Company registration number 12013026 (England and Wales)
CONTEXT WORLD GROUP LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
CONTEXT WORLD GROUP LIMITED
COMPANY INFORMATION
Directors
Mr H M Davies
Mr Timothy Davies
Mr Kenneth Simon
Company number
12013026
Registered office
Sanderson House
Station Road
Horsforth
Leeds
LS18 5NT
Auditor
Buckle Barton Limited
Sanderson House
Station Road
Horsforth
Leeds
LS18 5NT
CONTEXT WORLD GROUP LIMITED
CONTENTS
Page
Strategic report
1 - 2
Directors' report
3
Directors' responsibilities statement
4
Independent auditor's report
5 - 7
Profit and loss account
8
Group statement of comprehensive income
9
Group balance sheet
10
Company balance sheet
11
Group statement of changes in equity
12
Company statement of changes in equity
13
Group statement of cash flows
14
Notes to the financial statements
15 - 30
CONTEXT WORLD GROUP LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 1 -
The directors present the strategic report for the year ended 31 December 2024.
Review of the business
These accounts consolidate the results of Context World Group Limited and its subsidiary companies. The principal trading company is Context World Limited which is a provider of market research and market data services.
The group continues to work closely with its customers and data partners in the IT industry, and our customer retention remains high. The need for relevant and insightful information is ever-present and the group has been developing new responses to meet emerging needs.
Principal risks and uncertainties
The process of risk assessment and risk management is addressed through a framework of policies, procedures and internal controls. All policies are subject to approval by the groups' directors and to ongoing review. Compliance with regulations and legal and ethical standards is a high priority for the directors.
The directors consider the main risk to the company to be that posed by technological development in the market place. The group mitigates this risk by investing in new technology and processes that enhance the quality and speed of data analysis.
The group uses various financial instruments: these include cash and various items such as trade debtors and trade creditors that arise directly from the company's trading operations.
The existence of these financial instruments exposes the company to a number of financial risks which are described in more details below. No transactions of a speculative nature are undertaken.
The main risks arising from the groups' financial instruments are market risk, credit risk and liquidity risk. The directors review and agree policies for managing each of these risks and these are summarised below.
Market risk
Market risk encompasses three types of risk being currency risk, fair value interest rate risk and price risk (the company does not have any listed investments). The group's policy for managing currency risk are set out in the section below entitled 'currency risk'.
Currency risk
The group's exposure to exchange rate fluctuations is not considered by the board to be significant because most customers are invoiced in sterling. Invoices issued in other currencies are generally not in currencies subject to significant short term fluctuations.
Credit risk
The group's principal financial assets are cash and trade debtors. The credit risk associated with cash is limited as the financial institutions in question have high credit ratings assigned to them by international credit rating agencies. The principal credit risk therefore arises from its trade debtors and this risk is mitigated by effective credit control, the procedures for which are monitored by the directors.
Liquidity risk
The group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely.
CONTEXT WORLD GROUP LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 2 -
Key performance indicators
The group's directors use several key performance indicators to monitor group performance, including turnover, gross profit margin, earnings before interest, tax depreciation & amortisation (EBITDA) and cash generated.
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Cash (Consumed) / Generated | | |
Mr H M Davies
Director
29 September 2025
CONTEXT WORLD GROUP LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 3 -
The directors present their annual report and financial statements for the year ended 31 December 2024.
Principal activities
The principal activity of the company was that of a holding company and the principal activity of the group as a whole was the provision of market data and market research services.
Results and dividends
The results for the year are set out on page 8.
Ordinary dividends were paid amounting to £500,000. The directors do not recommend payment of a further dividend.
Directors
The directors who held office during the year and up to the date of signature of the financial statements were as follows:
Mr H M Davies
Mr Timothy Davies
Mr Kenneth Simon
Auditor
Buckle Barton Limited were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.
Energy and carbon report
As the group has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.
Statement of disclosure to auditor
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 auditor of the company 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 auditor of the company is aware of that information.
On behalf of the board
Mr H M Davies
Director
29 September 2025
CONTEXT WORLD GROUP LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 4 -
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 group and company, and of the profit or loss of the group 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;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
CONTEXT WORLD GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CONTEXT WORLD GROUP LIMITED
- 5 -
Opinion
We have audited the financial statements of Context World Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows 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 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 group's and the parent company's affairs as at 31 December 2024 and of the group's loss 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.
