Clear Dental Care (NI) Limited 31/01/2025 iXBRL

Company registration number: NI608872

Clear Dental Care (NI) Limited

Financial statements

31 January 2025

Clear Dental Care (NI) Limited

Contents

Directors and other information

Strategic report

Directors report

Independent auditor's report to the members

Statement of income and retained earnings

Statement of financial position

Statement of cash flows

Notes to the financial statements

Clear Dental Care (NI) Limited

Directors and other information


	Directors	Colin Johnston
		Mark Tosh


	Secretary	Robert Smyth


	Company number	NI608872


	Registered office	Block D
		17 Heron Road
		Belfast
		BT3 9LE


	Auditor	Hill Vellacott
		22 Great Victoria Street
		Belfast
		BT2 7BA




	Bankers	Santander
		Bridle Road
		Bootle
		Merseyside
		L30 4YD

Clear Dental Care (NI) Limited

Strategic report

Year ended 31 January 2025

Business review and position

The principal activity of the company is the operation of dental surgeries.

Results and performance

The results for the company are as set out on page 9 and 10 show a loss for the year of £302,372 and company shareholders' funds of £220,598.

Given the current economic climate, the directors are content with the performance for this current year and are optimistic as to future prospects.

Risk management

Effective risk management is a strategic imperative and is a key consideration when making future business decisions for the company.

The Board monitors potential business risks and endeavours to manage those risks through appropriate means including employee involvement, robust financial and business controls and policies. The directors feel the main financial risk is interest rates. The company has entered into floating rate loans and the directors are satisfied that this is adequate for the company.

Key Performance indicators (KPI's)

The company has the key performance indicators (KPI's) of increasing sales, gross margins and keeping overheads under control. The directors believe the company can meet the KPI's in the medium term.

This report was approved by the board of directors on 30 October 2025 and signed on behalf of the board by:

Colin Johnston

Director

Clear Dental Care (NI) Limited

Directors report

Year ended 31 January 2025

The directors present their report and the financial statements of the company for the year ended 31 January 2025.

Directors

The directors who served the company during the year were as follows:

Colin Johnston

Mark Tosh

Dividends

The directors do not recommend the payment of a dividend.

Future developments

The directors will continue to develop the business and will seek to take advantage of opportunities that arise in the future.

Financial instruments

Details of financial instruments are provided in the strategic report at page 2

Directors responsibilities statement

The directors are responsible for preparing the strategic report, directors report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and the profit or loss of the company for that period.

In preparing these financial statements, the directors are required to:

- select suitable accounting policies and then apply them consistently;

- make judgments and accounting estimates that are reasonable and prudent; and

- 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 transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Auditor

Each of the persons who is a director at the date of approval of this report confirms that:

- so far as they are aware, there is no relevant audit information of which the company's auditor is unaware; and - they have taken all steps that they ought to have taken as a director to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information.

The auditor is deemed to have been re-appointed in accordance with section 487 of the Companies Act 2006.

This report was approved by the board of directors on 30 October 2025 and signed on behalf of the board by:

Colin Johnston

Director

Clear Dental Care (NI) Limited

Independent auditor's report to the members of

Clear Dental Care (NI) Limited

Year ended 31 January 2025

Opinion

We have audited the financial statements of Clear Dental Care (NI) Limited (the 'company') for the year ended 31 January 2025 which comprise the statement of income and retained earnings, statement of financial position, statement of cash flows and 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 United Kingdom Accounting Standards, including FRS 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice). In our opinion, the financial statements: - give a true and fair view of the state of the company's affairs as at 31 January 2025 and of its loss for the year then ended; - have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and - have been prepared in accordance with the requirements of the Companies Act 2006.

