Company No: 03864244 (England and Wales)

Contents

• Company Information
• Statement of Financial Position
• Notes to the Financial Statements

DIRECTOR

A J Sharpe

REGISTERED OFFICE	Birches Corner
	Heron Gate
	Taunton
	Somerset
	TA1 2LP
	United Kingdom

COMPANY NUMBER

03864244 (England and Wales)

ACCOUNTANT	S&W Partners LLP
	4th Floor EQ Building
	111 Victoria Street
	Redcliffe
	Bristol
	BS1 6AX

	Note	31.12.24		31.12.23
		£		£
Fixed assets
Intangible assets	3	6,266,231		5,350,183
Tangible assets	4	45,309		64,333
Investments	5	1		1
		6,311,541		5,414,517
Current assets
Debtors	6	1,457,708		1,366,892
Cash at bank and in hand		558,838		983,890
		2,016,546		2,350,782
Creditors: amounts falling due within one year	7	( 1,935,366)		( 2,294,018)
Net current assets		81,180		56,764
Total assets less current liabilities		6,392,721		5,471,281
Creditors: amounts falling due after more than one year	8	( 5,000)		( 15,000)
Provision for liabilities	9	( 1,291,308)		( 1,063,026)
Net assets		5,096,413		4,393,255
Capital and reserves
Called-up share capital		236		236
Share premium account		506,465		506,465
Profit and loss account		4,589,712		3,886,554
Total shareholders' funds		5,096,413		4,393,255

For the financial year ending 31 December 2024 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Director's responsibilities:

• The members have not required the Company to obtain an audit of its financial statements for the financial year in accordance with section 476;
• The director acknowledges their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements; and
• These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Statement of Income and Retained Earnings has not been delivered.

The financial statements of Cardstream Limited (registered number: 03864244) were approved and authorised for issue by the Director on 30 September 2025. They were signed on its behalf by:

A J Sharpe Director

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

Cardstream Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is Birches Corner, Heron Gate, Taunton, Somerset, TA1 2LP, United Kingdom.

The financial statements have been prepared under the historical cost convention, modified to include certain items at fair value, and in accordance with ‘The Financial Reporting Standard applicable in the UK and the Republic of Ireland’ issued by the Financial Reporting Council, including Section 1A of Financial Reporting Standard 102 (FRS102), and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The functional currency of Cardstream Limited is considered to be pounds sterling because that is the currency of the primary economic environment in which the Company operates.

These financial statements are separate financial statements.

Going concern

The financial statements have been prepared on a going concern basis.

The director has made an assessment in preparing these financial statements as to whether the Company is a going concern and have concluded that there are no material uncertainties that may cast significant doubt on the Company's ability to continue as a going concern for a period of at least 12 months from the date of approval of these financial statements.

Group accounts exemption

Group accounts exemption s399
The Company has taken advantage of the exemption under section 399 of the Companies Act 2006 not to prepare consolidated accounts, on the basis that the group of which this is the parent qualifies as a small group. The financial statements present information about the Company as an individual entity and not about its group.

Foreign currency

Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Statement of Financial Position date are reported at the rates of exchange prevailing at that date.

Exchange differences are recognised in the Statement of Income and Retained Earnings in the period in which they arise on monetary items.

Turnover

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.

Interest income

Interest income is recognised in profit or loss using the effective interest method.

Employee benefits

Defined contribution schemes
The Company operates a defined contribution scheme. The amount charged to the Statement of Income and Retained Earnings in respect of pension costs and other post-retirement benefits is the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are included as either accruals or prepayments in the Statement of Financial Position.

Share-based payment

Equity-settled share-based payment transactions are measured at fair value at the date of grant. The fair value determined at the grant date of the equity-settled share-based payments is expensed on a straight-line basis over the vesting period, based on the Company’s estimate of shares that will eventually vest and adjusted for the effect of non-market-based vesting conditions.

Fair value is measured by use of the black scholes model which is considered by management to be the most appropriate method of valuation. The expected life used in the model has been adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions, and behavioural considerations.

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

Finance costs

Finance costs are charged to the Statement of Income and Retained Earnings over the term of the debt using the effective interest method so the amount charged is at a constant rate on the carrying amount.

Taxation

Current tax
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Statement of Financial Position date.

Deferred tax
Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the Company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the average tax rates that are expected to apply when the timing differences reverse, based on enacted or substantively enacted tax rates and laws. Deferred tax assets and liabilities are not discounted.

The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit. Deferred tax assets are recognised only to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised.

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. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Leasehold improvements	20 % reducing balance
Vehicles	25 % reducing balance
Fixtures and fittings	20 % reducing balance
Computer equipment	3 years straight line

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Borrowing costs

All borrowing costs are recognised in profit or loss in the year in which they are incurred.

Fixed asset investments

Investments in subsidiaries are measured at cost less accumulated impairment.

Trade and other debtors

Trade and other debtors are initially recognised at fair value 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 losses for bad and doubtful debts.

Cash and cash equivalents

Cash and cash equivalents are basic financial assets and 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 creditors: amounts falling due within one year.

Trade and other creditors

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers.

Trade and other creditors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest rate method, unless the effect of discounting would be immaterial, in which case they are stated at cost.

Financial instruments

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

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after deducting all of its liabilities.

Financial assets and liabilities are only offset in the Balance Sheet when, and only when there exists a legally enforceable right to set off the recognised amounts and the Company intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Basic financial assets
Basic financial assets, which include 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 transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Financial assets are derecognised when and only when the contractual rights to the cash flows from the financial asset expire or are settled, or the Company transfers to another party substantially all of the risks and rewards of ownership of the financial asset, or the Company, despite having retained some, but not all, significant risks and rewards of ownership, has transferred control of the asset to another party.