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 group and parent 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 group's and parent 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.
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.
CONTEXT WORLD GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CONTEXT WORLD GROUP LIMITED
- 6 -
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the group and the parent company and their 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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or
the parent company 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.
Responsibilities of directors
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 parent 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 parent company or to cease operations, or have no realistic alternative but to do so.
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.
Our approach to identifying potential irregularities in the financial statements included:
- Enquiry of management, those charged with governance and the entity’s solicitors around potential litigation and claims.
- Enquiry of entity staff in accounts and compliance functions to identify any instances of non-compliance with laws and regulations.
- Reviewing minutes of meetings of those charged with governance.
- Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
- Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business.
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.
This report is made solely to the parent company’s members, as a body, 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 parent 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
CONTEXT WORLD GROUP LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CONTEXT WORLD GROUP LIMITED
- 7 -
Mark Dalton BA FCA (Senior Statutory Auditor)
For and on behalf of Buckle Barton Limited, Statutory Auditor
Chartered Accountants
Sanderson House
Station Road
Horsforth
Leeds
LS18 5NT
29 September 2025
CONTEXT WORLD GROUP LIMITED
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2024
- 8 -
2024
2023
Notes
£
£
Turnover
3
18,145,908
18,408,341
Cost of sales
(14,277,451)
(13,571,091)
Gross profit
3,868,457
4,837,250
Administrative expenses
(4,394,844)
(4,504,456)
Other operating income
151,894
200,000
Operating (loss)/profit
4
(374,493)
532,794
Interest receivable and similar income
7
59,943
46,050
Interest payable and similar expenses
8
(526,480)
(276,251)
(Loss)/profit before taxation
(841,030)
302,593
Tax on (loss)/profit
9
(396,542)
(639,137)
Loss for the financial year
(1,237,572)
(336,544)
Loss for the financial year is all attributable to the owner of the parent company.
CONTEXT WORLD GROUP LIMITED
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 DECEMBER 2024
- 9 -
2024
2023
£
£
Loss for the year
(1,237,572)
(336,544)
Other comprehensive income
-
-
Cash flow hedges gain arising in the year
Total comprehensive income for the year
(1,237,572)
(336,544)
Total comprehensive income for the year is all attributable to the owner of the parent company.
CONTEXT WORLD GROUP LIMITED
GROUP BALANCE SHEET
AS AT 31 DECEMBER 2024
31 December 2024
- 10 -
2024
2023
Notes
£
£
£
£
Fixed assets
Goodwill
11
11,180,206
13,575,964
Total intangible assets
11,180,206
13,575,964
Tangible assets
12
200,599
49,132
11,380,805
13,625,096
Current assets
Debtors
15
5,022,514
4,282,888
Cash at bank and in hand
1,599,793
2,969,430
6,622,307
7,252,318
Creditors: amounts falling due within one year
16
(7,885,624)
(7,947,900)
Net current liabilities
(1,263,317)
(695,582)
Total assets less current liabilities
10,117,488
12,929,514
Creditors: amounts falling due after more than one year
17
(2,190,276)
(3,301,272)
Provisions for liabilities
Deferred tax liability
19
47,142
10,600
(47,142)
(10,600)
Net assets
7,880,070
9,617,642
Capital and reserves
Called up share capital
21
200
200
Share premium account
12,640,224
12,640,224
Profit and loss reserves
(4,760,354)
(3,022,782)
Total equity
7,880,070
9,617,642
The financial statements were approved by the board of directors and authorised for issue on 29 September 2025 and are signed on its behalf by:
29 September 2025
Mr H M Davies
Director
Company registration number 12013026 (England and Wales)
CONTEXT WORLD GROUP LIMITED
COMPANY BALANCE SHEET
AS AT 31 DECEMBER 2024
31 December 2024
- 11 -
2024
2023
Notes
£
£
£
£
Fixed assets
Investments
13
25,936,893
25,936,893
Current assets
Debtors
15
100
100
Cash at bank and in hand
8,095
1,059
8,195
1,159
Creditors: amounts falling due within one year
16
(2,759,052)
(2,634,165)
Net current liabilities
(2,750,857)
(2,633,006)
Total assets less current liabilities
23,186,036
23,303,887
Creditors: amounts falling due after more than one year
17
(10,398,032)
(10,535,100)
Net assets
12,788,004
12,768,787
Capital and reserves
Called up share capital
21
200
200
Share premium account
12,640,224
12,640,224
Profit and loss reserves
147,580
128,363
Total equity
12,788,004
12,768,787
As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s profit for the year was £519,217 (2023 - £785,837 profit).
