| REGISTERED NUMBER: 13882052 (England and Wales) |
| GROUP STRATEGIC REPORT, |
| REPORT OF THE DIRECTORS AND |
| CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| FOR |
| ENABLEX GROUP LIMITED |
| REGISTERED NUMBER: 13882052 (England and Wales) |
| GROUP STRATEGIC REPORT, |
| REPORT OF THE DIRECTORS AND |
| CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| FOR |
| ENABLEX GROUP LIMITED |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| CONTENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Page |
| Company Information | 1 |
| Group Strategic Report | 2 |
| Report of the Directors | 8 |
| Statement of Directors' Responsibilities | 9 |
| Report of the Independent Auditors | 10 |
| Consolidated Statement of Profit or Loss and Other Comprehensive Income |
14 |
| Consolidated Statement of Financial Position | 15 |
| Company Statement of Financial Position | 17 |
| Consolidated Statement of Changes in Equity | 19 |
| Company Statement of Changes in Equity | 20 |
| Consolidated Statement of Cash Flows | 21 |
| Notes to the Consolidated Statement of Cash Flows | 22 |
| Notes to the Consolidated Financial Statements | 23 |
| ENABLEX GROUP LIMITED |
| COMPANY INFORMATION |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| DIRECTORS: |
| SECRETARY: |
| REGISTERED OFFICE: |
| REGISTERED NUMBER: |
| AUDITORS: |
| Statutory Auditor |
| 30 - 34 North Street |
| Hailsham |
| East Sussex |
| BN27 1DW |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| GROUP STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| The directors present their strategic report of the Company and the Group for the year ended 31 December 2024. |
| REVIEW OF BUSINESS |
| EnableX Group Limited (the "Group" or the "Company") was incorporated on 31st January 2022 in the United Kingdom under the Companies Act 2006 and formally commenced trading on 4th March 2022 when it completed the acquisition of the three trading entities of Pragma Distribution Limited, Candio Limited and Techland Systems International Limited. |
| The Group is a private limited company, limited by shares, and is registered in England and Wales. The address of the Company is shown on page 1. The Group was acquired by Gamma Telecom Holdings Limited on 20th December 2023. As a result of this the Group's Ultimate Parent Company is Gamma Communications plc. |
| The Group is principally engaged in the provision of communications and software services for business. |
| Strategy |
| The strategy of Enablex Group Limited is to support the overall strategy of the ultimate parent company Gamma Communications plc. Gamma Communications plc has core strategic pillars, of which the following are relevant to Enablex Group: |
| - Develop multiple routes to market in each country in which we operate; |
| - Develop a common pan-European product set for UCaaS and CCaaS for SMEs; |
| - Create an organisation that engages all our people with a common set of values and goals |
| The Group's specific strategy is to increase the subscribers on its UCaaS platform, increase recurring revenue and expand the range of innovative new products and services offered to the channel. |
| Financial Overview |
| 2024 (12 months) | 2023 (15 months) |
| £'m | £'m |
| Turnover | 15.8 | 19.2 |
| Gross profit | 5.2 | 5.8 |
| Gross margin | 33.0% | 30.3% |
| Profit before taxation | 1.1 | 0.1 |
| Profit margins have improved when compared to the prior period due largely to a shift in product mix and sales strategy in the Pragma Distribution and Candio subsidiaries. |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| GROUP STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| PRINCIPAL RISKS AND UNCERTAINTIES |
| The directors set out the principal risks facing the business below. The risks outlined are as published in the financial statements for the year ended 31 December 2024 of the ultimate parent company Gamma Communications plc, however the directors of Enablex Group Limited also consider these to be applicable to this Group: |
| Existing routes to market and product strategy not aligned to changing customer buying behaviours and needs |
| Potential impact: |
| Gamma's inability to adapt to market changes in a timely manner could limit its opportunity to grow, as the business needs to have access to the largest possible proportion of its target audience for each of its key products and services. If new routes to market are not identified and executed successfully this could result in competitors gaining market share. Additionally, if Gamma fails to deliver against market demands, products are likely to become unattractive to existing and prospective customers resulting in lost revenue and market share. |
| Mitigating actions: |
| - Gamma continually assesses the effectiveness of its current routes to market: direct, indirect and digital. |
| - The Company also routinely assesses how customer buying behaviour is changing in its core markets. |
| - Gamma's product strategy is regularly assessed to diversify and/or rationalise Gamma's portfolio according to market demands. |
| - Gamma ensures that it maintains a two-way dialogue with its customers to understand their needs, primarily via direct customer and wholesale Channel Partner feedback processes. |
| Changes in the year: |
| Fibre adoption is steadily increasing across the UK, and we are continuing to provide customers with access to fibre connections and capability from a number of suppliers. Additionally, with the rapid shift from SIP to UCaaS, we are onboarding and offering Cisco's Collaboration software to partners and customers as an effective migration pathway. |
| The acquisition of Placetel, and post year end STARFACE, in Germany will enable us to expand our resale and digital direct capabilities. We have strengthened our investment in technology to support Channel Partners with an enhanced portal. This investment allows Channel Partners to access an increased range of products through easier navigation. |
| Opportunities: |
| The market for buying and selling communication services is changing and businesses are researching and procuring services in a wider range of ways. Gamma is well placed to respond rapidly to these changes, therefore improving customer acquisition rates and the value of each customer relationship. Gamma's ability to effectively migrate customers to next generation Cloud voice platforms and services will ensure Gamma strengthens its market position as a leading voice provider in the UK and Europe. |
| Slow responses to shifts in the competitive landscape, leading to a decline in market share |
| Potential impact |
| If the Company loses its competitive edge, in terms of product, pricing strategy and service development, then its plans for revenue growth and market position may be negatively impacted. This would be caused by the loss of its customers and a diluted addressable market. |
| Mitigating actions: |
| - Gamma consistently gathers market insight to ensure that its products, marketing and customer service are closely aligned to the evolution of market demands and adoption of relevant technologies. |
| - In addition, Gamma monitors the development of third-party products to ensure a fast follower approach when taking products to market. |
| - Gamma's build, buy or partner strategies are informed by its competitive position and strengths in key market segments. |
| Changes in the year: |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| GROUP STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Over the past year, Gamma has observed continued market consolidation alongside the convergence of UCaaS and CCaaS, driven by global technology giants investing in these solutions. This has included the early adoption of AI into their product offerings. Gamma responds to these types of market trends by continually testing the relevance of its own product portfolio within each market. |
