REGISTERED NUMBER: 13693016 (England and Wales)

FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024

FOR

TOCA SOCIAL BIRMINGHAM UK LIMITED

Page

Company Information

1

Balance Sheet

2

Notes to the Financial Statements

3

DIRECTORS:

Mr A D Harman

Mr Y Maruyama

Mr M J Brent

REGISTERED OFFICE:

240 High Holborn

London

WC1V 7DN

REGISTERED NUMBER:

13693016 (England and Wales)

SENIOR STATUTORY AUDITOR:

Mr Graham David Lyon FCCA

AUDITORS:

CG LEE Limited

Chartered Certified Accountants

Statutory Auditors

Ingram House

Meridian Way

Norwich

Norfolk

NR7 0TA

FIXED ASSETS

Tangible assets

5

9,838,809

4,217,987

CURRENT ASSETS

Stocks

53,113

-

Debtors

6

566,626

1,143,758

Cash at bank

316,753

14,982

936,492

1,158,740

CREDITORS

Amounts falling due within one year

7

(978,034

)

(4,486,363

)

NET CURRENT LIABILITIES

(41,542

)

(3,327,623

)

TOTAL ASSETS LESS CURRENT LIABILITIES

9,797,267

890,364

CREDITORS

Amounts falling due after more than one year

8

(10,497,031

)

(1,100,000

)

NET LIABILITIES

(699,764

)

(209,636

)

CAPITAL AND RESERVES

Called up share capital

10

100

100

Retained earnings

(699,864

)

(209,736

)

SHAREHOLDERS' DEFICIT

(699,764

)

(209,636

)

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Statement of Income and Retained Earnings has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 29 September 2025 and were signed on its behalf by:

Mr M J Brent - Director

1.	STATUTORY INFORMATION

TOCA Social Birmingham UK Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The trading address is The Bullring, Smallbrook Queensway, Birmingham, B5 4BU.

2.	STATEMENT OF COMPLIANCE

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006.

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

The principal accounting policies of the company applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.

Basis of accounting

These financial statements are prepared on a going concern basis, under the historical cost convention. The functional and presentation currency of these financial statements is pound sterling.

Going concern

As at 31 December 2024, the company had net current liabilities of £41,542 and net liabilities of £699,764 which includes an amount of £9,310,531 due to the parent company, Toca Football UK Limited.

The ultimate parent company Toca Football, Inc. has confirmed it is willing to provide financial support to the company for at least the following 12 months from the date of signing the financial statements.

The directors believe after reviewing the business activities of the company, together with the factors likely to affect future development, its financial position, its exposure to financial risk, and on the basis of funding available, that the company has sufficient resources to continue in operation for the foreseeable future. Therefore, the directors believe it appropriate to adopt the going concern basis in preparing these financial statements.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Revenue recognition

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Revenue arising from the football gaming experience is recognised when the customer actually plays, with deposits paid in advance being held on the balance sheet until that time and then recognised as income.

Tangible assets

Tangible assets are stated at cost less accumulated depreciation and any impairment losses. Cost includes the original purchase price of the asset plus costs attributable to bringing the asset to its working condition for its intended use.

Depreciation is calculated using the straight line method from time when tangible assets are brought in to use so as to write off the cost of fixed assets to their residual values over their estimated useful lives, as follows:

Plant and Machinery ect - 5 years straight line

Leasehold Improvements - Straight line over life of lease

Stocks

Stocks are stated at the lower of cost and net realisable value. Cost is calculated on a weighted average basis, with net realisable value being the estimated selling price, less any costs on disposal. Provision is made for obsolete, slow-moving or damaged inventory, where appropriate. Bar and food stock is recognised as an expense when sold.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Statement of Income and Retained Earnings, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Research and development

Expenditure on research and development is written off in the year in which it is incurred.

Foreign currencies

Foreign currency transactions are translated into the functional currency using the spot exchange rates ruling at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate ruling at the balance sheet date. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Statement of Income and Retained Earnings.

Hire purchase and leasing commitments

Assets obtained under hire purchase contracts or finance leases are capitalised in the balance sheet. Those held under hire purchase are depreciated over their estimated useful lives. Those held under finance leases are depreciated over their estimated useful lives or the lease term, whichever is shorter.

The interest element of these obligations is charged to profit and loss over the relevant period. The capital element of the future payments is treated as a liability.

Rentals paid under operating leases are charged to income on a straight line basis over the period of the lease. Incentives received to enter into an operating lease are credited to income, to reduce the lease expense, on a straight-line basis over the period of the lease.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

4.	EMPLOYEES AND DIRECTORS

The average number of employees during the year was 49 (2023 - NIL ) .

5.	TANGIBLE ASSETS

Improvements

Fixtures

to

and

Computer

property

fittings

equipment

Totals

£

£

£

£

COST

At 1 January 2024

4,091,632

-

126,355

4,217,987

Additions

4,965,897

562,021

514,917

6,042,835

At 31 December 2024

9,057,529

562,021

641,272

10,260,822

DEPRECIATION

Charge for year

308,880

49,006

64,127

422,013

At 31 December 2024

308,880

49,006

64,127

422,013

NET BOOK VALUE

At 31 December 2024

8,748,649

513,015

577,145

9,838,809

At 31 December 2023

4,091,632

-

126,355

4,217,987

Fixed assets, included in the above, which are held under hire purchase contracts are as follows:

Improvement

to

property

£

COST

Additions

299,703

At 31 December 2024

299,703

DEPRECIATION

Charge for year

9,990

At 31 December 2024

9,990

NET BOOK VALUE

At 31 December 2024

289,713

6.

DEBTORS

2024

2023

£

£

Amounts falling due within one year:

Trade debtors

130,623

75,344

Other debtors

188,803

221,214

319,426

296,558

Amounts falling due after more than one year:

Other debtors

247,200

847,200

Aggregate amounts

566,626

1,143,758

7.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

2024

2023

£

£

Hire purchase contracts (see note 9)

99,902

-

Trade creditors

193,128

311,989

Amounts owed to group undertakings

-

3,844,889

Taxation and social security

151,706

-

Other creditors

533,298

329,485

978,034

4,486,363

8.

CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR

2024

2023

£

£

Hire purchase contracts (see note 9)

166,500

-

Amounts owed to group undertakings

9,310,531

-

Other creditors

1,020,000

1,100,000

10,497,031

1,100,000

9.	LEASING AGREEMENTS

Minimum lease payments fall due as follows:

Hire purchase

contracts

2024

2023

£

£

Net obligations repayable:

Within one year

99,902

-

Between one and five years

166,500

-

266,402

-

Non-cancellable

operating leases

2024

2023

£

£

Between one and five years

1,316,250

1,316,250

In more than five years

3,037,500

3,442,500

4,353,750

4,758,750

10.	CALLED UP SHARE CAPITAL

Allotted, issued and fully paid:

Number:

Class:

Nominal

2024

2023

value:

£

£

100

Ordinary

£1

100

100

11.	DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

The Auditors' Report was unqualified.

Mr Graham David Lyon FCCA (Senior Statutory Auditor)

for and on behalf of CG LEE Limited

12.	PARENT AND ULTIMATE CONTROLLING PARTY