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
The financial statements were approved by the board of directors and authorised for issue on 29 September 2025 and are signed on its behalf by:
29 September 2025
Mr H M Davies
Director
Company registration number 12013026 (England and Wales)
CONTEXT WORLD GROUP LIMITED
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 12 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2023
200
12,640,224
(1,936,238)
10,704,186
Year ended 31 December 2023:
Loss and total comprehensive income
-
-
(336,544)
(336,544)
Dividends
10
-
-
(750,000)
(750,000)
Balance at 31 December 2023
200
12,640,224
(3,022,782)
9,617,642
Year ended 31 December 2024:
Loss and total comprehensive income
-
-
(1,237,572)
(1,237,572)
Dividends
10
-
-
(500,000)
(500,000)
Balance at 31 December 2024
200
12,640,224
(4,760,354)
7,880,070
CONTEXT WORLD GROUP LIMITED
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2024
- 13 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 January 2023
200
12,640,224
92,526
12,732,950
Year ended 31 December 2023:
Profit and total comprehensive income for the year
-
-
785,837
785,837
Dividends
10
-
-
(750,000)
(750,000)
Balance at 31 December 2023
200
12,640,224
128,363
12,768,787
Year ended 31 December 2024:
Profit and total comprehensive income
-
-
519,217
519,217
Dividends
10
-
-
(500,000)
(500,000)
Balance at 31 December 2024
200
12,640,224
147,580
12,788,004
CONTEXT WORLD GROUP LIMITED
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 14 -
2024
2023
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
25
1,518,686
4,113,750
Interest paid
(401,593)
26,147
Income taxes paid
(584,524)
(754,397)
Net cash inflow from operating activities
532,569
3,385,500
Investing activities
Purchase of tangible fixed assets
(186,728)
(16,468)
Repayment of loans
(201,776)
29,740
Interest received
59,944
46,050
Net cash (used in)/generated from investing activities
(328,560)
59,322
Financing activities
Repayment of borrowings
65,044
29,218
Repayment of bank loans
(1,296,020)
(1,500,000)
Payment of finance leases obligations
157,330
-
Dividends paid to equity shareholders
(500,000)
(750,000)
Net cash used in financing activities
(1,573,646)
(2,220,782)
Net (decrease)/increase in cash and cash equivalents
(1,369,637)
1,224,040
Cash and cash equivalents at beginning of year
2,969,430
1,745,390
Cash and cash equivalents at end of year
1,599,793
2,969,430
CONTEXT WORLD GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2024
- 15 -
1
Accounting policies
Company information
Context World Group Limited (“the company”) is a private limited company domiciled and incorporated in the United Kingdom and registered in England and Wales. The registered office is Sanderson House, Station Road, Horsforth, Leeds, LS18 5NT.
The group consists of Context World Group Limited and all of its subsidiaries.
1.1
Basis of preparation
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
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 £1.
The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.
1.2
Business combinations
In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.
Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.
1.3
Basis of consolidation
The consolidated group financial statements consist of the financial statements of the parent company Context World Group Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.
All financial statements are made up to 31 December 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.
All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
1.4
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
CONTEXT WORLD GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 16 -
1.5
Turnover
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from contracts for the provision of market data reports is recognised evenly over the period of time to which the subscription for such reports relates.
1.6
Intangible fixed assets - goodwill
Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which the director considers to be 10 years.
For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.
1.7
Tangible fixed assets
Tangible fixed assets 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:
Plant and equipment
15% per annum on cost
Fixtures and fittings
20% per annum on cost
Computer equipment
25% per annum on cost
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 recognised in the profit and loss account.
1.8
Fixed asset investments
Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.
In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.
