect of cost of the defined benefit pension plan and the present value of the pension obligation which is determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate and future pension increases. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.


4.


Turnover

An analysis of turnover by class of business is as follows:


2024
2023
£
£

Provision of services
2,653,967
2,688,071

Software sales
57,991
305,185

2,711,958
2,993,256


Analysis of turnover by country of destination:

2024
2023
£
£

United Kingdom
1,624,032
2,009,394

Europe
726,911
636,951

Rest of the world
361,015
346,911

2,711,958
2,993,256


Page 17

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

5.


Other operating income

2024
2023
£
£

Royalties and management charges
368,308
291,014



6.


Operating profit

The operating profit is stated after charging:

2024
2023
£
£

Depreciation (included in admin expenses)
6,282
11,165

Exchange differences
(51,974)
(315,052)

Other operating lease rentals
176
234

Amortisation (included in admin expenses)
1,279
1,278


7.


Auditor's remuneration

During the year, the Company obtained the following services from the Company's auditor:


2024
2023
£
£

Fees payable to the Company's auditor for the audit of the Company's financial statements
13,832
7,260

The Company has taken advantage of the exemption not to disclose amounts paid for non-audit services as these are disclosed in the consolidated accounts of the parent Company.

Page 18

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

8.


Employees

Staff costs were as follows:


2024
2023
£
£

Wages and salaries
1,108,642
1,138,945

Social security costs
135,301
139,224

Cost of defined contribution scheme
212,636
207,415

1,456,579
1,485,584


The average monthly number of employees, including the director, during the year was as follows:


        2024
        2023
            No.
            No.







Technical
10
13



Sales
1
1



Admin
2
2

13
16


9.


Income from investments

2024
2023
£
£





Dividends received from unlisted investments
1,662,744
-



10.


Interest payable and similar expenses

2024
2023
£
£


Other interest payable
4,565
-

4,565
-

Page 19

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

11.


Taxation


2024
2023
£
£

Corporation tax


Current tax on profits for the year
334,557
126,829

Adjustments in respect of previous periods
(71,140)
-


263,417
126,829

Foreign tax


Foreign tax on income for the year
-
(2,123)

-
(2,123)

Total current tax
263,417
124,706

Deferred tax


Origination and reversal of timing differences
56,353
133,861

Changes to tax rates
-
8,420

Adjustment in respect of prior period
(75,616)
(55,371)

Total deferred tax
(19,263)
86,910


244,154
211,616
Page 20

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
 
11.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is lower than (2023 - the same as) the standard rate of corporation tax in the UK of 25% (2023 - 23.52%). The differences are explained below:

2024
2023
£
£


Profit on ordinary activities before tax
3,224,505
1,110,594


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2023 - 23.52%)
806,126
261,212

Effects of:


Expenses not deductible for tax purposes
469
-

Overseas tax
-
(2,123)

Unprovided deferred tax
-
(522)

Prior period unprovided deferred tax
(75,615)
(55,371)

Effects of tax rate changes
-
8,420

Adjustment in respect of prior period corporation tax
(71,140)
-

Non-taxable income
(415,686)
-

Total tax charge for the year
244,154
211,616


Factors that may affect future tax charges

The Company has carried forward losses of £5,465,647 which will affect future tax charges.

Page 21

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

12.


Intangible assets




Trademarks

£



Cost


At 1 January 2024
7,934



At 31 December 2024

7,934



Amortisation


At 1 January 2024
2,226


Charge for the year on owned assets
1,279



At 31 December 2024

3,505



Net book value



At 31 December 2024
4,429



At 31 December 2023
5,708



Page 22

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

13.


Tangible fixed assets





Office equipment

£



Cost or valuation


At 1 January 2024
65,261



At 31 December 2024

65,261



Depreciation


At 1 January 2024
55,800


Charge for the year on owned assets
6,282



At 31 December 2024

62,082



Net book value



At 31 December 2024
3,179



At 31 December 2023
9,461


14.