| Opportunities: |
| Gamma's continued ability to select the right market segments to serve with its own products as well as distribute third-party products will widen its addressable market. |
| Over-reliance on any single supplier |
| Potential impact: |
| An over-reliance on any single supplier may result in missed opportunities where supplier market-led plans are misaligned with Gamma's core markets. Failure of key suppliers to perform may have an impact on the Company's ability to deliver products and services and its creditability in the business market. |
| Mitigating actions: |
| - Gamma reviews and adjusts the Company policy and plans regarding the diversification of its supply chain. |
| - The Company continues to carefully consider build, buy or partner strategies, reducing the risk of over-reliance on any one supplier. |
| - Ongoing supplier monitoring is in place, through regular performance reviews and adherence to service KPIs. |
| - Gamma utilises market intelligence to understand the competitive landscape and the intentions of strategic suppliers. |
| - Increased investment in portals to streamline the onboarding of new suppliers. Changes in the year Throughout 2024, Gamma has formed new supplier relationships to enhance its market opportunities across the UK and Europe. As a result, certain suppliers have become more strategically important. |
| Opportunities: |
| Continuing to leverage multiple longterm partnerships with suppliers in key product and technology is inherent in our business model. This will increase Gamma's addressable markets and geographical reach. |
| Inability to attract and retain talent |
| Potential impact: |
| Gamma is dependent on its employees to achieve its strategic priorities. Therefore, reliance is placed on the Group's ability to recruit, develop and retain employees. If the Group loses key people, this could have an impact on its ability to deliver business objectives. |
| Mitigating actions: |
| - Nurturing talent across Gamma remains a crucial part of its strategy and internal succession plans. |
| - Gamma conducts a regular review of remuneration packages (cash compensation, benefits and share schemes) to ensure they are competitive within the market place. |
| - Training and communication with employees as well as maintaining annual performance review processes which promote positive employee engagement. |
| - Employee satisfaction is measured biannually using an engagement survey. Anonymous feedback is collated which enables managers to act more swiftly to reinforce positive trends and tackle any negative sentiment. |
| Changes in the year: |
| Gamma has introduced a new online learning platform, offering employees access to live and on-demand courses to support their learning and development. Throughout the year, tailored training has also been provided to the SLT and line managers. Additionally, enrolment in our apprenticeship programme is ongoing, and we are preparing to launch a new mentoring programme to further enhance employee growth and support. |
| Opportunities: |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| GROUP STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| The growth of the Group has increased the opportunities for internal promotion and transfers which will enable Gamma to develop its workforce of the future. Over a quarter of all appointments during 2024 resulted from internal moves and promotions within Gamma. |
| Unplanned service disruption |
| Potential impact: |
| If any of Gamma's services are disrupted, and therefore unavailable to its customers, for any material length of time, it could result in loss of customer confidence. |
| Mitigating actions: |
| - Gamma has a comprehensive operational governance framework to manage the availability and performance of services. |
| - Business continuity planning and disaster recovery plans are established in critical areas. |
| - A 24/7 crisis response framework is utilised and regularly tested. |
| Changes in the year: |
| In 2024, business continuity and disaster recovery plans were expanded beyond the UK and introduced into our European countries, ensuring all subsidiaries have aligned business continuity and disaster controls in place. The Company continuously invests in enhancing and upgrading the infrastructure that supports its products and services, ensuring the implementation of resilient design. |
| Opportunities: |
| Continuing the programme of investment in Gamma's resilience and crisis management policies and processes will further differentiate Gamma in the business market. |
| Data loss and cyber attacks |
| Potential impact: |
| A major security incident could have a significant reputational impact and in some cases impact Gamma's commercial position. Potential fines could also be enforced if the Company were found to be in breach of its obligations relating to various regulations e.g. the Telecommunications Security Act ("TSA"), Network and Information Systems Security ("NIS2") or the General Data Protection Regulations ("GDPR"). Largescale and complex cyber attacks, such as ransomware attacks, may become more frequent and severe as hackers, data thieves and other threat actors are becoming increasingly sophisticated in using techniques and tools, including AI, that circumvent security controls, evade detection and remove forensic evidence. |
| Mitigating actions: |
| - Ongoing penetration testing and continuous compliance checks are extended across critical infrastructure. |
| - Integrated security behaviours training is in place and well adopted. |
| - Ongoing investment in Gamma's cyber security strategy will continue to advance threat detection and controls. |
| - Continual review of adherence to ISO 27001 and National Cyber Security Centre Essentials Plus schemes are in place within the Company. |
| - Gamma has representation on industry forums to stay aware of emerging threats. |
| Changes in the year: |
| Through partnerships with bigger companies with global brands and growth in the UK public sector, Gamma is becoming increasingly visible to malicious actors. Large-scale and complex cyber attacks, such as ransomware attacks, may increase in frequency and magnitude as hackers, data thieves and other threat actors are becoming increasingly sophisticated in using techniques and tools, including AI, that circumvent security controls, evade detection and remove forensic evidence. Gamma has continued to evolve its security control environment and governance structure at pace, investing in both personnel and technology to improve security in 2024. Gamma's standard security controls have matured to include routine and bespoke penetration testing; continuous compliance checks; and integrated security behaviours training, which is mandatory for all employees. In addition, the acquisition of Satisnet enhances our own internal capabilities in mitigating this risk. |
| Opportunities: |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| GROUP STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Continuing the evolution of Gamma's approach to security controls and embedding these in Gamma's day-today operations will allow the Company to continue to leverage its reputation as a robust and credible communications provider to the business market. Gamma uses Satisnet, our own cyber specialist company, as our first line Managed Security Service Provider ("MSSP") to enhance our security controls. |
