REGISTERED NUMBER: 04716956 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements

for the Year Ended 31 March 2025

for

Return On Investment Ltd

Page

Company Information

1

Strategic Report

2

Report of the Directors

6

Report of the Independent Auditors

8

Income Statement

11

Other Comprehensive Income

12

Balance Sheet

13

Statement of Changes in Equity

14

Notes to the Financial Statements

15

DIRECTORS:

N J Sandiford

S Robinson

REGISTERED OFFICE:

Pepper House

Market Street

Nantwich

Cheshire

CW5 5DQ

REGISTERED NUMBER:

04716956 (England and Wales)

AUDITORS:

Bennett Brooks & Co Limited

Chartered Accountants

& Statutory Auditors

St George's Court

Winnington Avenue

Northwich

Cheshire

CW8 4EE

The directors present their strategic report for the year ended 31 March 2025.

REVIEW OF BUSINESS

Return on Investment Ltd (ROI) exists to help automotive original equipment manufacturers (OEMs) and leasing companies increase sales, reduce costs, and accelerate their digital transformation. We do this by delivering solutions that blend technology, digital marketing, AI-enabled services and business intelligence.

We currently support more than 30 automotive OEM brands and seven of the top leasing providers, primarily in the UK, with a growing footprint across Europe.

Our defining purpose has always been simple: to be a company people love to work for. This shapes our culture and drives us to put employees' best interests at the heart of our decisions. In turn, we create motivated teams who deliver exceptional forward-thinking digital solutions that transform our industry, and add real value to our clients, building trusted, long-term partnerships. This has been the foundation of 21 years of continuous growth.

BUSINESS ENVIRONMENT

The automotive industry is undergoing profound transformation. ROI's strategy ensures we are not just adapting to these changes but leading the way.

Key trends shaping our environment include:

-Digital Transformation - Manufacturers are taking greater ownership of the customer journey and accelerating digital-first sales channels.

-Electrification & ZEV Mandate - Environmental legislation is driving rapid adoption of zero-emission vehicles, creating both competitive pressures and opportunities for new entrants.

-Supply-Chain Volatility - While stabilising, global supply-chain challenges continue to affect OEM production schedules with global geo-political events continuing to create volatility.

-Artificial Intelligence - AI will reshape how OEMs sell, service and predict customer needs, with widespread adoption expected in the next 1-3 years.

-Longer-Term Shifts - Mobility as a service and autonomous driving remain on the horizon, with significant impact expected in the coming decade.

These forces are creating both challenges and opportunities. ROI is positioned at the heart of this change: providing the digital platforms, AI-driven solutions and expert services that OEMs and leasing companies need to ensure they themselves remain competitive.

PRINCIPAL RISKS AND UNCERTAINTIES

We manage risk through our Strategic Planning Process, overseen by the Executive Management Teams and supported by strong compliance, finance and quality functions.

Key risks include:

Digital Transformation and Artificial Intelligence

OEMs are racing to digitise B2B journeys. We intend to lead the industry in delivering hyper-automation and the deployment of

AI agents through digital platforms, virtual solutions and agentic AI that help clients digitise faster and more effectively. We have a variety of projects across the company exploring AI-based solutions to support inbound and outbound channels, Insight and Reporting, Sales Enablement and Forecasting & Prediction.

ZEV Mandate

Intense competition among OEMs to meet emissions targets could squeeze budgets. At the same time, this creates opportunity as

brands turn to ROI to optimise performance.

Supply Chain Disruptions

Geopolitical instability continues to cause fluctuations. We plan for resilience in our services and support clients in managing

uncertainty.

Cost Pressures

Rising costs from inflation and talent competition present challenges. ROI balances this with disciplined financial management,

investment in technology, and a commitment to employee wellbeing.

Emerging EV Brands

Many new Electric Vehicle (EV) brands are emerging which threaten the market share of traditional automotive brands. ROI

mitigates this risk by providing solutions to help our existing clients compete, whilst the emerging brands present many opportunities for new project wins.