A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
CONTEXT WORLD GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 17 -
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The group considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Investments in associates are initially recognised at the transaction price (including transaction costs) and are subsequently adjusted to reflect the group’s share of the profit or loss, other comprehensive income and equity of the associate using the equity method. Any difference between the cost of acquisition and the share of the fair value of the net identifiable assets of the associate on acquisition is recognised as goodwill. Any unamortised balance of goodwill is included in the carrying value of the investment in associates.
Losses in excess of the carrying amount of an investment in an associate are recorded as a provision only when the company has incurred legal or constructive obligations or has made payments on behalf of the associate.
In the parent company financial statements, investments in associates are accounted for at cost less impairment.
Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.9
Impairment of fixed assets
At each reporting period end date, the group 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.
The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.
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.
Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. 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.
1.10
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 current liabilities.
CONTEXT WORLD GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 18 -
1.11
Financial instruments
The group 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 in the group's balance sheet when the group 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 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.
Other financial assets
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
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 group 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 group after deducting all of its liabilities.
CONTEXT WORLD GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 19 -
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.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. 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. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Other financial liabilities
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Derecognition of financial liabilities
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
1.12
Equity instruments
Equity instruments issued by the group are recorded at the 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 group.
1.13
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account 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 group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
CONTEXT WORLD GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
1
Accounting policies
(Continued)
- 20 -
Deferred tax
Deferred tax liabilities are generally recognised for all timing differences and 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. Such assets and liabilities are not recognised if the timing 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 profit and loss account, 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 if, and only if, there is 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.
1.14
Employee benefits
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 stock or fixed 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.
1.15
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.
Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.
1.16
Foreign exchange
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.
CONTEXT WORLD GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 21 -
2
Judgements and key sources of estimation uncertainty
In the application of the group’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 where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
The key estimates made by the directors in respect of the financial statements include:
the useful economic life of tangible fixed assets
the useful economic life of goodwill
the recoverability of trade debtors
3
Turnover and other revenue
2024
2023
£
£
Other revenue
Interest income
59,943
46,050
4
Operating (loss)/profit
2024
2023
£
£
Operating (loss)/profit for the year is stated after charging:
Exchange losses
80,371
119,793
Depreciation of owned tangible fixed assets
34,826
26,820
Loss on disposal of tangible fixed assets
435
-
Amortisation of intangible assets
2,395,758
2,395,758
Operating lease charges
369,313
397,236
5
Auditor's remuneration
2024
2023
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
6,085
5,250
Audit of the financial statements of the company's subsidiaries
12,000
11,000
18,085
16,250
For other services
Taxation compliance services
1,875
135
All other non-audit services
4,000
3,400
5,875
3,535
CONTEXT WORLD GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 22 -
6
Employees
The average monthly number of persons (including directors) employed by the group and company during the year was:
Group
Company
2024
2023
2024
2023
Number
Number
Number
Number
1
1
0
0
Their aggregate remuneration comprised:
Group
Company
2024
2023
2024
2023
£
£
£
£
Wages and salaries
7,700
7,700
7
Interest receivable and similar income
2024
2023
£
£
Interest income
Interest on bank deposits
37,509
35,543
Other interest income
22,434
10,507
Total income
59,943
46,050
2024
2023
Investment income includes the following:
£
£
Interest on financial assets not measured at fair value through profit or loss
37,509
35,543
8
Interest payable and similar expenses
2024
2023
£
£
Interest on financial liabilities measured at amortised cost:
Interest on bank overdrafts and loans
447,557
206,656
Other interest on financial liabilities
70,261
65,044
517,818
271,700
Other finance costs:
Interest on finance leases and hire purchase contracts
1,548
-
Other interest
7,114
4,551
Total finance costs
526,480
276,251
CONTEXT WORLD GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 23 -
9
Taxation
2024
2023
£
£
Current tax
UK corporation tax on profits for the current period
360,000
639,137
Deferred tax
Origination and reversal of timing differences
36,542
Total tax charge
396,542
639,137
The actual charge for the year can be reconciled to the expected (credit)/charge for the year based on the profit or loss and the standard rate of tax as follows:
2024
2023
£
£
(Loss)/profit before taxation
(841,030)
302,593
Expected tax (credit)/charge based on the standard rate of corporation tax in the UK of 25.00% (2023: 25.00%)
(210,258)
75,648
Effect of change in corporation tax rate
-
(46,441)
Group relief
(275,118)
Depreciation on assets not qualifying for tax allowances
6,705
Amortisation on assets not qualifying for tax allowances
875,240
598,939
Rounding of corporation tax charge
4,693
4,286
Deferred tax rounding
1,985
Taxation charge
396,542
639,137
10
Dividends
2024
2023
Recognised as distributions to equity holders:
£
£
Interim paid
500,000
750,000
CONTEXT WORLD GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 24 -
11
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 January 2024 and 31 December 2024
23,957,582
Amortisation and impairment
At 1 January 2024
10,381,618
Amortisation charged for the year
2,395,758
At 31 December 2024
12,777,376
Carrying amount
At 31 December 2024
11,180,206
At 31 December 2023
13,575,964
The company had no intangible fixed assets at 31 December 2024 or 31 December 2023.