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 auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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 other information comprises the information included in the annual report, other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information. 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 there is a material misstatement in the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of the audit:

- the information given in the strategic report and the directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- the strategic report and the directors' report has 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report. We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion: - adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or - the financial statements are not in agreement with the accounting records and the returns; or - certain disclosures of directors' remuneration specified by law are not made; or - we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the 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 company or to cease operations, or have no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below: Our approach was as follows:We obtained an understanding of the legal and regulatory frameworks that are applicable to the entity and determined that the most significant are those that relate to the Companies Act 2006 and compliance with FRS102 and laws and regulations concerned with UK government COVID-19 support schemes; and we assessed the risks of material misstatement in respect of fraud with the consideration of the company's own assessment of the risks that irregularities may occur either because of fraud or error; the results of our enquiries of management about their own identification and assessment of the risks of irregularities; any matters we identified having obtained and reviewed the company's documentation of their policies and procedures relating to identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance; detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud; the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations; and the matters discussed among the audit engagement team regarding how and where fraud might occur in the financial statements and any potential indicators of fraud.Based on the results of our risk assessment we designed our audit procedures to identify non-compliance with such laws and regulations identified above, we considered the opportunities and incentives that may exist within the organisation for fraud and identified the greatest potential for fraud in the areas in which management is required to exercise significant judgment, such as disclosure of adjusting items. In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override; we also obtained an understanding of the legal and regulatory framework that the company operates in, focusing on provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context included UK Companies Act and tax legislation; and in addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance with which may be fundamental to the company's ability to operate or to avoid a material penalty. These included data protection, employment and health and safety regulations.Audit procedures designed to respond to the risks of fraud:We considered the risk of fraud through management override and, in response, we incorporated testing of manual journal entries into our audit approach. We considered the risk of fraud through transactions outside the normal course of transactions by noting anything that was unusual in nature or size and enquired about such transaction to gain an understanding of their nature; based on the results of our risk assessment we designed our audit procedures to identify and to address material misstatements in relation to fraud and other irregularities; extent of audit procedures; and we evaluated the selection and application of accounting policies by the company, particularly those related to subjective measurements and complex transactions, that may be indicative of fraudulent financial reporting. As part of an audit in accordance with ISAs (UK), we exercise professional judgment and maintain professional scepticism throughout the audit. we also: - Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. - Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control. - Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. - Conclude on the appropriateness of the directors use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the company to cease to continue as a going concern. - Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

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 an auditors report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Conor McCaffrey ACA (Senior Statutory Auditor)

For and on behalf of

Hill Vellacott

Chartered Accountants and Statutory Auditor

22 Great Victoria Street

Belfast

BT2 7BA

30 October 2025

Clear Dental Care (NI) Limited

Statement of income and retained earnings

Year ended 31 January 2025

		2025	2024
	Note	£	£


Turnover	4	11,431,432	10,232,295
Cost of sales		( 1,255,433)	( 1,098,943)
		_______	_______
Gross profit		10,175,999	9,133,352

Administrative expenses		( 10,423,667)	( 9,052,357)
Other operating income	5	14,350	8,533
		_______	_______
Operating (loss)/profit	6	( 233,318)	89,528

Other interest receivable and similar income	8	-	3,324
Interest payable and similar expenses	9	( 174,832)	( 346,733)
Loss before taxation		( 408,150)	( 253,881)

Tax on loss	10	105,778	( 157,102)
		_______	_______
Loss for the financial year and total comprehensive income		( 302,372)	( 410,983)
		_______	_______

Retained earnings at the start of the year		522,870	933,853
		_______	_______
Retained earnings at the end of the year		220,498	522,870
		_______	_______

All the activities of the company are from continuing operations.

Clear Dental Care (NI) Limited

Statement of financial position

31 January 2025

		2025		2024
	Note	£	£	£	£

Fixed assets
Intangible assets	11	3,311,775		3,943,267
Tangible assets	12	3,180,402		3,232,765
Investments	13	3		3
		_______		_______
			6,492,180		7,176,035

Current assets
Stocks	14	154,200		154,200
Debtors	15	3,706,390		3,922,340
Cash at bank and in hand		56,787		63,868
		_______		_______
		3,917,377		4,140,408
Creditors: amounts falling due
within one year	17	( 6,481,515)		( 7,420,879)
		_______		_______
Net current liabilities			( 2,564,138)		( 3,280,471)
			_______		_______
Total assets less current liabilities			3,928,042		3,895,564

Creditors: amounts falling due
after more than one year	18		( 3,670,475)		( 3,226,996)