STRATEGY

Our strategy is to lead the digital transformation of automotive B2B sales worldwide. We believe the future of the industry will be shaped by how effectively OEMs and leasing companies digitise their customer journeys, and we intend to be the partner that makes that possible.

Our Digital Transformation Approach

Digital transformation in automotive B2B is not about digitising old processes. It is about reimagining the entire customer experience to make doing business faster, simpler, and more transparent. ROI is building this future through four interconnected pillars:

1) Digital Platforms

We design and operate solutions such as Leasing Portal and Fleet Gateway, giving OEMs a single, powerful place to interact with customers. These platforms remove friction, reduce cost, and improve the speed of decision-making, making OEMs easier and faster to do business with.

2) Data and Intelligence

At the core of transformation is data. Our business intelligence services turn fragmented information into actionable insight, helping clients forecast demand, manage ZEV mandate compliance, and make faster, evidence-based decisions. AI plays a critical role here, so we are piloting tools that bring predictive analytics, hyper-automation, and intelligent CRM into everyday client operations.

3) Digital Marketing and Experience

We see marketing not as a support function, but as a leader of sales in the digital era. Our UNIFI agency brings together content, campaigns, and digital journeys that influence customer behaviour and create actionable intent signals long before direct engagement. By connecting marketing and sales in one seamless ecosystem, we help clients build stronger brands and win more profitable business.

4) Virtual Sales Solutions

Modern B2B customers expect the same on-demand, digital-first engagement as consumers. Our Virtual Account Management and Active Sales teams provide scalable, AI-assisted services that extend the reach of client sales teams. This hybrid approach combines the efficiency of digital with the relationship power of virtual and in-person human interaction, transforming how fleets engage with OEMs and leasing providers.

By unifying these pillars, ROI is building the future operating model for automotive B2B sales: digital everywhere, virtual where possible and in-person where it matters.

KEY PERFORMANCE INDICATORS

The management team monitors a set of financial and operational KPIs. For FY 2024/25, ROI delivered strong progress against its growth and profitability goals whilst investing in innovative digital and virtual solutions to fuel future growth.

Overall sales were stable, with growth of 0.1%. While reduced budgets from two major clients; reflecting industry-wide pressures related to ZEV Mandate compliance and rising EV competition; tempered performance, this was balanced by increased demand for our digital and virtual solutions and new client wins.

Metric

FY 2024/25

FY 2023/24

FY 2022/23

Sales Growth

0.1%

12.5%

8.6%

Operating Profit Margin

4.7%

8.1%

6.8%

We continue to aim for sustainable growth and strong operating margins balanced with smart investment in future growth.

PROGRESS LAST YEAR

Our strategic objectives for FY 2024/25 focused on five priorities. Highlights include:

Unified Commerce

Rolled out new digital platforms integrating sales, marketing, and account management journeys.

Global Digital Fleet Sales Platform

Expanded adoption to cover 80% of the UK passenger car market and began multi-market rollouts in Europe.

Artificial Intelligence

We started a variety of projects across the company exploring AI-based solutions to support inbound and outbound channels, Insight and Reporting, Sales Enablement and Forecasting & Prediction. We intend to lead the industry in delivering hyper-automation and the deployment of AI agents through agentic AI.

ZEV Mandate Support

Supported clients with data, Salesforce enhancements, and customer journey redesign to address electrification targets.

Global Expansion

Secured our first implementations outside the UK, laying the groundwork for structured international growth.

CULTURE THAT POWERS TRANSFORMATION

Technology alone does not deliver transformation. Our culture - defined by rigour, service, innovation, humanity, resilience and ambition - ensures our people have the mindset to deliver lasting change for clients. Our culture underpins this strategy. ROI has always been more than just a workplace - it is a community built on six core values:

-Rigorous Execution - Provide faultless service and systems.

-Client Service - Put our clients before ourselves.