Fixed asset investments





Investments in subsidiary companies

£



Cost or valuation


At 1 January 2024
3,198,675



At 31 December 2024
3,198,675




Page 23

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Registered office

Class of shares

Holding

Atex Media Command AB
Tulegatan 45, 113 53 Stockholm , Sweden
Ordinary
100%
Atex Software GmbH
Hindenburgstraße 49, c/o Comosoft GmbH, 22297 Hamburg
Ordinary
100%
Polopoly AB
Tulegatan 45, 113 53 Stockholm , Sweden
Ordinary
100%
Atex Media Global Srl
Via Benigno Crespi 19, 20159 Milano, Italy
Ordinary
100%
Atex Global Media Sarl
120 Rue Jean Jaures, 9230 Levallois-Perret, France
Ordinary
100%
Atex Media OY
Kauppiaantie 1, 90460 Oulunsalo, Finland
Ordinary
100%
Atex Media PTE Limited
18 Robinson Road #15-01, Singapore 048547
Ordinary
100%
Atex Software OY (formerly Jaicom OY)
Kauppiaantie 1, 90460 Oulunsalo, Finland
Ordinary
100%




15.


Debtors

2024
2023
£
£


Trade debtors
1,357,911
916,067

Amounts owed by group undertakings
14,455,932
13,349,898

Other debtors
44,359
37,852

Prepayments and accrued income
530,851
326,914

Deferred taxation
1,424,792
1,405,529

17,813,845
16,036,260



16.


Cash and cash equivalents

2024
2023
£
£

Cash at bank and in hand
473,264
195,977


Page 24

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

17.


Creditors: Amounts falling due within one year

2024
2023
£
£

Trade creditors
39,934
30,427

Amounts owed to group undertakings
8,869,394
9,847,961

Corporation tax
-
126,829

Other taxation and social security
230,596
234,368

Accruals and deferred income
1,597,060
1,479,730

10,736,984
11,719,315



18.


Deferred taxation




2024
2023


£

£






At beginning of year
1,405,529
1,492,439


Charged to profit or loss
19,263
(86,910)



At end of year
1,424,792
1,405,529

The deferred tax asset is made up as follows:

2024
2023
£
£


Accelerated capital allowances
33,116
38,990

Tax losses carried forward
1,391,676
1,366,539

1,424,792
1,405,529

The Company has a deferred tax asset of £112,356 (2023 - £112,356) which has not been recognised due to the uncertainty surrounding its recoverability.

Page 25

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

19.


Provisions




Intercompany guarantee

£





At 1 January 2024
966,972


Charged to profit or loss
49,291



At 31 December 2024
1,016,263

The company has given a guarantee against the indebtedness of its German subsidiary, Atex Software GmbH, in favour of its creditors. At the balance sheet date, the entity recognised a net liability against its pension scheme in the sum provided, and as such, the Company has made full provision for this sum on the basis that it may be called upon to settle the liability in full. 


20.


Share capital

2024
2023
£
£
Allotted, called up and fully paid



126,000 (2023 - 126,000) Ordinary Shares of £10.00 each
1,260,000
1,260,000
5 (2023 - 5) Ordinary Shares of 1.00 each
4
4

1,260,004

1,260,004



21.


Reserves

Capital contribution reserve

The capital contribution reserve represents injection of capital made by the parent entity.

Profit and loss account

The profit and loss account represents cumulative profit or losses, net of dividends and other adjustments.


22.


Pension commitments

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company  in an independently administered fund. The pension cost charge represents contributions payable by the Company  to the fund and amounted to £212,636 (2023 - £207,415). Contributions totalling £32,019 (2023 - £30,144) were payable to the fund at the balance sheet date and are included in creditors.

Page 26

 
ATEX MEDIA LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024

23.


Commitments under operating leases

At 31 December 2024 the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:

2024
2023
£
£


Not later than 1 year
5,285
5,285

5,285
5,285


24.


Post balance sheet events

Subsequent to the year end, the company disposed of an intangible asset for a net consideration of £188,790.


25.


Controlling party

The immediate parent undertaking in Constellation Software UK Holdco Limited. The ultimate parent undertaking and controlling party is Constellation Software Inc, a company incorporated in Canada. Copies of its group financial statements are available from 1200-20 Adelaide Street East, Toronto ON, M5C 2T6.

 
Page 27