Provisions for liabilities	20		( 36,969)		( 145,598)

			_______		_______
Net assets			220,598		522,970
			_______		_______

Capital and reserves
Called up share capital	24		100		100
Profit and loss account	25		220,498		522,870
			_______		_______
Shareholders funds			220,598		522,970
			_______		_______

These financial statements were approved by the board of directors and authorised for issue on 30 October 2025 , and are signed on behalf of the board by:

Colin Johnston

Director

Company registration number: NI608872

Clear Dental Care (NI) Limited

Statement of cash flows

Year ended 31 January 2025

		2025	2024
	Note	£	£

Cash flows from operating activities
Loss for the financial year		( 302,372)	( 410,983)

Adjustments for:
Depreciation of tangible assets		517,172	428,611
Amortisation of intangible assets		631,493	680,291
Government grant income		-	( 53)
Other interest receivable and similar income		-	( 3,324)
Interest payable and similar expenses		174,832	346,733
Gain/(loss) on disposal of tangible assets		775	-
Tax on loss		( 105,778)	157,102
Accrued expenses/(income)		202,440	( 348,404)

Changes in:
Stocks		-	( 67,800)
Trade and other debtors		84,420	( 249,475)
Trade and other creditors		676,443	849,469
		_______	_______
Cash generated from operations		1,879,425	1,382,167

Interest paid		( 174,832)	( 346,733)
Interest received		-	3,324
Tax paid		( 38,330)	( 36,087)
		_______	_______
Net cash from operating activities		1,666,263	1,002,671
		_______	_______

Cash flows from investing activities
Purchase of tangible assets		( 465,585)	( 463,094)
Purchase of intangible assets		-	( 2,294)
		_______	_______
Net cash used in investing activities		( 465,585)	( 465,388)
		_______	_______

Cash flows from financing activities
Proceeds from borrowings		( 1,115,193)	-
Repayments of borrowings		-	( 623,250)
Government grant income		-	53
Payment of finance lease liabilities		140,638	( 103,291)
		_______	_______
Net cash used in financing activities		( 974,555)	( 726,488)
		_______	_______

Net increase/(decrease) in cash and cash equivalents		226,123	( 189,205)
Cash and cash equivalents at beginning of year	16	(169,336)	19,869
		_______	_______
Cash and cash equivalents at end of year	16	56,787	( 169,336)
		_______	_______

Clear Dental Care (NI) Limited

Notes to the financial statements

Year ended 31 January 2025

1. General information

The company is a private company limited by shares, registered in Northern Ireland. The address of the registered office is Block D, 17 Heron Road, Belfast, BT3 9LE. The principle activity of the company is the provision of dental services .

2. Statement of compliance

These financial statements have been prepared in compliance with FRS 102, 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'.

3. Accounting policies

Basis of preparation

The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss.

The financial statements are prepared in sterling, which is the functional currency of the entity.

Judgements and key sources of estimation uncertainty

Estimates and judgements are required when applying accounting policies. These are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.The company makes estimates and assumptions concerning the future, which can involve a high degree of judgement or complexity. The resulting accounting estimates will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are addressed below:Value of goodwillGoodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Where a reliable estimate of the useful life cannot be made, the life is presumed not to exceed ten years.

Turnover

Turnover is measured at the fair value of the consideration received or receivable for goods supplied and services rendered, net of discounts and Value Added Tax.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership have transferred to the buyer (usually on despatch of the goods); the amount of revenue can be measured reliably; it is probable that the associated economic benefits will flow to the entity; and the costs incurred or to be incurred in respect of the transactions can be measured reliably.

Taxation

The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in the statement of comprehensive income, except to the extent that it relates to items recognised in other comprehensive income or directly in capital and reserves. In this case, tax is recognised in other comprehensive income or directly in capital and reserves, respectively. Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.

Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.

Goodwill

Goodwill arises on business acquisitions and represents the excess of the cost of the acquisition over the company's interest in the net amount of the identifiable assets, liabilities and contingent liabilities of the acquired business. Goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. It is amortised on a straight line basis over its useful life. Where a reliable estimate of the useful life of goodwill or intangible assets cannot be made, the life is presumed not to exceed ten years.