-Innovation - Seize new opportunities and ways of working.

-Humanity - Act with fairness and decency.

-Resilience - Protect against adversity.

-Ambition - Strive for individual and company growth.

By living these values, we attract exceptional talent, deliver trusted solutions, and build a company we can all be proud of.

FUTURE DEVELOPMENTS

Looking ahead, our ambition is clear: to be the partner of choice for automotive digital transformation worldwide.

Our five strategic objectives for FY 2025/26 are:

Deliver solutions for automotive digital transformation

Develop platforms and services that redefine B2B customer journeys, making clients easier to do business with and reducing costs.

Deliver measurable value realisation for every client

Ensure every engagement demonstrates quantifiable business impact, from sales growth to cost reduction.

Expand into key international markets

Build the capability to win, retain, and deliver in priority regions - establishing a long-term, profitable pipeline of global clients.

Attract and empower exceptional talent

Build an exceptional team equipped with the skills, leadership, culture, and structure to thrive in the AI-enabled digital era.

Be recognised as a forward-thinking, innovative partner

Enhance our brand, client experience, and consultative advice to position ROI as the modern, innovative partner in automotive.

Through these objectives, ROI will continue to scale its impact, deepen client relationships, and shape the next generation of automotive sales.

SUMMARY

ROI is on a clear trajectory: growing revenue, strengthening profitability, and investing in innovation to lead the digital transformation of the automotive industry. Our people, culture, and solutions remain our greatest strengths, enabling us to deliver for clients, expand internationally, and continue building a company we are proud to belong to.

ON BEHALF OF THE BOARD:

N J Sandiford - Director

26 November 2025

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

PRINCIPAL ACTIVITY

The principal activity of the Company in the year under review was that of delivering outsourced sales, marketing, and customer service solutions.

Branches outside the UK

The Company operates primarily out of the United Kingdom with a branch in Sweden.

DIVIDENDS

A dividend of £520,000 (2024: £480,000) was declared and paid in the year.

DIRECTORS

The directors shown below have held office during the whole of the period from 1 April 2024 to the date of this report.

N J Sandiford

S Robinson

POLITICAL DONATIONS AND EXPENDITURE

The Company made £Nil political donations during the year (2024: £Nil). Donations to UK charities during the year amounted to £4,049 (2024: £5,333). The Company operates an employee volunteering programme, the costs of which are not included in these donations.

GOING CONCERN

The Directors regularly review turnover, profitability and cash flows across the short, medium and longer term. In assessing the appropriateness of adopting the going concern basis in the preparation of these financial statements, the Directors have prepared cash flow forecasts and projections for the period to 31 March 2027.

Based on these forecasts and projections, the Directors are satisfied that the Company has adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the Company financial statements.

DIRECTORS' INTERESTS

The Company has indemnified its directors against liability in respect of proceedings brought by third parties, subject to the conditions set out in the Companies Act 2006. Such qualifying third-party indemnity provision was in place during the year and is in force at the date of approving the financial statements.

ENGAGEMENT WITH EMPLOYEES

The Company is committed to building an organisation that gives full and fair consideration to the talent, skills, experience and different cultural perspectives available in society, where people feel they are respected and valued and can achieve their potential regardless of colour, race, ethnic or national origin, gender (including gender re-assignment), sexual orientation, religion or belief, age, marital status or physical or mental disability.

Should people become disabled during their employment all practical efforts are made for their continuing employment and training.

The Company actively engages with employees via regular feedback surveys and monthly full company addresses.

The Company has established Trustee Groups; an initiative open to all employees to volunteer for involvement in guiding and achieving our values and strategies.

DISCLOSURE IN THE STRATEGIC REPORT

Future developments, principal risks and uncertainties and financial instrument risks are disclosed in the Strategic Report.