| Legal and regulatory non-compliance in the telecommunications market |
| Potential impact: |
| The Company's activities can be impacted by the decisions of relevant legislative, regulatory or judicial bodies both domestically and in other non-UK territories within which it operates, the outcomes of which could put Gamma at a competitive disadvantage in its target markets. Legal and regulatory non-compliance could lead to significant reputational damage and resultant fines. |
| Mitigating actions: |
| - Ongoing monitoring of likely legislative or regulatory changes within each market is in place. |
| - Gamma engages with regulators as appropriate, lobbying where the impact of legislative changes could be of material consequence. |
| - When changes are identified, internal resource is aligned to ensure the impact is understood and controls required are applied. |
| - Training surrounding competition law and anti-competitive behaviour is provided to employees with roles where this risk may occur. |
| Changes in the year: |
| Work is ongoing to comply with new legislation and regulation, such as the NIS2 and Critical Entities Resilience ("CER") legislation in Europe. Additionally, Gamma has invested in a programme of work to respond to the impact of the TSA. |
| Opportunities: |
| Through the convergence of telecoms and ICT customer buying behaviours, there will be further opportunity for Gamma to establish strategic partnerships in adjacent markets where ICT companies are unable to fulfil all parts of a customer requirement. |
| Inability to maximise M&A opportunities |
| Potential impact: |
| If Gamma fails to identify, acquire and successfully integrate acquisitions the Company could fail to achieve its strategic goals. |
| Mitigating actions: |
| - Potential targets are constantly sought out and analysed by dedicated personnel to support key areas of Gamma's growth strategy. |
| - Critical reviews of M&A opportunities are undertaken against Gamma's return on investment hurdle rates, along with assessing their strategic value. |
| - Gamma applies specialist resource and third parties to conduct thorough due diligence, negotiation and contractual preparation. |
| - To ensure a cohesive integration Gamma also ensures that its Executive Committee responsibilities are aligned to any new acquisition to support the ongoing development and growth post-acquisition. |
| Changes in the year: |
| M&A remains an important part of Gamma's future growth plans in terms of extending its geographic reach, gaining further scale in existing markets and broadening its product offering. Three acquisitions were completed during 2024 and two post year-end, including larger deals, and Gamma integrated a number of previous acquisitions. Gamma continued to invest in its deal origination and execution capabilities and, with the help of external support, enhanced its approach to integration planning. |
| Opportunities: |
| Gamma's strong balance sheet and cash generation allows it to continue to complement the organic strategy through M&A, creating opportunities to swiftly expand into adjacent markets and achieve greater scale in current markets. |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| GROUP STRATEGIC REPORT |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| ON BEHALF OF THE BOARD: |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| REPORT OF THE DIRECTORS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| The directors present their report with the financial statements of the Company and the Group for the year ended 31 December 2024. |
| PRINCIPAL ACTIVITY |
| The principal activity of the Company Enablex Group Limited in the period under review was that of a holding company. |
| Enablex Group Limited is formed of five subsidiaries, the principal activities of which are identified below for the period under review. |
| Pragma Group Limited - Principal activity was that of a holding company. |
| Pragma Distribution Limited - Principal activity was that of telecommunications activities. |
| Candio Limited - Principal activity was that of telecommunications activities. |
| Techland Systems International Limited - Principal activity was that of other information technology services and communications. |
| Pragma Cloud Limited - Principal activity was that of a dormant company. |
| DIVIDENDS |
| For the period ended 31 December 2024, the Company has paid total dividends of £nil (2023: £362,373). |
| DIRECTORS |
| The directors shown below have held office during the whole of the period from 1 January 2024 to the date of this report. |
| Other changes in directors holding office are as follows: |
| DIRECTORS' AND OFFICERS' LIABILITY INSURANCE |
| The Company has, as permitted by s234 and 235 of the Companies Act 2006, maintained insurance cover on behalf of the Directors and Company Secretary indemnifying them against certain liabilities which may be incurred by them in relation to the Company. |
| STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS |
| So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the Group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the Group's auditors are aware of that information. |
| ON BEHALF OF THE BOARD: |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| STATEMENT OF DIRECTORS' RESPONSIBILITIES |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| The directors are responsible for preparing the Group Strategic Report, the Report of the Directors 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 UK-adopted international accounting standards. 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 Company and the Group 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; |
| - prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business. |
| The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's and the Group's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group 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 Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ENABLEX GROUP LIMITED |
| Opinion |
| We have audited the financial statements of Enablex Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2024 which comprise the Consolidated Statement of Profit or Loss and Other Comprehensive Income, the Consolidated Statement of Financial Position, the Company Statement of Financial Position, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity, the Consolidated Statement of Cash Flows and Notes to the Consolidated Statement of Cash Flows, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and International Financial Reporting Standards (IFRSs) as adopted by the UK. |
| In our opinion: |
| - the financial statements give a true and fair view of the state of the Group's and of the parent Company's affairs as at 31 December 2024 and of the Group's profit for the period then ended; |
| - the Group financial statements have been properly prepared in accordance with IFRSs as adopted by the UK; |
| - the parent Company financial statements have been properly prepared in accordance with IFRSs as adopted by the UK and as applied in accordance with the provisions of the Companies Act 2006; and |
| - the financial statements have been prepared in accordance with the requirements of the Companies Act 2006. |
| Basis for opinion |
| We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 the 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. |
| Other information |
| The directors are responsible for the other information. The other information comprises the information in the Group Strategic Report, the Report of the Directors and the Statement of Directors' Responsibilities, but does not include the financial statements and our Report of the Auditors thereon. |