Amortisation

Amortisation is calculated so as to write off the cost of an asset, less its estimated residual value, over the useful life of that asset as follows:


Goodwill	-	10 years

If there is an indication that there has been a significant change in amortisation rate, useful life or residual value of an intangible asset, the amortisation is revised prospectively to reflect the new estimates.

Tangible assets

tangible assets are initially recorded at cost, and are subsequently stated at cost less any accumulated depreciation and impairment losses. Any tangible assets carried at revalued amounts are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses. An increase in the carrying amount of an asset as a result of a revaluation, is recognised in other comprehensive income and accumulated in capital and reserves, except to the extent it reverses a revaluation decrease of the same asset previously recognised in profit or loss. A decrease in the carrying amount of an asset as a result of revaluation is recognised in other comprehensive income to the extent of any previously recognised revaluation increase accumulated in capital and reserves in respect of that asset. Where a revaluation decrease exceeds the accumulated revaluation gains accumulated in capital and reserves in respect of that asset, the excess shall be recognised in profit or loss.

Depreciation

Depreciation is calculated so as to write off the cost or valuation of an asset, less its residual value, over the useful economic life of that asset as follows:


Plant and machinery	-	25 %	straight line
Fittings fixtures and equipment	-	25 %	straight line
Motor vehicles	-	25 %	straight line
Computer Equipment	-	33.33 %	straight line

If there is an indication that there has been a significant change in depreciation rate, useful life or residual value of tangible assets, the depreciation is revised prospectively to reflect the new estimates.

Fixed asset investments

Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses. Listed investments are measured at fair value with changes in fair value being recognised in profit or loss.

Impairment

A review for indicators of impairment is carried out at each reporting date, with the recoverable amount being estimated where such indicators exist. Where the carrying value exceeds the recoverable amount, the asset is impaired accordingly. Prior impairments are also reviewed for possible reversal at each reporting date. When it is not possible to estimate the recoverable amount of an individual asset, an estimate is made of the recoverable amount of the cash-generating unit to which the asset belongs. The cash-generating unit is the smallest identifiable group of assets that includes the asset and generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets. For impairment testing of goodwill, the goodwill acquired in a business combination is, from the acquisition date, allocated to each of the cash-generating units that are expected to benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the company are assigned to those units.

Stocks

Stocks are measured at the lower of cost and estimated selling price less costs to complete and sell. Cost includes all costs of purchase, costs of conversion and other costs incurred in bringing the stocks to their present location and condition.

Hire purchase and finance leases

Assets held under finance leases are recognised in the statement of financial position as assets and liabilities at the lower of the fair value of the assets and the present value of the minimum lease payments, which is determined at the inception of the lease term. Any initial direct costs of the lease are added to the amount recognised as an asset. Lease payments are apportioned between the finance charges and reduction of the outstanding lease liability using the effective interest method. Finance charges are allocated to each period so as to produce a constant rate of interest on the remaining balance of the liability.

Government grants

Government grants are recognised at the fair value of the asset received or receivable. Grants are not recognised until there is reasonable assurance that the company will comply with the conditions attaching to them and the grants will be received. Government grants are recognised using the accrual model and the performance model. Under the accrual model, government grants relating to revenue are recognised on a systematic basis over the periods in which the company recognises the related costs for which the grant is intended to compensate. Grants that are receivable as compensation for expenses or losses already incurred or for the purpose of giving immediate financial support to the entity with no future related costs are recognised in income in the period in which it becomes receivable. Grants relating to assets are recognised in income on a systematic basis over the expected useful life of the asset. Where part of a grant relating to an asset is deferred, it is recognised as deferred income and not deducted from the carrying amount of the asset. Under the performance model, where the grant does not impose specified future performance-related conditions on the recipient, it is recognised in income when the grant proceeds are received or receivable. Where the grant does impose specified future performance-related conditions on the recipient, it is recognised in income only when the performance-related conditions have been met. Where grants received are prior to satisfying the revenue recognition criteria, they are recognised as a liability.