The Company has chosen in accordance with section 414(c) of the Companies Act 2006 (Strategic and Directors Report) Regulations 2013 to set out in the company’s Strategic Report information required by schedule 7 of the Large and Medium Sized Companies and Groups (Accounts and Reports) Regulations 2008.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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 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 of 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 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 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.

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 company's auditors are unaware, and each director has taken all the steps that he or she ought to have taken as a director in order to make himself or herself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Bennett Brooks & Co Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

S Robinson - Director

26 November 2025

Opinion

We have audited the financial statements of Return On Investment Ltd (the 'company') for the year ended 31 March 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity 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 Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 March 2025 and of its profit 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 Auditors' 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 directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, 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.

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 Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, 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 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 seven, 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 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.

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:

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.

Based on our understanding of the company and industry, we identified that the principal risks of non-compliance with laws and regulations related to UK tax legislation and regulations which govern the preparation of financial statements, and we considered the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a direct impact 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 increase revenue, through management bias in manipulation of accounting estimates or accounting for significant transactions outside the normal course of business. Audit procedures performed included:

- Enquiry of management around actual and potential litigation and claims and instances of non-compliance with laws and regulations;

- Auditing the risk of management override of controls, through testing journal entries and other adjustments for appropriateness, testing accounting estimates (because of the risk of management bias), and evaluating the business rationale of significant transactions outside the normal course of business;

- Reviewing financial statement disclosures and agreeing to supporting documentation to assess compliance with applicable laws and regulations.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements. 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.

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.

Emily Gillbanks ACA (Senior Statutory Auditor)

for and on behalf of Bennett Brooks & Co Limited

Chartered Accountants

& Statutory Auditors

St George's Court

Winnington Avenue

Northwich

Cheshire

CW8 4EE

26 November 2025

TURNOVER

3

18,508,325

18,482,404

Cost of sales

(14,771,246

)

(14,122,723

)

GROSS PROFIT

3,737,079

4,359,681

Administrative expenses

(2,860,718

)

(2,860,649

)

OPERATING PROFIT

5

876,361

1,499,032

Interest receivable and similar income

6

45,963

31,882

922,324

1,530,914

Interest payable and similar expenses

7

-

(49,949

)

PROFIT BEFORE TAXATION

922,324

1,480,965

Tax on profit

8

(124,917

)

(390,357

)

PROFIT FOR THE FINANCIAL YEAR

797,407

1,090,608

PROFIT FOR THE YEAR

797,407

1,090,608

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

797,407

1,090,608

FIXED ASSETS

Tangible assets

10

359,085

415,733

CURRENT ASSETS

Debtors

11

5,208,310

5,198,450

Cash at bank and in hand

1,831,840

1,918,209

7,040,150

7,116,659

CREDITORS

Amounts falling due within one year

12

(3,036,413

)

(3,417,592

)

NET CURRENT ASSETS

4,003,737

3,699,067

TOTAL ASSETS LESS CURRENT LIABILITIES

4,362,822

4,114,800

PROVISIONS FOR LIABILITIES

14

(8,553

)

(37,938

)

NET ASSETS

4,354,269

4,076,862

CAPITAL AND RESERVES

Called up share capital

15

4

4

Retained earnings

4,354,265

4,076,858

SHAREHOLDERS' FUNDS

4,354,269

4,076,862

The financial statements were approved by the Board of Directors and authorised for issue on 26 November 2025 and were signed on its behalf by:

S Robinson - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 April 2023

4

3,466,250

3,466,254

Changes in equity

Profit for the year

-

1,090,608

1,090,608

Total comprehensive income

-

1,090,608

1,090,608

Dividends

-

(480,000

)

(480,000

)

Total transactions with owners, recognised directly in equity

-

(480,000

)

(480,000

)

Balance at 31 March 2024

4

4,076,858

4,076,862

Changes in equity

Profit for the year

-

797,407

797,407

Total comprehensive income

-

797,407

797,407

Dividends

-

(520,000

)

(520,000

)

Total transactions with owners, recognised directly in equity

-

(520,000

)

(520,000

)

Balance at 31 March 2025

4

4,354,265

4,354,269

1.	STATUTORY INFORMATION

Return On Investment Ltd is a private company, limited by shares, registered and incorporated in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

The principal activity of the Company in the year under review was that of delivering outsourced sales, marketing, and customer service solutions.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

The income statement has been prepared by combining the results of the UK operations with the Swedish branch by translating the income and expenditure at the average rates for the period and the assets and liabilities at the closing rates for the period.

