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Registered number: 11560281










SQW GROUP NEWCO 2018 LIMITED










ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025



 
SQW GROUP NEWCO 2018 LIMITED
 

COMPANY INFORMATION


Directors
D J L Crichton-Miller 
Sir M T Lyons 
R E Quince 
K H Wright 
R M Burns 




Company secretary
Pennsec Limited



Registered number
11560281



Registered office
Oxford Centre for Innovation
Blue Boar Court

9 Alfred Street

Oxford

OX1 1EH




Independent auditor
James Cowper Kreston Audit
Chartered Accountants and Statutory Auditor

201 Cumnor Hill

Oxford

Oxfordshire

OX2 9PJ




Bankers
HSBC UK Bank Plc
65 Cornmarket Street

Oxford

OX1 3HY




Solicitors
Penningtons Manches Cooper LLP
9400 Garsington Road

Oxford Business Road

Oxford

OX4 2HN





 
SQW GROUP NEWCO 2018 LIMITED
 

CONTENTS



Page
Group strategic report
1 - 4
Directors' report
5 - 8
Independent auditor's report
9 - 12
Consolidated statement of comprehensive income
13
Consolidated balance sheet
14
Company balance sheet
15
Consolidated statement of changes in equity
16
Company statement of changes in equity
17
Consolidated statement of cash flows
18
Consolidated analysis of net debt
19
Notes to the financial statements
20 - 39


 
SQW GROUP NEWCO 2018 LIMITED
 

GROUP STRATEGIC REPORT
FOR THE YEAR ENDED 31 MARCH 2025

Introduction
 
The annual report and financial statements presented here are for SQW Group Newco 2018 Limited (‘the Company’) and its subsidiaries (together ‘the Group’).
The Group’s purpose is to work with public and private clients to devise and deliver the policies and interventions that make a positive difference to businesses, communities and economies.  The Group has a unique blend of services, comprising the strategic research into what works to make places thrive alongside the practical and on-the-ground experience of delivering specialist support services to ambitious SMEs in places where we help create better outcomes for places.  We work with local authorities, government departments, investors and universities in serving the goal of delivering positive social and economic benefit.

While the principal activity of the Company during the period was that of a holding company, the activities of the Group during the year were carried out via the Group’s trading subsidiaries:
 
• the provision of economic and social development consultancy services (via SQW Limited);
• business coaching and support (via Oxford Innovation Services Limited and Oxford Innovation Limited);
• the management of innovation centres (via Oxford Innovation Limited); and
• the facilitation of investment into early-stage businesses (via Oxford Investment Opportunity Network    Limited).

Business review
 
2024/25 was a busy and financially rewarding year for the Group, in spite of the macro-economic environment. The Board are very pleased to report that the Group delivered historically strong financial results in the year under review, maintains strong cash balances and continues to be highly regarded in all its markets. 

The Group generated post-tax profit of £779,683 (2023/24: £247,656). Stronger results over the previous year were seen in all parts of the Group, with particularly impressive performance in Oxford Innovation Advice who adapted to the new contractual landscape for business support very effectively. The Group’s strong year-on-year growth was generated on the back of key investments in people made this year and last. Whilst our clients and customers face similar economic pressures to those we are now starting to experience, the Board are confident that the Group’s combination of financial backdrop, multi-faceted market positions, and experienced management team gives us the strength needed to navigate market challenges and maximise opportunities that lie ahead.

SQW Limited (‘SQW’)
2024/25 was a good year for SQW and the company continues to be well positioned and very highly regarded in all its markets as well as continuing to serve a wide range of policy areas and disciplines in sustainable economic and social development. The company generated turnover of £5,691,694 (2023/24: 5,602,308) and post-tax profit (after allocation of Group overheads) of £164,617 (2023/24: £155,879). 

2025/26 begins with a good order book and a strong team. There are signs that the challenges of the public finances, the processes of the Comprehensive Spending Review and the government’s policy gestation process has led to some delays and temporary reduction in the flow of consultancy work.  This disruption in the flow of work is likely to impact utilisation and short-term revenue growth but we believe that in the medium term there will be a return to a strong demand for SQW’s services. The team remains optimistic as it continues to recruit and focus on realising longer-term growth ambitions. 