Provisions

Provisions are recognised when the entity has an obligation at the reporting date as a result of a past event; it is probable that the entity will be required to transfer economic benefits in settlement and the amount of the obligation can be estimated reliably. Provisions are recognised as a liability in the statement of financial position and the amount of the provision as an expense. Provisions are initially measured at the best estimate of the amount required to settle the obligation at the reporting date and subsequently reviewed at each reporting date and adjusted to reflect the current best estimate of the amount that would be required to settle the obligation. Any adjustments to the amounts previously recognised are recognised in profit or loss unless the provision was originally recognised as part of the cost of an asset. When a provision is measured at the present value of the amount expected to be required to settle the obligation, the unwinding of the discount is recognised in finance costs in profit or loss in the period it arises.

Financial instruments

A financial asset or a financial liability is recognised only when the company becomes a party to the contractual provisions of the instrument. Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Debt instruments are subsequently measured at amortised cost. Where investments in non-convertible preference shares and non-puttable ordinary shares or preference shares are publicly traded or their fair value can otherwise be measured reliably, the investment is subsequently measured at fair value with changes in fair value recognised in profit or loss. All other such investments are subsequently measured at cost less impairment. Other financial instruments, including derivatives, are initially recognised at fair value, unless payment for an asset is deferred beyond normal business terms or financed at a rate of interest that is not a market rate, in which case the asset is measured at the present value of the future payments discounted at a market rate of interest for a similar debt instrument. Other financial instruments are subsequently measured at fair value, with any changes recognised in profit or loss, with the exception of hedging instruments in a designated hedging relationship.

Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately. For all equity instruments regardless of significance, and other financial assets that are individually significant, these are assessed individually for impairment. Other financial assets or either assessed individually or grouped on the basis of similar credit risk characteristics. Any reversals of impairment are recognised in profit or loss immediately, to the extent that the reversal does not result in a carrying amount of the financial asset that exceeds what the carrying amount would have been had the impairment not previously been recognised.

Defined contribution plans

Contributions to defined contribution plans are recognised as an expense in the period in which the related service is provided. Prepaid contributions are recognised as an asset to the extent that the prepayment will lead to a reduction in future payments or a cash refund. When contributions are not expected to be settled wholly within 12 months of the end of the reporting date in which the employees render the related service, the liability is measured on a discounted present value basis. The unwinding of the discount is recognised in finance costs in profit or loss in the period in which it arises.

4. Turnover

The whole of the turnover is attributable to the principal activity of the company wholly undertaken in the United Kingdom.

5. Other operating income

	2025	2024
	£	£
Rental income	14,350	8,480
Government grant income	-	53
	_______	_______
	14,350	8,533
	_______	_______

6. Operating loss

Operating loss is stated after charging/(crediting):

	2025	2024
	£	£
Amortisation of intangible assets	631,493	680,291
Depreciation of tangible assets	517,172	428,611
(Gain)/loss on disposal of tangible assets	775	-
Fees payable for the audit of the financial statements	10,000	7,000
	_______	_______

7. Staff costs

The average number of persons employed by the company during the year, including the directors, amounted to:

	2025	2024
Dental staff	144	139
Management	7	6
	_______	_______
	151	145
	_______	_______

The aggregate payroll costs incurred during the year were:

	2025	2024
	£	£
Wages and salaries	2,717,051	2,504,595
Social security costs	192,063	164,699
Other pension costs	47,897	40,591
	_______	_______
	2,957,011	2,709,885
	_______	_______

8. Other interest receivable and similar income

	2025	2024
	£	£
Loans and receivables	-	3,324
	_______	_______

9. Interest payable and similar expenses

		2025	2024
		£	£
Bank loans and overdrafts		245,530	306,481
Loans from group undertakings		( 97,890)	9,000
Other loans made to the company:
	Finance leases and hire purchase contracts	25,265	10,979
Other interest payable and similar expenses		1,927	20,273
		_______	_______
		174,832	346,733
		_______	_______

10. Tax on loss

Major components of tax income/expense

	2025	2024
	£	£
Current tax:
UK current tax expense	96,960	104,856
Adjustments in respect of previous periods	( 94,109)	-
	_______	_______

Deferred tax:
Origination and reversal of timing differences	( 108,629)	52,246
	_______	_______
Tax on loss	( 105,778)	157,102
	_______	_______

Reconciliation of tax income/expense

The tax assessed on the loss for the year is lower than (2024:) the standard rate of corporation tax in the UK of 25.00 % (2024: 25.00%).