| 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. |
| In connection with our audit of the financial statements, 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 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. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ENABLEX GROUP LIMITED |
| Opinions on other matters prescribed by the Companies Act 2006 |
| In our opinion, based on the work undertaken in the course of the audit: |
| - | the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and |
| - | the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements. |
| Matters on which we are required to report by exception |
| In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors. |
| We have nothing to report in respect of the following matters where 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 Statement of Directors' Responsibilities set out on page nine, 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 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 group's and 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 group or the parent company or to cease operations, or have no realistic alternative but to do so. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ENABLEX GROUP LIMITED |
| Auditors' 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 a Report of the Auditors 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. |
| The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: |
| Based on our understanding of the Company and industry, we identified that the principal risks of non-compliance with laws and regulations related to employment laws and indirect taxes, and we considered the extent to which non-compliance might have a material effect on the financial statements such as the Companies Act 2006. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting inappropriate journal entries to achieve desired financial results and the manipulation of exceptional items and management bias in accounting estimates. Audit procedures performed by the engagement team included, but were not limited to: |
| - enquiries with management including consideration of known or suspected instances of fraud and |
| non-compliance with laws and regulations and examining supporting calculations where a provision has been made in respect of these; |
| - reading key correspondence with regulatory authorities in relation to compliance with certain employment laws and indirect tax matters; |
| - understanding and evaluating the design and implementation of management's controls designed to prevent and detect irregularities; |
| - challenging assumptions and judgements made by management in their significant accounting estimates, in particular, in relation to accrued income cut off |
| - identifying and testing journal entries in particular and journal entries posted with unusual account combinations and postings by unusual users; |
| There are inherent limitations in the audit procedures described above and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we would become aware of it. Also, the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. |
| A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors. |
| REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF |
| ENABLEX GROUP LIMITED |
| Use of our report |
| This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed. |
| for and on behalf of |
| Statutory Auditor |
| 30 - 34 North Street |
| Hailsham |
| East Sussex |
| BN27 1DW |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Period |
| 1.10.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ |
| CONTINUING OPERATIONS |
| Revenue | 15,817,565 | 19,169,308 |
| Cost of sales | (10,592,408 | ) | (13,356,451 | ) |
| GROSS PROFIT | 5,225,157 | 5,812,857 |
| Other operating income | - | 18,089 |
| Administrative expenses | (4,112,149 | ) | (4,337,838 | ) |
| OPERATING PROFIT | 1,113,008 | 1,493,108 |
| Finance costs | 5 | (58 | ) | (1,391,031 | ) |
| Finance income | 5 | 7 | 1,422 |
| PROFIT BEFORE INCOME TAX | 6 | 1,112,957 | 103,499 |
| Income tax | 7 | (172,919 | ) | 14,877 |
| PROFIT FOR THE YEAR |
| OTHER COMPREHENSIVE |
| OTHER COMPREHENSIVE FOR THE YEAR, NET OF INCOME TAX |
- |
- |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR |
940,038 |
118,376 |
| Profit attributable to: |
| Owners of the parent | 940,038 | 118,376 |
| Total comprehensive income attributable to: |
| Owners of the parent | 940,038 | 118,376 |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| CONSOLIDATED STATEMENT OF FINANCIAL POSITION |
| 31 DECEMBER 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| ASSETS |
| NON-CURRENT ASSETS |
| Goodwill | 10 | 15,924,309 | 15,924,309 |
| Owned |
| Intangible assets | 11 | 3,724,641 | 2,545,721 |
| Property, plant and equipment | 12 | 112,192 | 166,681 |
| Right-of-use |
| Property, plant and equipment | 12, 21 | 194,040 | 264,600 |
| Investments | 13 | - | - |
| Deferred tax | 22 | 80,712 | - |
| 20,035,894 | 18,901,311 |
| CURRENT ASSETS |
| Inventories | 14 | 1,295,532 | 627,706 |
| Trade and other receivables | 15 | 3,346,223 | 3,697,479 |
| Tax receivable | 647,066 | 19,879 |
| Cash and cash equivalents | 16 | 2,230,444 | 902,659 |
| 7,519,265 | 5,247,723 |
| TOTAL ASSETS | 27,555,159 | 24,149,034 |
| EQUITY |
| SHAREHOLDERS' EQUITY |
| Called up share capital | 17 | 107,223 | 107,223 |
| Share premium | 18 | 7,158,728 | 7,158,728 |
| Other reserves | 18 | 7,783,212 | 7,783,212 |
| Retained earnings | 18 | 1,251,373 | 311,335 |
| TOTAL EQUITY | 16,300,536 | 15,360,498 |
| LIABILITIES |
| NON-CURRENT LIABILITIES |
| Financial liabilities - borrowings |
| Lease liabilities | 20, 21 | 106,313 | 194,906 |
| Deferred tax | 22 | - | 27,693 |
| 106,313 | 222,599 |
| CURRENT LIABILITIES |
| Trade and other payables | 19 | 10,194,364 | 8,495,062 |
| Financial liabilities - borrowings |
| Lease liabilities | 20, 21 | 70,875 | 70,875 |
| Tax payable | 883,071 | - |
| 11,148,310 | 8,565,937 |
| TOTAL LIABILITIES | 11,254,623 | 8,788,536 |
| TOTAL EQUITY AND LIABILITIES | 27,555,159 | 24,149,034 |
| The financial statements were approved by the Board of Directors and authorised for issue on 25 September 2025 and were signed on its behalf by: |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| CONSOLIDATED STATEMENT OF FINANCIAL POSITION - continued |
| 31 DECEMBER 2024 |
| P Maher - Director |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| COMPANY STATEMENT OF FINANCIAL POSITION |
| 31 DECEMBER 2024 |
| 2024 | 2023 |
| Notes | £ | £ |
| ASSETS |
| NON-CURRENT ASSETS |
| Goodwill | 10 |
| Owned |
| Intangible assets | 11 |
| Property, plant and equipment | 12 |
| Right-of-use |
| Property, plant and equipment | 12, 21 |
| Investments | 13 | 18,574,698 | 18,574,698 |
| Deferred tax | 22 |
| CURRENT ASSETS |
| Trade and other receivables | 15 |
| Tax receivable |
| Cash and cash equivalents | 16 |
| TOTAL ASSETS |
| EQUITY |
| SHAREHOLDERS' EQUITY |
| Called up share capital | 17 |
| Share premium | 18 |
| Other reserves | 18 |
| Retained earnings | 18 | ( |
) |
| TOTAL EQUITY |
| LIABILITIES |
| NON-CURRENT LIABILITIES |
| Financial liabilities - borrowings |
| Lease liabilities | 20, 21 |
| CURRENT LIABILITIES |
| Trade and other payables | 19 |
| Financial liabilities - borrowings |
| Lease liabilities | 20, 21 |
| TOTAL LIABILITIES |
| TOTAL EQUITY AND LIABILITIES |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| COMPANY STATEMENT OF FINANCIAL POSITION - continued |
| 31 DECEMBER 2024 |