12
Tangible fixed assets
Group
Plant and equipment
Fixtures and fittings
Computer equipment
Total
£
£
£
£
Cost
At 1 January 2024
2,914
3,248
525,403
531,565
Additions
186,728
186,728
Disposals
(849)
(849)
At 31 December 2024
2,914
3,248
711,282
717,444
Depreciation and impairment
At 1 January 2024
2,512
3,191
476,730
482,433
Depreciation charged in the year
210
24
34,592
34,826
Eliminated in respect of disposals
(414)
(414)
At 31 December 2024
2,722
3,215
510,908
516,845
Carrying amount
At 31 December 2024
192
33
200,374
200,599
At 31 December 2023
402
57
48,673
49,132
The company had no tangible fixed assets at 31 December 2024 or 31 December 2023.
CONTEXT WORLD GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 25 -
13
Fixed asset investments
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Investments in subsidiaries
14
25,936,893
25,936,893
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2024 and 31 December 2024
25,936,893
Carrying amount
At 31 December 2024
25,936,893
At 31 December 2023
25,936,893
14
Subsidiaries
Details of the company's subsidiaries at 31 December 2024 are as follows:
Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Indirect
Context World Limited
Sanderson House, Station Road, Horsforth, Leeds, LS18 5NT
Ordinary shares
100.00
-
Context World Singapore PTE Ltd
Robinson Road, Singapore, 048544
Ordinary shares
0
100.00
15
Debtors
Group
Company
2024
2023
2024
2023
Amounts falling due within one year:
£
£
£
£
Trade debtors
1,727,380
1,663,494
Other debtors
2,277,190
2,033,759
100
100
Prepayments and accrued income
1,017,944
585,635
5,022,514
4,282,888
100
100
CONTEXT WORLD GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 26 -
16
Creditors: amounts falling due within one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans
1,500,000
1,500,000
1,500,000
1,500,000
Obligations under finance leases
18
37,350
Other borrowings
122,094
122,094
622,094
622,094
Trade creditors
390,322
301,279
Corporation tax payable
145,892
370,416
Other taxation and social security
-
67,617
-
-
Deferred income
20
4,760,617
4,775,634
Other creditors
756,880
638,375
626,958
502,071
Accruals and deferred income
172,469
172,485
10,000
10,000
7,885,624
7,947,900
2,759,052
2,634,165
17
Creditors: amounts falling due after more than one year
Group
Company
2024
2023
2024
2023
Notes
£
£
£
£
Bank loans and overdrafts
828,980
2,125,000
828,980
2,125,000
Obligations under finance leases
18
119,980
Other borrowings
1,241,316
1,176,272
9,569,052
8,410,100
2,190,276
3,301,272
10,398,032
10,535,100
During the year ended 31 December 2022 the company took out a bank loan of £6m with HSBC Bank secured by fixed and floating charges over the assets of the company and the assets of Context World Limited. The amount owed to HSBC Bank at 31 December 2024 was £2,328,980.
18
Finance lease obligations
Group
Company
2024
2023
2024
2023
£
£
£
£
Future minimum lease payments due under finance leases:
Within one year
37,350
In two to five years
119,980
157,330
-
-
-
Finance lease payments represent rentals payable by the company or group for certain items of plant and machinery. Leases include purchase options at the end of the lease period, and no restrictions are placed on the use of the assets. The average lease term is 4 years. All leases are on a fixed repayment basis and no arrangements have been entered into for contingent rental payments.