Going Concern

The Directors regularly review turnover, profitability and cash flows across the short, medium and longer term. In assessing the appropriateness of adopting the going concern basis in the preparation of these financial statements, the Directors have prepared cash flow forecasts and projections for the period to 31 March 2027.

Based on this, the Directors are satisfied that the Company has adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the Company financial statements.

Financial Reporting Standard 102 - reduced disclosure exemptions

- the requirements of Section 7 Statement of Cash Flows;

- the requirements of Section 11 Financial Instruments paragraphs 11.41(b), 11.41(c), 11.41(e), 11.41(f), 11.42, 11.44,11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);

- the requirements of Section 12 Other Financial Instruments paragraphs 12.26, 12.27, 12.29(a), 12.29(b) and 12.29A.

The company has taken advantage of the exemptions above on the basis that it is a qualifying entity and its ultimate parent company, NJS Holdings Limited, includes the company’s cash flows in its consolidated financial statements.

Related party exemption

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

Significant judgements and estimates

Preparation of financial statements requires the Directors to make certain judgements and estimates. Estimates and judgements 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 areas involving a higher degree of judgement are:

Calculation of accrued income

In the case of service level agreements, the company provides a pre-determined and agreed level of service to the customer usually for a fixed length term. The services rendered are often subject to a fixed billing pattern and/or frequency which the company is obligated to comply with. Accrued income is recognised in the event that services rendered exceed amounts billed. It is only recognised to the extent at which it is probable it will be received and it can be reasonably measured.

Calculation of deferred income

Deferred income is presented in the balance sheet when a customer has paid an amount of consideration prior to the company performing their obligations (by transferring the related service to the customer). It represents the part of the amount invoiced to customers that has not yet met the criteria for revenue recognition and thus still must be earned as revenue by means of the delivery of services in the future. Deferred income is recognised at its nominal value.

Turnover

Turnover represents amounts chargeable to customers for the provision of services. Turnover is recognised when a right to consideration has been obtained through performance under each contract and where it is probable that economic benefits will flow to the entity, and the amount can be measured reliably.

Unbilled turnover is included in debtors within accrued income. Turnover billed in advance is included in creditors within accruals and deferred income.

Tangible fixed assets

Depreciation is provided at the following annual rates in order to write off each asset over its estimated useful life.

Improvements to property

-

Straight line over 15 years

Fixtures and fittings

-

33% on cost, 20% on cost and Straight line over 15 years

Office equipment

-

33% on cost

Tangible assets are stated at cost (or deemed cost) less accumulated depreciation and accumulated impairment losses. Cost includes the original purchase price, costs directly attributable to bringing the asset to its working condition for its intended use, dismantling and restoration costs.

Tangible assets are derecognised on disposal or when no future economic benefits are expected. On disposal, the difference between the net disposal proceeds and the carrying amount is recognised in the statement of comprehensive income. .

Taxation

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

Current or deferred taxation assets and liabilities are not discounted.

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

Deferred tax

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

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

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

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Defined contribution pension plans

The Company operates a defined contribution plans for its employees. A defined contribution plan is a pension plan under which the Company pays fixed contributions into a separate entity. Once the contributions have been paid the Company has no further payment obligations. The contributions are recognised as an expense when they are due. Amounts not paid are shown in creditors in the balance sheet. The assets of the plan are held separately from the Company in independently administered funds.

Financial instruments

The Company has chosen to adopt Sections 11 and 12 of FRS 102 in respect of financial instruments.