| The financial statements were approved by the Board of Directors and authorised for issue on |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| CONSOLIDATED STATEMENT OF CHANGES IN EQUITY |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Called up |
| share | Retained | Share | Other | Total |
| capital | earnings | premium | reserves | equity |
| £ | £ | £ | £ | £ |
| Balance at 1 October 2022 | 100,000 | 555,332 | 6,996,500 | - | 7,651,832 |
| Changes in equity |
| Issue of share capital | 7,223 | - | 162,228 | - | 169,451 |
| Dividends | - | (362,373 | ) | - | - | (362,373 | ) |
| Total comprehensive income | - | 118,376 | - | 7,783,212 | 7,901,588 |
| Balance at 31 December 2023 | 107,223 | 311,335 | 7,158,728 | 7,783,212 | 15,360,498 |
| Changes in equity |
| Total comprehensive income | - | 940,038 | - | - | 940,038 |
| Balance at 31 December 2024 | 107,223 | 1,251,373 | 7,158,728 | 7,783,212 | 16,300,536 |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| COMPANY STATEMENT OF CHANGES IN EQUITY |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Called up |
| share | Retained | Share | Other | Total |
| capital | earnings | premium | reserves | equity |
| £ | £ | £ | £ | £ |
| Balance at 1 October 2022 |
| Changes in equity |
| Issue of share capital | - | - |
| Dividends | - | ( |
) | - | - | ( |
) |
| Total comprehensive income | - | - |
| Balance at 31 December 2023 |
| Changes in equity |
| Total comprehensive loss | - | ( |
) | - | ( |
) |
| Balance at 31 December 2024 | ( |
) |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| CONSOLIDATED STATEMENT OF CASH FLOWS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Period |
| 1.10.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| Notes | £ | £ |
| Cash flows from operating activities |
| Cash generated from operations | 1 | 3,243,336 | 5,944,327 |
| Interest paid | (58 | ) | (1,391,031 | ) |
| Tax paid | (25,440 | ) | (267,737 | ) |
| Net cash from operating activities | 3,217,838 | 4,285,559 |
| Cash flows from investing activities |
| Purchase of intangible fixed assets | (1,788,024 | ) | (2,759,517 | ) |
| Purchase of tangible fixed assets | (13,443 | ) | (104,575 | ) |
| Interest received | 7 | 1,422 |
| Net cash from investing activities | (1,801,460 | ) | (2,862,670 | ) |
| Cash flows from financing activities |
| Loan repayments in year | - | (8,784,000 | ) |
| Payment of lease liabilities | (88,593 | ) | (88,200 | ) |
| Amount withdrawn by directors | - | (6,783 | ) |
| Share issue | - | 7,223 |
| Share premium | - | 162,228 |
| Capital contribution from Gamma | - | 7,783,212 |
| Equity dividends paid | - | (362,373 | ) |
| Net cash from financing activities | (88,593 | ) | (1,288,693 | ) |
| Increase in cash and cash equivalents | 1,327,785 | 134,196 |
| Cash and cash equivalents at beginning of year |
2 |
902,659 |
768,463 |
| Cash and cash equivalents at end of year |
2 |
2,230,444 |
902,659 |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED STATEMENT OF CASH FLOWS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 1. | RECONCILIATION OF PROFIT BEFORE INCOME TAX TO CASH GENERATED FROM OPERATIONS |
| Period |
| 1.10.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Profit before income tax | 1,112,957 | 103,499 |
| Depreciation charges | 747,597 | 441,329 |
| Finance costs | 58 | 1,391,031 |
| Finance income | (7 | ) | (1,422 | ) |
| 1,860,605 | 1,934,437 |
| (Increase)/decrease in inventories | (667,826 | ) | 136,526 |
| Decrease/(increase) in trade and other receivables | 351,255 | (407,626 | ) |
| Increase in trade and other payables | 1,699,302 | 4,280,990 |
| Cash generated from operations | 3,243,336 | 5,944,327 |
| 2. | CASH AND CASH EQUIVALENTS |
| The amounts disclosed on the Statement of Cash Flows in respect of cash and cash equivalents are in respect of these Statement of Financial Position amounts: |
| Year ended 31 December 2024 |
| 31.12.24 | 1.1.24 |
| £ | £ |
| Cash and cash equivalents | 2,230,444 | 902,659 |
| Period ended 31 December 2023 |
| 31.12.23 | 1.10.22 |
| £ | £ |
| Cash and cash equivalents | 902,659 | 768,463 |
| Cash represents cash in and and deposits held on demand with financial institutions. Cash equivalents are short-term, highly liquid investments with original maturities of three months or less (as at their date of acquisition). Cash equivalents are readily convertible to known amounts of cash and subject to an insignificant risk of change in that cash value. |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 1. | STATUTORY INFORMATION |
| Enablex Group 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 General Information page. |
| 2. | STATUTORY INFORMATION |
| Enablex Group 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. |
| 3. | ACCOUNTING POLICIES |
| Basis of preparation |
| Revenue recognition |
| Revenue is generated from the three trading entities within the Group; Pragma Distribution Ltd, Techland Systems International Ltd and Candio Ltd. |
| Pragma Distribution Ltd: |
| Revenue represents the amounts (excluding VAT) derived from the sale of hardware, the provision of support and other communication services to its customer base. Licences are created for customers when contracts are entered into, and these are recognised at amortised cost in intangible assets. Revenue generated from these contracts is recognised as a contract liability, with it being released into the profit and loss account in the period to which it relates. |
| Techland Systems International Ltd: |
| Revenue represents the amounts (excluding VAT) derived from the sale of hardware, the provision of priority care and other communication services to its customer base. Contracts are entered into with customers and are invoiced in full upon approval, with amounts relating to later periods being recognised as a contract liability in the statement of financial position. |
| Candio Ltd: |
| Revenue represents the amounts (excluding VAT) derived from the provision of web and communication services to its customer base. Contracts are entered into with customers and are invoiced on a monthly basis, meaning no contract liability is to be recognised in relation to these contracts. |
| Cash and cash equivalents |
| Cash represents cash in hand and deposits held on demand with financial institutions. Cash equivalents are short-term, highly-liquid investments with original maturities of three months or less (as at their date of acquisition). Cash equivalents are readily convertible to known amounts of cash and subject to an insignificant risk of change in that cash value. |
| In the presentation of the Statement of Cash Flows, cash and cash equivalents also include bank overdrafts. Any such overdrafts are shown within borrowings under ‘current liabilities’ on the Statement of Financial Position. |
| Goodwill |
| Goodwill represents the excess of the fair value and directly attributable costs of the purchase consideration over the fair value of the identifiable net assets, liabilities and contingent liabilities acquired in respect of Pragma Group Ltd and Techland Systems International Ltd in 2022. In accordance with UK-adopted international accounting standard, goodwill is not amortised but tested annually for impairment. |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 3. | ACCOUNTING POLICIES - continued |
| Computer software intangible assets |
| Expenditure of computer software relates to Power BI Data Visualisation from Microsoft, aimed at collecting various sources of data from within an entity and bringing it into a useable format. Costs related to this are included in intangible assets at cost, and are amortised over three years straight line, as is the Group policy. |