Basic financial liabilities
Basic financial liabilities, including creditors, bank loans, loans from fellow group 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. Financial liabilities classified as payable within one year are not amortised.

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

Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities.

Financial liabilities are derecognised when the company’s contractual obligations expire or are discharged or cancelled.

Government grants

Government grants are recognised based on the accrual model and are measured at the fair value of the asset received or receivable. Grants are classified as relating either to revenue or to assets. Grants relating to revenue are recognised in income over the period in which the related costs are recognised. Grants relating to assets are recognised over the expected useful life of the asset. Where part of a grant relating to an asset is deferred, it is recognised as deferred income.

Provisions

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past event, 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 Statement of Financial Position 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 the effect of the time value of money is material).

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.

Ordinary share capital

The ordinary share capital of the Company is presented as equity.

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders.

2. Employees

	31.12.24		31.12.23
	Number		Number
Monthly average number of persons employed by the Company during the year, including the director	1		1

3. Intangible assets

	Goodwill		Development costs		Total
	£		£		£
Cost
At 01 January 2024	650,000		5,698,435		6,348,435
Additions	0		1,033,586		1,033,586
At 31 December 2024	650,000		6,732,021		7,382,021
Accumulated amortisation
At 01 January 2024	650,000		348,252		998,252
Charge for the financial year	0		117,538		117,538
At 31 December 2024	650,000		465,790		1,115,790
Net book value
At 31 December 2024	0		6,266,231		6,266,231
At 31 December 2023	0		5,350,183		5,350,183

4. Tangible assets

	Leasehold improve- ments		Vehicles		Fixtures and fittings		Computer equipment		Total
	£		£		£		£		£
Cost
At 01 January 2024	16,089		54,257		18,549		78,024		166,919
Additions	0		0		0		3,121		3,121
Disposals	0		0		0		( 4,061)		( 4,061)
At 31 December 2024	16,089		54,257		18,549		77,084		165,979
Accumulated depreciation
At 01 January 2024	6,781		26,120		10,844		58,841		102,586
Charge for the financial year	1,861		7,034		1,596		11,654		22,145
Disposals	0		0		0		( 4,061)		( 4,061)
At 31 December 2024	8,642		33,154		12,440		66,434		120,670
Net book value
At 31 December 2024	7,447		21,103		6,109		10,650		45,309
At 31 December 2023	9,308		28,137		7,705		19,183		64,333

The net book value of assets held under finance leases or hire purchase contracts, included above in Vehicles, for the financial year ended 2024 was £1,579 (2023: £2,106).

The depreciation charge for the year on assets held under finance leases or hire purchase contracts was £526 (2023: £702).

5. Fixed asset investments

Investments in subsidiaries

	31.12.24
	£
Cost
At 01 January 2024	1
At 31 December 2024	1
Carrying value at 31 December 2024	1
Carrying value at 31 December 2023	1

6. Debtors

	31.12.24		31.12.23
	£		£
Trade debtors	131,791		233,987
Amounts owed by Group undertakings	194,801		0
Amounts owed by associates	784,802		651,874
Prepayments and accrued income	63,467		254,440
VAT recoverable	51,982		42,864
Corporation tax	132,639		0
Other debtors	98,226		183,727
	1,457,708		1,366,892

7. Creditors: amounts falling due within one year

	31.12.24		31.12.23
	£		£
Bank loans	10,000		10,000
Trade creditors	220,561		447,454
Amounts owed to Group undertakings	0		63,991
Amounts owed to associates	1,212,834		1,066,405
Amounts owed to director	0		1,099
Accruals and deferred income	359,379		545,251
Other creditors	132,592		159,818
	1,935,366		2,294,018

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

	31.12.24		31.12.23
	£		£
Bank loans	5,000		15,000

9. Deferred tax

	31.12.24		31.12.23
	£		£
At the beginning of financial year	( 1,063,026)		( 465,626)
Charged to the Statement of Income and Retained Earnings	( 228,282)		( 597,400)
At the end of financial year	( 1,291,308)		( 1,063,026)

The company has trading losses of approximately £1,107,573 (2023: £1,107,573) available to offset against future taxable profits.

10. Related party transactions

At 31 December 2024, an amount of £784,802 (2023 - £651,874) was due from companies under common control. These loans are interest free and repayable on demand.

At 31 December 2024, an amount of £472,541 (2023 - £210,872) was due to companies under common control. These loans are interest free and repayable on demand.

At 31 December 2024, an amount of £194,801 (2023 - £nil) was due from group undertakings. At 31 December 2024, £nil was owed to group companies (2003 - £63,991). These amounts are interest free and repayable on demand.

At 31 December 2024, the director was owed £nil (2023 - £1,099) by the company.

11. Share-based payments

The company operates an Enterprise Management Incentive share option scheme for certain key employees of the group. Options are exercisable at a price equivalent to the market value of the company's shares at the date of grant, as agreed with HM Revenue and Customs.

At 31 December 2024, the company had issued to 3 key employees share options covering a maximum of 22,000 shares, all at an exercise price of £14.09 to £17.14 per share. In each case, the exercisable number of shares is limited to 0.5% to 2.5% of the company's total issued share capital at maximum dilution. Options are exercisable only in the event of a company takeover or sale and are settled in equity once exercised. At the point of a company takeover or sale, the right to exercise options remains at the discretion of the Managing Director.

If unexercised after a period of ten years from the date of grant, the options expire. Options will lapse if an employee leaves the company before the options vest. At the discretion of the Managing Director, options may be exercised upon an employee ceasing employment.

There is no fair value adjustment to make in respect of goods or service received by the company.