	2025	2024
	£	£
Loss before taxation	( 408,150)	( 253,881)
	_______	_______

Loss multiplied by rate of tax	( 102,038)	( 63,470)
Adjustments in respect of prior periods	( 94,109)	-
Effect of expenses not deductible for tax purposes	64	( 149)
Effect of capital allowances and depreciation	198,934	226,866
Effect of different UK tax rates on some earnings	-	(58,391)
Deferred Tax	( 108,629)	52,246
	_______	_______
Tax on loss	( 105,778)	157,102
	_______	_______

11. Intangible assets

	Goodwill	Total
	£	£
Cost
At 1 February 2024 and 31 January 2025	7,023,700	7,023,700
	_______	_______
Amortisation
At 1 February 2024	3,080,432	3,080,432
Charge for the year	631,493	631,493
	_______	_______
At 31 January 2025	3,711,925	3,711,925
	_______	_______
Carrying amount
At 31 January 2025	3,311,775	3,311,775
	_______	_______
At 31 January 2024	3,943,268	3,943,268
	_______	_______

12. Tangible assets

	Freehold property	Long leasehold property	Plant and machinery	Fixtures, fittings and equipment	Motor vehicles	Computer equipment	Total
	£	£	£	£	£	£	£
Cost
At 1 February 2024	2,054,832	330,040	1,245,631	790,509	125,511	163,128	4,709,651
Additions	157,680	-	229,291	66,166	-	12,448	465,585
Disposals	-	-	( 600)	( 510)	-	-	( 1,110)
	_______	_______	_______	_______	_______	_______	_______
At 31 January 2025	2,212,512	330,040	1,474,322	856,165	125,511	175,576	5,174,126
	_______	_______	_______	_______	_______	_______	_______
Depreciation
At 1 February 2024	93,934	35,316	642,250	485,417	101,281	118,689	1,476,887
Charge for the year	49,594	16,539	269,373	132,048	24,230	25,388	517,172
Disposals	-	-	( 207)	( 128)	-	-	( 335)
	_______	_______	_______	_______	_______	_______	_______
At 31 January 2025	143,528	51,855	911,416	617,337	125,511	144,077	1,993,724
	_______	_______	_______	_______	_______	_______	_______
Carrying amount
At 31 January 2025	2,068,984	278,185	562,906	238,828	-	31,499	3,180,402
	_______	_______	_______	_______	_______	_______	_______
At 31 January 2024	1,960,898	294,724	603,381	305,092	24,230	44,439	3,232,764
	_______	_______	_______	_______	_______	_______	_______

13. Investments

	Shares in group undertakings	Total
	£	£
Cost
At 1 February 2024 and 31 January 2025	3	3
	_______	_______
Impairment
At 1 February 2024 and 31 January 2025	-	-
	_______	_______
Carrying amount
At 31 January 2025	3	3
	_______	_______
At 31 January 2024	3	3
	_______	_______

Investments in group undertakings
	Registered office	Class of share	Percentage of shares held
Subsidiary undertakings
Clear Dental Care (Lurgan) Limited	Block D, 17 Heron Road, Belfast, BT3 9LE	Ordinary	100

Expedia Capital (Banbridge) Limited	Block D, 17 Heron Road, Belfast, BT3 9LE	Ordinary	100

14. Stocks

	2025	2024
	£	£
Finished goods	154,200	154,200
	_______	_______

15. Debtors

	2025	2024
	£	£
Trade debtors	40,286	46,886
Called up share capital not paid	-	100
Prepayments and accrued income	688,906	816,864
Other debtors	2,977,198	3,058,490
	_______	_______
	3,706,390	3,922,340
	_______	_______

16. Cash and cash equivalents

	2025	2024
	£	£
Cash at bank and in hand	56,787	63,868
Bank overdrafts	-	( 233,204)
	_______	_______
	56,787	( 169,336)
	_______	_______