| Property, plant and equipment |
| Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life, or if held under a finance lease, over the lease term, whichever is the shorter. |
| Property, plant and equipment is stated at costs less accumulated depreciation and any accumulated impairment losses. Costs comprise purchase price and any other directly attributable costs. There are no known unavoidable costs of dismantling or removing, and so there is no corresponding liability recognised in provisions for this. |
| Depreciation is calculated by charging equal annual instalments to the profit or loss at the following rates: |
| Category | Rate |
| Right-of-use assets | - Over term of lease |
| Plant and machinery | - 33% on cost and 20% on cost |
| Fixtures and fittings | - 20% on cost |
| Motor vehicles | - 25% on reducing balance |
| Computer equipment | - 33% on cost |
| The charge in respect of periodic depreciation is calculated after establishing an estimate of the asset's useful life and the expected residual value at the end of its life. The useful lives of Group assets are determined by management at the time the assets are acquired and reviewed annually for appropriateness. These lives are based on historical experience with similar assets. |
| The carrying amounts of property, plant and equipment are reviewed at each balance sheet date to determine whether there is any indication of impairment. An impairment loss is recognised when the carrying amount of an asset exceeds it's recoverable amount. |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 3. | ACCOUNTING POLICIES - continued |
| Financial instruments |
| The Group only enters into basic financial instruments transactions that result in the recognition of financial assets and liabilities like trade and other accounts receivable and payable, loans from banks and other third parties, and loans to related parties. |
| Debt instruments that are payable or receivable within one year, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received; other debt instruments are initially measured at present value of the future payments and subsequently at amortised cost using the effective interest method. |
| Financial assets that are measured at cost and amortised cost are assessed at the end of each reporting period for objective evidence of impairment. If objective evidence of impairment is found, an impairment loss is recognised in profit or loss. |
| Trade and other receivables that have fixed or determinable payments that are not quoted in an active market are classified as financial assets measured at amortised cost. Trade receivables do not contain significant financing components and therefore are initially recognised at their transaction price, and subsequently treated in line with other financial assets. |
| Cash and cash equivalents comprise cash in hand and deposits held at banks. |
| Financial assets and liabilities are offset and the net amount reported in the balance sheet only when there is an 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. |
| Trade and other payables are initially measured at fair value and subsequently measured at amortised cost. |
| Inventories |
| Inventories are stated at the lower of cost and net realisable value. Cost is determined using the first-in, first-out (FIFO) method. The cost of finished goods comprises only the cost to acquire them as there are no labour or other overhead costs associated with finished goods held by the entity. Net realisable value is the estimated selling price in the ordinary course of business, less applicable variable selling expenses. |
| Taxation |
| Current tax is the amount of income tax payable on the taxable profits arising in the year and prior years. Taxable profit differs from net profit as reported in the profit or loss because it excludes items of income or expense that are taxable or deductible in other years, it includes items that are tax deductible but do not affect net profit and it further excludes items that are never taxable or deductible. |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 3. | ACCOUNTING POLICIES - continued |
| Leases |
| Leased assets consist of rental property and cars where the Group has the right to control the identified asset. A right-of-use asset and corresponding lease liability are recognised at commencement of a lease. The right-of-use asset is measured at cost, which consists of the initial measurement of the lease liability, any initial direct costs and any dilapidation or restoration costs. The right-of-use asset is depreciated on a straight-line basis over the shorter of the lease term or the useful life of the underlying asset. The right-of-use asset is tested for impairment if there are any indicators of impairment. |
| The lease liability is measured at the present value of the lease payments, discounted at the Group's incremental borrowing rate. Lease payments included in the measurement of the lease liability comprise fixed or variable payments, amounts expected to be payable under the residual value guarantee and payments arising from options reasonably certain to be exercised. |
| Subsequently, the liability will be reduced for payments made and increased for the interest applied, and it is remeasured to reflect any reassessment or contract modifications. When the lease liability is remeasured, the corresponding adjustment is reflected in the right of use asset or in the Consolidated statement of profit or loss if the right-of-use asset is already reduced to zero. |
| Short-term leases of 12 months or less and leases of low value are expensed to the Consolidated statement of profit or loss. |
| Employee benefit costs |
| The Group operates a defined contribution pension scheme. Contributions payable to the Group's pension scheme are charged to the income statement in the period to which they relate. |
| Going concern |
| The financial statements have been prepared on a going concern basis. |
| The Group has generated a profit before tax in the period of £1,112,957. Given this, the Directors have assessed that the Group will be able to meet any liabilities as they fall due. |
| The Directors are therefore satisfied that the Group has adequate financial resources to continue in operational existence for the foreseeable future, being a period of at least 12 months from the date of this report. Accordingly, the going concern basis of accounting continues to be used in the preparation of the Annual Report for the period ended 31 December 2024. |
| 4. | EMPLOYEES AND DIRECTORS |
| Period |
| 1.10.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Wages and salaries | 2,092,733 | 2,421,881 |
| Social security costs | 239,686 | 291,377 |
| Other pension costs | 106,500 | 125,924 |
| 2,438,919 | 2,839,182 |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 4. | EMPLOYEES AND DIRECTORS - continued |
| The average number of employees during the year was as follows: |
| Period |
| 1.10.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| Employees | 40 | 45 |
| Directors | 1 | 2 |
| Period |
| 1.10.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Directors' remuneration | 216,711 | 30,000 |
| Information regarding the highest paid director for the year ended 31 December 2024 is as follows: |
| Year Ended |
| 31.12.24 |
| £ |
| Emoluments etc | 216,711 |
| 5. | NET FINANCE COSTS |
| Period |
| 1.10.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Finance income: |
| Deposit account interest | 7 | 1,422 |
| Finance costs: |
| Bank loan interest | 58 | 1,325,556 |
| Loan note interest | - | 65,475 |
| 58 | 1,391,031 |
