Company No: 12399067 (England and Wales)

Contents

• Company Information
• Balance Sheet
• Notes to the Financial Statements

DIRECTORS	A Brass
	W B Clowes (Resigned 28 October 2024)
	N R Drummond
	J Edwards (Resigned 28 October 2024)
	S Georgala (Resigned 28 October 2024)
	A Strydom (Resigned 10 March 2025)
	P N Tabb (Appointed 10 March 2025)

REGISTERED OFFICE	Camburgh House
	27 New Dover Road
	Canterbury
	CT1 3DN
	United Kingdom

COMPANY NUMBER

12399067 (England and Wales)

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

	Note	31.12.2024		31.01.2024
		£		£
Fixed assets
Tangible assets	4	46,595		55,806
Investments	5	5		5
		46,600		55,811
Current assets
Debtors	6	2,902,372		1,960,941
Cash at bank and in hand		525,181		141,822
		3,427,553		2,102,763
Creditors: amounts falling due within one year	7	( 2,439,724)		( 519,512)
Net current assets		987,829		1,583,251
Total assets less current liabilities		1,034,429		1,639,062
Creditors: amounts falling due after more than one year	8	( 37,734)		( 1,540,443)
Provision for liabilities	9	0		( 13,952)
Net assets		996,695		84,667
Capital and reserves
Called-up share capital	10	1,735,006		10
Profit and loss account		( 738,311 )		84,657
Total shareholders' funds		996,695		84,667

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

Directors' responsibilities:

• The members have not required the Company to obtain an audit of its financial statements for the financial period in accordance with section 476;
• The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements; 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 Amplify5 Ltd (registered number: 12399067) were approved and authorised for issue by the Board of Directors on 30 September 2025. They were signed on its behalf by:

P N Tabb Director

1. Accounting policies

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

General information and basis of accounting

Amplify5 Ltd (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 Camburgh House, 27 New Dover Road, Canterbury, CT1 3DN, 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 Amplify5 Ltd 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 directors have 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 option 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 Balance Sheet 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

Turnover is stated net of VAT and trade discounts and is recognised when the significant risks and rewards are considered to have been transferred to the buyer. Turnover from the supply of services represents the value of services provided under contracts to the extent that there is a right to consideration and is recorded at the fair value of the consideration received or receivable. Where a contract has only been partially completed at the Balance Sheet date turnover represents the fair value of the service provided to date based on the stage of completion of the contract activity at the Balance Sheet date. Where payments are received from customers in advance of services provided, the amounts are recorded as deferred income and included as part of creditors due within one year.

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 period. Differences between contributions payable in the financial period and contributions actually paid are included as either accruals or prepayments in the Balance Sheet.

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 Balance Sheet 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.

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:

Vehicles	5 years straight line
Office equipment	3 - 5 years straight line

Leases

The Company as lessee
Assets held under finance leases, hire purchase contracts and other similar arrangements, which confer rights and obligations similar to those attached to owned assets, are capitalised as tangible fixed assets at the fair value of the leased asset (or, if lower, the present value of the minimum lease payments as determined at the inception of the lease) and are depreciated over the shorter of the lease terms and their useful lives. The capital elements of future lease obligations are recorded as liabilities, while the interest elements are charged to the Statement of Income and Retained Earnings over the period of the leases to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.

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.

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

Loans and borrowings
Loans and borrowings are initially recognised at the transaction price including transaction costs. Subsequently, they are measured at amortised cost using the effective interest rate method, less impairment. If the arrangement constitutes a financing transaction, it is measured, initially at the present value of future cash flows discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.

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.

Preference share dividends are classified as interest where the shares meet the definition of a financial liability under FRS 102. Accordingly, dividends payable on such shares are recognised as a finance cost in the profit and loss account on an accruals basis. This treatment reflects the contractual obligation to make payments and aligns with the substance of the arrangement.

2. Employees

	Period from 01.02.2024 to 31.12.2024		Year ended 31.01.2024
	Number		Number
Monthly average number of persons employed by the Company during the period, including directors	10		8

3. Dividends on equity shares

	Period from 01.02.2024 to 31.12.2024		Year ended 31.01.2024
	£		£
Amounts recognised as distributions to equity holders in the financial period:
Interim dividend for the financial period ended 31 December 2024 of £0.003 per ordinary share	30,000		3,000

An interim dividend of £30,000, at the rate of £0.003 per share, was paid during the financial period (year ended 31 January 2024 dividend paid of £3,000). At the time of declaration and payment, the company had sufficient positive distributable reserves to support the dividend in accordance with the requirements of FRS 102 Section 1A and the Companies Act 2006. The directors considered the financial position of the company and concluded that the payment was prudent and in the best interests of the company.