I. Financial assets

Basic financial assets, including trade and other receivables, cash and bank balances and investments in commercial paper, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

Such assets are subsequently carried at amortised cost using the effective interest method.

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset's original effective interest rate. The impairment loss is recognised in profit or loss.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Other financial assets are initially measured at fair value, which is normally the transaction price.

Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss.

Financial assets are derecognised when:

(a) the contractual rights to the cash flows from the asset expire or are settled; or

(b) substantially all the risks and rewards of the ownership of the asset are transferred to another party; or

(c) despite having retained some significant risks and rewards of ownership, control of the asset has been transferred to another party who has the practical ability to unilaterally sell the asset to an unrelated third party without imposing additional restrictions.

II. Financial liabilities

Basic financial liabilities, including trade and other payables, bank loans, and loans from fellow group companies, are initially recognised at transaction price, unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future receipts discounted at a market rate of interest.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a pre-payment for liquidity services and amortised over the period of the facility to which it relates.

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Cash and cash equivalents

Cash and cash equivalents includes cash in hand, cash held with banks and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

Distributions to equity holders

Dividends are recognised as a liability in the financial statements in the period in which the dividends are approved by the company's shareholders. These amounts are recognised in the statement of changes in equity.

Short term debtors and creditors

Short term debtors and creditors with no interest rate are recorded at transaction price. Any losses arising from impairment are recognised in the income statement.

Share capital

Ordinary shares are classed as equity.

Interest receivable/payable

Interest income and expense are recognised in the financial statements on an accrual basis using the effective interest rate (EIR) method. Interest income is recognised when it is probable that the economic benefits will flow to the entity and the amount can be reliably measured. Interest expense on financial liabilities, are recorded as expenses in the period they accrue.

3.

TURNOVER

The turnover and profit before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

2025

2024

£

£

United Kingdom

16,760,537

16,928,930

Europe

1,747,788

1,553,474

18,508,325

18,482,404

4.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

12,601,694

12,259,212

Social security costs

1,332,843

1,211,240

Other pension costs

534,237

483,675

14,468,774

13,954,127

The average number of employees during the year was as follows:

2025

2024

Operational

278

259

Management

54

56

Administrative & Support Staff

22

29

354

344

2025

2024

£

£

Directors' remuneration

173,094

192,844

Directors' pension contributions to money purchase schemes

30,250

30,250

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

1

1

Key management includes the directors and members of senior management. The compensation paid or payable to key management for employee services is shown below:

2025

2024

£

£

Salaries and other short term benefits

173,094

373,219

Post-employment benefits

30,250

89,245

203,344

462,464

5.	OPERATING PROFIT

The operating profit is stated after charging/(crediting):

2025

2024

£

£

Hire of plant & machinery

2,646

9,394

Other operating leases

35,928

37,532

Depreciation - owned assets

88,412

109,502

Auditors' remuneration

22,800

22,500

Non-audit services - taxation

3,800

2,000

Non-audit services - payroll

22,410

19,715

Foreign exchange differences

(44,748

)

(1,760

)

Other operating leases - office equipment

1,819

1,552

Other operating leases - premises costs

216,103

216,103

6.

INTEREST RECEIVABLE AND SIMILAR INCOME

2025

2024

£

£

Deposit account interest

40,192

31,545

HMRC interest

5,771

337

45,963

31,882

7.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Bank loan interest

-

49,949

8.

TAXATION

Analysis of the tax charge

The tax charge on the profit for the year was as follows:

2025

2024

£

£

Current tax:

UK corporation tax

261,404

385,287

Overprovision in prior year

(107,102

)

(21,424

)

Total current tax

154,302

363,863

Deferred tax:

Deferred tax

(23,080

)

4,541

Adjustments in respect of

prior periods

(6,305

)

21,953

Total deferred tax

(29,385

)

26,494

Tax on profit

124,917

390,357

UK corporation tax has been charged at 25% .