| Net finance costs | 51 | 1,389,609 |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 6. | PROFIT BEFORE INCOME TAX |
| The profit before income tax is stated after charging/(crediting): |
Year Ended 31.12.24 |
Period 1.10.22 to 31.12.23 |
| £ | £ |
| Cost of inventories recognised as expense | 10,447,290 | 13,356,451 |
| Depreciation - owned assets | 59,616 | 86,825 |
| Depreciation - right-of-use assets | 70,560 | 88,200 |
| Licences amortisation | 569,061 | 222,847 |
| Computer software amortisation | 48,359 | 43,457 |
| Foreign exchange differences | (5,871 | ) | (3,398 | ) |
| 7. | INCOME TAX |
| Analysis of tax expense/(income) |
| Period |
| 1.10.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Current tax: |
| Tax | 294,406 | - |
| Prior year tax | (13,082 | ) | (1,884 | ) |
| Total current tax | 281,324 | (1,884 | ) |
| Deferred tax | (108,405 | ) | (12,993 | ) |
| Total tax expense/(income) in consolidated statement of profit or loss and other comprehensive income |
172,919 |
(14,877 |
) |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 7. | INCOME TAX - continued |
| Factors affecting the tax expense |
| The tax assessed for the year is lower than the standard rate of corporation tax in the UK. The difference is explained below: |
| Period |
| 1.10.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Profit before income tax | 1,112,957 | 103,499 |
| Profit multiplied by the standard rate of corporation tax in the UK of 25 % (2023 - 22.600 %) |
278,239 |
23,391 |
| Effects of: |
| Non deductible expenses | 5,711 | 345,020 |
| Depreciation in excess of capital allowances | 10,454 | 29,857 |
| Previous year tax | - | (1,885 | ) |
| loss adjustments |
| Previous period tax | (404,036 | ) | - |
| Deferred tax | (108,405 | ) | (12,993 | ) |
| Group relief | 390,956 | (398,267 | ) |
| Tax expense/(income) | 172,919 | (14,877 | ) |
| In the UK, from 1st April 2023 the main rate of corporation tax increased from 19% to 25% for companies generating a profit of more than £250,000. Therefore, there is effectively a marginal rate charged for the corporation tax of the Group this period. |
| 8. | LOSS OF PARENT COMPANY |
| As permitted by Section 408 of the Companies Act 2006, the statement of comprehensive income of the parent company is not presented as part of these financial statements. The parent company's loss for the financial year was £(218,162) (2023 - £269,049 profit). |
| 9. | DIVIDENDS |
| Period |
| 1.10.22 |
| Year Ended | to |
| 31.12.24 | 31.12.23 |
| £ | £ |
| Ordinary A shares of £1 each |
| Interim | - | 362,373 |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 10. | GOODWILL |
| Group |
| £ |
| COST |
| At 1 January 2024 |
| and 31 December 2024 | 15,924,309 |
| NET BOOK VALUE |
| At 31 December 2024 | 15,924,309 |
| At 31 December 2023 | 15,924,309 |
| The following information is in respect of the period ended 31 December 2023: |
| Group |
| £ |
| COST |
| At 1 October 2023 | 15,924,309 |
| and 31 December 2023 |
| NET BOOK VALUE |
| At 31 December 2023 | 15,924,309 |
| At 30 September 2023 | 15,924,309 |
| 11. | INTANGIBLE ASSETS |
| Group |
| Computer |
| Licences | software | Totals |
| £ | £ | £ |
| COST |
| At 1 January 2024 | 2,712,010 | 119,689 | 2,831,699 |
| Additions | 1,719,935 | 68,089 | 1,788,024 |
| Reclassification/transfer | - | 9,658 | 9,658 |
| At 31 December 2024 | 4,431,945 | 197,436 | 4,629,381 |
| AMORTISATION |
| At 1 January 2024 | 222,847 | 63,131 | 285,978 |
| Amortisation for year | 569,061 | 48,359 | 617,420 |
| Reclassification/transfer | - | 1,342 | 1,342 |
| At 31 December 2024 | 791,908 | 112,832 | 904,740 |
| NET BOOK VALUE |
| At 31 December 2024 | 3,640,037 | 84,604 | 3,724,641 |
| At 31 December 2023 | 2,489,163 | 56,558 | 2,545,721 |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 11. | INTANGIBLE ASSETS - continued |
| Group |
| The following information is in respect of the period ended 31 December 2023: |
| Group |
Licences |
Computer software |
Totals |
| £ | £ | £ |
| COST |
| At 1 October 2022 | - | 72,182 | 72,182 |
| Additions | 2,712,010 | 47,507 | 2,759,517 |
| At 31 December 2023 | 2,712,010 | 119,689 | 2,831,699 |
| AMORTISATION |
| At 1 October 2022 | - | 19,674 | 19,674 |
| Amortisation for period | 222,847 | 43,457 | 266,304 |
| At 31 December 2023 | 222,847 | 63,131 | 285,978 |
| NET BOOK VALUE |
| At 31 December 2023 | 2,489,163 | 56,558 | 2,545,721 |
| At 30 September 2022 | - | 52,508 | 52,508 |
| 12. | PROPERTY, PLANT AND EQUIPMENT |
| Group |
| Right of | Fixtures |
| use | Plant and | and |
| assets | machinery | fittings |
| £ | £ | £ |
| COST |
| At 1 January 2024 | 620,300 | 49,396 | 158,931 |
| Additions | - | 2,234 | 2,670 |
| Reclassification/transfer | - | - | - |
| At 31 December 2024 | 620,300 | 51,630 | 161,601 |
| DEPRECIATION |
| At 1 January 2024 | 355,700 | 28,505 | 57,004 |
| Charge for year | 70,560 | 10,295 | 27,098 |
| Reclassification/transfer | - | - | - |
| At 31 December 2024 | 426,260 | 38,800 | 84,102 |
| NET BOOK VALUE |
| At 31 December 2024 | 194,040 | 12,830 | 77,499 |
| At 31 December 2023 | 264,600 | 20,891 | 101,927 |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 12. | PROPERTY, PLANT AND EQUIPMENT - continued |
| Group |
| Motor | Computer |
| vehicles | equipment | Totals |
| £ | £ | £ |
| COST |
| At 1 January 2024 | 40,591 | 49,930 | 919,148 |
| Additions | - | 8,539 | 13,443 |
| Reclassification/transfer | - | (9,658 | ) | (9,658 | ) |
| At 31 December 2024 | 40,591 | 48,811 | 922,933 |
| DEPRECIATION |
| At 1 January 2024 | 18,121 | 28,537 | 487,867 |
| Charge for year | 11,597 | 10,626 | 130,176 |
| Reclassification/transfer | - | (1,342 | ) | (1,342 | ) |
| At 31 December 2024 | 29,718 | 37,821 | 616,701 |
| NET BOOK VALUE |
| At 31 December 2024 | 10,873 | 10,990 | 306,232 |
| At 31 December 2023 | 22,470 | 21,393 | 431,281 |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 12. | PROPERTY, PLANT AND EQUIPMENT - continued |
| Group |
| The following information is in respect of the period ended 31 December 2023: |
| Right of use assets |
Plant and machinery |
Fixtures and fittings |
| £ | £ | £ |
| COST |
| At 1 October 2022 | 535,000 | 48,490 | 158,751 |
| Additions | 85,300 | 906 | 180 |
| At 31 December 2023 | 620,300 | 49,396 | 158,931 |
| DEPRECIATION |
| At 1 October 2022 | 267,500 | 7,889 | 20,828 |
| Charge for period | 88,200 | 20,616 | 36,176 |
| At 31 December 2023 | 355,700 | 28,505 | 57,004 |
| NET BOOK VALUE |
| At 31 December 2023 | 264,600 | 20,891 | 101,927 |
| At 30 September 2022 | 267,500 | 40,601 | 137,923 |
| Motor vehicles |
Computer equipment |
Totals |
| £ | £ | £ |
| COST |
| At 1 October 2022 | 40,591 | 31,741 | 814,573 |
| Additions | - | 18,189 | 104,575 |
| At 31 December 2023 | 40,951 | 49,930 | 919,148 |
| DEPRECIATION |
| At 1 October 2022 | 6,765 | 9,860 | 312,842 |
| Charge for period | 11,356 | 18,677 | 175,025 |
| At 31 December 2023 | 18,121 | 28,537 | 487,867 |
| NET BOOK VALUE |
| At 31 December 2023 | 22,470 | 21,393 | 431,281 |
| At 30 September 2022 | 33,826 | 21,881 | 501,731 |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 12. | PROPERTY, PLANT AND EQUIPMENT - continued |
| Company |
| Right of |
| use |
| assets |
| £ |
| COST |
| At 1 January 2024 |
| and 31 December 2024 |
| DEPRECIATION |
| At 1 January 2024 |
| Charge for year |
| At 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 |
| At 31 December 2023 |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 13. | INVESTMENTS |
| Company |
| Shares in group undertakings |
| £ |
| COST |
| At 1 January 2024 | 18,574,698 |
| And 31 December 2024 |
| NET BOOK VALUE |
| At 31 December 2024 | 18,574,698 |
| At 31 December 2023 | 18,574,698 |