4. Tangible assets

	Vehicles		Office equipment		Total
	£		£		£
Cost
At 01 February 2024	57,440		7,381		64,821
Additions	0		3,736		3,736
At 31 December 2024	57,440		11,117		68,557
Accumulated depreciation
At 01 February 2024	7,074		1,941		9,015
Charge for the financial period	10,531		2,416		12,947
At 31 December 2024	17,605		4,357		21,962
Net book value
At 31 December 2024	39,835		6,760		46,595
At 31 January 2024	50,366		5,440		55,806

5. Fixed asset investments

Investments in subsidiaries

	31.12.2024
	£
Cost
At 01 February 2024	5
At 31 December 2024	5
Carrying value at 31 December 2024	5
Carrying value at 31 January 2024	5

6. Debtors

	31.12.2024		31.01.2024
	£		£
Trade debtors	1,262,926		820,100
Amounts owed by Group undertakings	1,194,169		849,803
Other debtors	445,277		291,038
	2,902,372		1,960,941

Amounts owed by group undertakings are interest free and repayable on demand.

7. Creditors: amounts falling due within one year

	31.12.2024		31.01.2024
	£		£
Bank loans	10,253		10,126
Trade creditors	106,646		83,040
Amounts owed to fellow subsidiaries	1,337,194		0
Taxation and social security	510,968		393,566
Obligations under finance leases and hire purchase contracts (secured)	9,092		8,474
Other creditors	465,571		24,306
	2,439,724		519,512

Obligations under finance leases and hire purchase contracts are secured on the assets to which they relate.

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

	31.12.2024		31.01.2024
	£		£
Bank loans	11,752		21,096
Obligations under finance leases and hire purchase contracts (secured)	25,982		34,347
Other creditors	0		1,485,000
	37,734		1,540,443

Obligations under finance leases and hire purchase contracts are secured on the assets to which they relate.

9. Deferred tax

	31.12.2024		31.01.2024
	£		£
At the beginning of financial period/year	( 13,952)		( 263)
Credited/(charged) to the Statement of Income and Retained Earnings	13,952		( 13,689)
At the end of financial period/year	0		( 13,952)

At the end of the period, the company had trading losses of approximately £541,751 to offset against future taxable profits (year ended 31 January 2024 - £nil).

10. Called-up share capital

	31.12.2024		31.01.2024
	£		£
Allotted, called-up and fully-paid
10,000,000 Ordinary A shares of £ 0.000001 each	10		10
1,700,976 Ordinary B shares of £ 1.02 each (31.01.2024: nil shares)	1,734,996		0
	1,735,006		10

On 12 June 2023, 10 ordinary shares of £1.00 each were sub-divided into 10,000,000 ordinary shares of £0.000001 each.

On 2 November 2023, the company issued 24,509 preference shares of £1.02 per share. On the same date, the company issued a further 1,078,431 preference shares of £1.02 per share.

On 7 November 2023, the company issued 294,117 preference shares of £1.02 per share.

On 14 November 2023, the company issued 49,019 preference shares of £1.02 per share.

On 14 December 2023, the company issued 9,803 preference shares of £1.02 per share.

On 12 June 2024, the company issued 245,097 preference shares of £1.02 per share.

On 28 October 2024, 1,700,976 preference shares of £1.02 each were redesignated to 1,700,976 B Ordinary shares of £1.02 each. On the same date, 10,000,000 Ordinary shares of £0.000001 each were redesignated to 10,000,000 A Ordinary shares of £0.000001 each.

11. Financial commitments

Commitments

Total future minimum lease payments under non-cancellable operating leases are as follows:

	31.12.2024		31.01.2024
	£		£
within one year	9,092		8,474
between one and five years	25,982		34,347
	35,074		42,821

12. Related party transactions

The company has taken advantage of the exemption available under Section 33 of FRS 102 and has not disclosed details of transactions or balances with other wholly-owned group companies.

At the start of the period, the directors' loan account was overdrawn by £45,889. The overdrawn balance is disclosed within other debtors and is repayable on demand. This was reduced in the period after repayments and dividend payments. At the end of the period, amounts owed to directors, included within other creditors, were £1,493.