CONTEXT WORLD GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 27 -
19
Deferred taxation
The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:
Liabilities
Liabilities
2024
2023
Group
£
£
Accelerated capital allowances
47,142
10,600
The company has no deferred tax assets or liabilities.
Group
Company
2024
2024
Movements in the year:
£
£
Liability at 1 January 2024
10,600
-
Charge to profit or loss
36,542
-
Liability at 31 December 2024
47,142
-
20
Deferred income
Group
Company
2024
2023
2024
2023
£
£
£
£
Arising from sales invoiced in advance of services provided
4,760,617
4,775,634
-
-
21
Share capital
Group and company
2024
2023
2024
2023
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary of £1 each
200
200
200
200
Ordinary shares carry 1 vote per share and full rights to participate in dividends and other distributions made by the company.
CONTEXT WORLD GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 28 -
22
Operating lease commitments
Lessee
At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:
Group
Company
2024
2023
2024
2023
£
£
£
£
Within one year
314,550
397,236
-
-
Between two and five years
146,880
-
-
-
461,430
397,236
-
-
23
Related party transactions
Transactions with related parties
Other borrowings due after more than 1 year consists of a loan from Rovisons Management LLP, an LLP incorporated in the UK and of which H M Davies is a member. The loan is unsecured and bears interest at 1% per annum above bank base rate. Other debtors includes an amount due from Rovisons Management LLP of £70,261.
During the year the group was charged £13,352,540 (2023: £12,618,765) for the provision of subcontractors and management consultants by Rovisons Limited, a company of which H M Davies is a director and which is under his control. During the period the group made charges totalling £150,000 (2023: £200,000) to Rovisons Limited in respect of rent.
Other debtors at 31 December 2024 included a loan to Rovisons Limited of £1,292,342 (2023: £,1,632,526). The balance due was unsecured and interest free. Trade creditors included an amount owed to Rovisons Limited of £nil (2023: £nil)
24
Directors' transactions
Dividends totalling £500,000 (2023 - £750,000) were paid in the year in respect of shares held by the company's directors.
Loans
% Rate
Opening balance
Amounts advanced
Interest charged
Amounts repaid
Closing balance
£
£
£
£
£
Mr H M Davies -
2.25
317,705
684,842
22,434
505,501
1,530,482
317,705
684,842
22,434
505,501
1,530,482
CONTEXT WORLD GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 29 -
25
Cash generated from group operations
2024
2023
£
£
Loss after taxation
(1,237,572)
(336,544)
Adjustments for:
Taxation charged
396,542
639,137
Finance costs
526,480
276,251
Investment income
(59,943)
(46,050)
Loss on disposal of tangible fixed assets
435
-
Amortisation and impairment of intangible assets
2,395,758
2,395,758
Depreciation and impairment of tangible fixed assets
34,826
26,820
Movements in working capital:
(Increase)/decrease in debtors
(537,850)
2,558,434
Increase/(decrease) in creditors
15,028
(253,077)
Decrease in deferred income
(15,018)
(1,146,979)
Cash generated from operations
1,518,686
4,113,750
26
Cash absorbed by operations - company
2024
2023
£
£
Profit after taxation
519,217
785,837
Adjustments for:
Finance costs
1,074,515
708,727
Investment income
(1,600,000)
(1,500,000)
Movements in working capital:
Decrease in creditors
-
(6,300)
Cash absorbed by operations
(6,268)
(11,736)
27
Analysis of changes in net debt - group
1 January 2024
Cash flows
31 December 2024
£
£
£
Cash at bank and in hand
2,969,430
(1,369,637)
1,599,793
Borrowings excluding overdrafts
(4,923,366)
1,230,976
(3,692,390)
Obligations under finance leases
-
(157,330)
(157,330)
(1,953,936)
(295,991)
(2,249,927)
CONTEXT WORLD GROUP LIMITED
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2024
- 30 -
28
Analysis of changes in net debt - company
1 January 2024
Cash flows
31 December 2024
£
£
£
Cash at bank and in hand
1,059
7,036
8,095
Borrowings excluding overdrafts
(12,657,194)
137,068
(12,520,126)
(12,656,135)
144,104
(12,512,031)
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