| The Group or the Company's investments at the Statement of Financial Position date in the share capital of companies include the following: |
| Subsidiaries |
| Pragma Group Limited |
| Registered office: The Scalpel, 18th Floor, 52 Lime Street, London, EC3M 7AF |
| Nature of business: Holding Company |
| % |
| Class of shares: | holding |
| Ordinary | 100.00 |
| Techland Systems International Limited |
| Registered office: The Scalpel, 18th Floor, 52 Lime Street, London, EC3M 7AF |
| Nature of business: Trading Company |
| % |
| Class of shares: | holding |
| Ordinary | 100.00 |
| The following information is in respect of the period ended 31 December 2023: |
| Company |
| Shares in group undertakings |
| £ |
| COST |
| At 1 October 2022 | 18,574,698 |
| And 31 December 2023 |
| NET BOOK VALUE |
| At 31 December 2023 | 18,574,698 |
| At 30 September 2022 | 18,574,698 |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 14. | INVENTORIES |
| Group |
| 2024 | 2023 |
| £ | £ |
| Stocks | 1,295,532 | 627,706 |
| 15. | TRADE AND OTHER RECEIVABLES |
| Group | Company |
| 2024 | 2023 | 2024 | 2023 |
| £ | £ | £ | £ |
| Current: |
| Trade debtors | 1,105,151 | 1,592,295 |
| Amounts owed by group undertakings | 8,749 | - |
| Other debtors | 814,973 | 763,587 | - | - |
| Called up share capital not paid | 100 | 100 |
| Prepayments | 1,417,250 | 1,341,497 |
| 3,346,223 | 3,697,479 |
| Amounts owed by group undertakings are interest free and repayable upon demand. |
| 16. | CASH AND CASH EQUIVALENTS |
| Group | Company |
| 2024 | 2023 | 2024 | 2023 |
| £ | £ | £ | £ |
| Cash in hand | 433 | 433 |
| Bank deposit account | 621 | 613 | - | - |
| Bank accounts | 2,229,390 | 901,613 |
| 2,230,444 | 902,659 |
| 17. | CALLED UP SHARE CAPITAL |
| 2024 | 2023 |
| £ | £ |
| £1 Ordinary Shares | 107,223 | 107,223 |
| 107,223 | 107,223 |
| 18. | RESERVES |
| Group |
| Retained | Share | Other |
| earnings | premium | reserves | Totals |
| £ | £ | £ | £ |
| At 1 January 2024 | 311,335 | 7,158,728 | 7,783,212 | 15,253,275 |
| Profit for the year | 940,038 | 940,038 |
| At 31 December 2024 | 1,251,373 | 7,158,728 | 7,783,212 | 16,193,313 |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 18. | RESERVES - continued |
| Retained | Share | Other |
| earnings | premium | reserves | Totals |
| £ | £ | £ | £ |
| At 1 October 2022 | 555,332 | 6,996,500 | - | 7,551,832 |
| Profit for the period | 118,376 | 118,376 |
| Dividends | (362,373 | ) | (362,373 | ) |
| Cash share issue | - | 162,228 | 7,783,212 | 7,945,440 |
| At 31 December 2023 | 311,335 | 7,158,728 | 7,783,212 | 15,253,275 |
| Company |
| Retained | Share | Other |
| earnings | premium | reserves | Totals |
| £ | £ | £ | £ |
| At 1 January 2024 | 14,942,401 |
| Deficit for the year | ( |
) | ( |
) |
| At 31 December 2024 | ( |
) | 14,724,239 |
| Retained | Share | Other |
| earnings | premium | reserves | Totals |
| £ | £ | £ | £ |
| At 1 October 2022 | 6,996,500 | 7,090,285 |
| Profit for the period |
| Dividends | ( |
) | ( |
) |
| Cash share issue | - | 162,228 | 7,783,212 | 7,945,440 |
| At 31 December 2023 | 7,158,728 | 14,942,401 |
| 19. | TRADE AND OTHER PAYABLES |
| Group | Company |
| 2024 | 2023 | 2024 | 2023 |
| £ | £ | £ | £ |
| Current: |
| Trade creditors | 1,922,314 | 3,440,763 |
| Amounts owed to group undertakings | 1,657,101 | - |
| Social security and other taxes | - | 108,391 |
| Workplace Pension Liability | - | 2,799 | - | - |
| Other creditors | 160,100 | 100 |
| Accruals and contract |
| liabilities | 5,993,391 | 4,523,210 | 187,094 | 33,197 |
| VAT | 461,458 | 419,799 | - | - |
| 10,194,364 | 8,495,062 |
| Amounts owed to group undertakings are interest free and repayable upon demand. |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 20. | FINANCIAL LIABILITIES - BORROWINGS |
| Group | Company |
| 2024 | 2023 | 2024 | 2023 |
| £ | £ | £ | £ |
| Current: |
| Leases (see note 21) | 70,875 | 70,875 | 70,875 | 70,875 |
| Non-current: |
| Leases (see note 21) | 106,313 | 194,906 | 106,313 | 194,906 |
| Terms and debt repayment schedule |
| Group |
| 1 year or |
| less | 1-2 years | 2-5 years | Totals |
| £ | £ | £ | £ |
| Leases | 70,875 | 70,875 | 35,438 | 177,188 |
| 21. | LEASING |
| Group |
| Right-of-use assets |
| Property, plant and equipment |
| 2024 | 2023 |
| £ | £ |
| COST |
| At 1 January 2024 | 620,300 | 535,000 |
| Additions | - | 85,300 |
| 620,300 | 620,300 |
| DEPRECIATION |
| At 1 January 2024 | 355,700 | 267,500 |
| Charge for year | 70,560 | 88,200 |
| 426,260 | 355,700 |
| NET BOOK VALUE | 194,040 | 264,600 |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| Company |
| Right-of-use assets |
| Property, plant and equipment |
| 2024 | 2023 |
| £ | £ |
| COST |
| At 1 January 2024 | 406,300 | - |
| Reclassification/transfer | - | 406,300 |
| 406,300 | 406,300 |
| DEPRECIATION |
| At 1 January 2024 | 141,700 | - |
| Charge for year | 70,560 | 17,640 |
| Reclassification/transfer | - | 124,060 |
| 212,260 | 141,700 |
| NET BOOK VALUE | 194,040 | 264,600 |
| Group |
| Lease liabilities |
| Minimum lease payments fall due as follows: |
| 2024 | 2023 |
| £ | £ |
| Gross obligations repayable: |
| Within one year | 75,503 | 75,219 |
| Between one and five years | 113,255 | 206,853 |
| 188,758 | 282,072 |
| Finance charges repayable: |
| Within one year | 4,628 | 4,344 |
| Between one and five years | 6,942 | 11,947 |
| 11,570 | 16,291 |
| Net obligations repayable: |
| Within one year | 70,875 | 70,875 |
| Between one and five years | 106,313 | 194,906 |
| 177,188 | 265,781 |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 21. | LEASING - continued |
| Company |
| Lease liabilities |
| Minimum lease payments fall due as follows: |
| 2024 | 2023 |
| £ | £ |
| Gross obligations repayable: |
| Within one year | 75,503 | 75,219 |
| Between one and five years | 113,255 | 206,853 |
| 188,758 | 282,072 |
| Finance charges repayable: |
| Within one year | 4,628 | 4,344 |
| Between one and five years | 6,942 | 11,947 |
| 11,570 | 16,291 |
| Net obligations repayable: |
| Within one year | 70,875 | 70,875 |
| Between one and five years | 106,313 | 194,906 |
| 177,188 | 265,781 |
| 22. | DEFERRED TAX |
| Group |
| 2024 | 2023 |
| £ | £ |
| Balance at 1 January | 27,693 | 40,686 |
| Charge for year | (108,405 | ) | (12,993 | ) |
| Balance at 31 December | (80,712 | ) | 27,693 |
| Company |
| 2024 | 2023 |
| £ | £ |
| Balance at 1 January | - | - |
| Charge for year | (110,233 | ) | - |
| Balance at 31 December | (110,233 | ) | - |
| 23. | RELATED PARTY DISCLOSURES |
| The Company has taken advantage of the exemption available within FRS101 'Reduced Disclosure Framework' to not disclose transactions with other members of the Group headed by Gamma Communications plc. The Company is a 95% owned subsidiary of Gamma Communications plc, the Ultimate Parent Company, and details of all related party transactions are disclosed within the Group accounts. |
| ENABLEX GROUP LIMITED (REGISTERED NUMBER: 13882052) |
| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - continued |
| FOR THE YEAR ENDED 31 DECEMBER 2024 |
| 24. | ULTIMATE CONTROLLING PARTY |
| The Company's (Enablex Group Ltd) immediate parent company is Gamma Telecoms Holdings Ltd, a company incorporated in England and Wales by virtue of its 95% shareholding. The Company's ultimate parent entity is Gamma Communications plc, a company incorporated in England and Wales. |
| The registered office of Gamma Communications plc is The Scalpel, 18th Floor, 52 Lime Street, London, EC3M 7AF. The financial statements of Gamma Communications plc are publicly available from Companies House, Crown Way, Cardiff, CF14 3UZ. |