17. Creditors: amounts falling due within one year

	2025	2024
	£	£
Bank loans and overdrafts	179,918	1,925,361
Trade creditors	430,506	301,262
Accruals and deferred income	189,257	118,347
Corporation tax	242,426	277,905
Social security and other taxes	79,007	193,908
Obligations under finance leases	143,113	48,908
Director loan accounts	163,114	163,114
Other creditors	5,054,174	4,392,074
	_______	_______
	6,481,515	7,420,879
	_______	_______

The bank overdraft and loans are secured a fixed charge over land & properties at 29, 31 & 33 Fountain Place Ballymena and 434 Lisburn Rd Belfast.

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

	2025	2024
	£	£
Bank loans and overdrafts	2,649,334	2,252,288
Obligations under finance leases	221,641	175,208
Other creditors	799,500	799,500
	_______	_______
	3,670,475	3,226,996
	_______	_______

19. Obligations under finance leases

Company lessee

The total future minimum lease payments under finance lease agreements are as follows:

	2025	2024
	£	£
Not later than 1 year	143,113	48,908
Later than 1 year and not later than 5 years	221,641	175,208
	_______	_______
	364,754	224,116
	_______	_______
Present value of minimum lease payments	364,754	224,116
	_______	_______

20. Provisions

	Deferred tax (note 21)	Total
	£	£
At 1 February 2024	145,598	145,598
Additions	( 108,629)	( 108,629)
	_______	_______
At 31 January 2025	36,969	36,969
	_______	_______

21. Deferred tax

The deferred tax included in the statement of financial position is as follows:

	2025	2024
	£	£
Included in provisions (note 20)	36,969	145,598
	_______	_______

The deferred tax account consists of the tax effect of timing differences in respect of:

	2025	2024
	£	£
Accelerated capital allowances	145,598	145,598
	_______	_______

22. Employee benefits

The amount recognised in profit or loss in relation to defined contribution plans was £ 47,897 (2024: £ 40,591 ).

23. Government grants

The amounts recognised in the financial statements for government grants are as follows:

	2025	2024
	£	£
Recognised in other operating income:
Government grants recognised directly in income	-	53
	_______	_______

24. Called up share capital

Issued, called up and fully paid

	2025		2024
	No	£	No	£
Ordinary shares shares of £ 1.00 each	100	100	100	100
	_______	_______	_______	_______

25. Reserves

Profit and loss account:This reserve records retained earnings and accumulated losses.

26. Analysis of changes in net debt

	At 1 February 2024	Cash flows	Other changes	At 31 January 2025
	£	£	£	£
Cash and cash equivalents	63,868	(7,081)	-	56,787
Bank overdrafts	(233,204)	233,204	-	-
Debt due within one year	(1,904,179)	1,634,793	(216,759)	(486,145)
Debt due after one year	(3,226,996)	(216,759)	216,759	(3,226,996)
	_______	_______	_______	_______
	( 5,300,511)	1,644,157	-	( 3,656,354)
	_______	_______	_______	_______

27. Charge on assets

Santander UK PLC has a fixed charge and negative pledge over land and premises of the company.

28. Limitation of auditors liability

The company has entered into a liability limitation agreement with the company's auditor which was approved on 04 September 2025. The principal terms of the agreement are that the auditor's liability is limited to a multiple of the audit fee issued and paid for the year, but the multiple cannot be less than such amount as is fair and reasonable.

29. Directors advances, credits and guarantees

	Balance brought forward and o/standing	Balance brought forward and o/standing
	2025	2024
	£	£
Colin Johnston	163,114	163,114
Mark Tosh	66,000	66,000
	_______	_______
	97,114	97,114
	_______	_______

The loans from the directors were unsecured, interest free and repayable upon demand.

30. Related party transactions

Clear Dental Care (NI) Limited is connected to related parties by virtue of common control from the directors.At the balance sheet date, the amount owed to Clear Dental Care (NI) Limited from related parties was £2,745,238 (2024: £2.818,585).At the balance sheet date, the amount owed by Clear Dental Care (NI) Limited to related parties was £5,043,555 (2024: £4,381,388).All related party balances are unsecured and repayable upon demand.