Oxford Innovation Advice (trading name of Oxford Innovation Services Ltd)
Following significant changes to the contracting landscape for business support in 2022/23, Oxford Innovation Advice’s restructured and refocused team has had a very successful year. The Company has delivered outstanding support and advice to SMEs across large parts of England, on behalf of public sector organisations that commission business support, and has delivered these commissions in an economically sustainable way for the Company.
 
Page 1

 
SQW GROUP NEWCO 2018 LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025


In 2024/25 the team of ca 100 business support experts managed the successful delivery of 15 business support programmes delivering advice to over 3,000 small businesses. The range and number of contracts reflects the confidence that those organisations commissioning publicly funded business support have in Oxford Innovation Advice. The company has continued to build distinctive expertise in supporting small businesses with Access to Finance, Manufacturing, Growth and Innovation. This reputation for quality and high impact programme delivery gives us strong confidence in the central role we play in the vital world of business support now, and in the years ahead despite potential changes in funding and commissioning processes. 

The change in company structure and different blend of contract-types had a big impact on the shape of the company’s Income Statement during 2024/25; turnover grew from £7.6m in 2023/24 to £11.3m this year, and an enhanced focus on operational efficiency gave rise to a 8% point improvement in gross margin. The Board were extremely pleased with the company’s performance; the Company’s geographic footprint, resilience and continued exemplary business support which continue to put us in an excellent position during this continued challenging and disrupted period for the industry. 

Oxford Innovation Finance (trading name of Oxford Investment Opportunity Network Ltd) 
Oxford Innovation Finance had another busy year which saw closure and deployment of its fourth EIS fund and launch of Fund 5, continued growth of our angel community, and the holding of 8 very popular showcase events. Angel investment activity was negatively affected by the full gamut of geo-political uncertainty, coupled with nervousness about the world and UK economy and anxiety about the impact of inheritance tax, tariffs and wars on all asset markets. In spite of this backdrop, we were pleased that 23 companies received investment from our Angels in 24/25.

In spite of the impact that both local and global economic instability is having on all investors , it is notable how many thrilling and promising young businesses continue to approach Oxford Innovation Finance for capital raising. This dichotomy highlights like never before how crucial our work matching the most promising early-stage companies to supportive investors is – whether through our fund or directly through angel investing activity.

Fundraising commenced for the fifth EIS Fund in January 2025. We also hoped to raise our first SEIS Fund, but the economic backdrop was such that we focussed all efforts on maximising funds for the EIS Fund in order to ensure investors receive an appropriately diverse range of investments. Deployment of the first quarterly close of the EIS Fund began in early 25/26. 

The Board were pleased with the company’s resilience and response to the challenging economic conditions that have impacted investing decisions by individuals; in spite of external conditions, we have continued to grow our supportive Angel community, and are also delighted to be able to continue raising much needed early stage capital through another EIS fundraise. With additional work underway to enable us to support regional economic funds, and a system-upgrade being carried out next year to enhance investor-processes, the Board remain confident in the company’s longer-term prospects and the strength of its team. Turnover grew by 19% to £425,119 (2023/24: £357,441) of which £228,909 (2023/24: £195,020) was attributable directly to the Fund’s activities. 

Oxford Innovation Space (trading name of Oxford Innovation Ltd),
2024/25 was another busy year for Oxford Innovation Space. It was broadly a year of consolidation following the mobilisation of six new centres the previous year, and one of celebration, with the opening of our first centre in the Republic of Ireland - Work IQ in Tallaght, just outside Dublin. 

It was a year of two halves for our established centres; with continued contribution growth in the first half of the year, but financial pressures on small businesses and the economic uncertainties they face tempered this rate of improvement in the second half. Turnover of £10.3m was generated in 2024/25, an 11% increase on the previous year (2023/24: £9.3m). Gross margin generated from the entire portfolio was similar year-on-year.

Operating profit of £179,201 was generated during the year (2023/24: £101,552).  This includes a share of Group overheads and £116,240 income from the sales of shares in a company who were supported by our team in the early days of their growth journey 17 years ago.
Page 2

 
SQW GROUP NEWCO 2018 LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025

Financial pressures during periods of economic change and uncertainty have affected both our building-owner clients and the SMEs we support in our centres this year. The support provided by central and centre teams across the Country is more important and valued than ever. Despite the loss of two centres from the portfolio, which brings total centres under management to 30, the new financial year sees us working on the finalisation of contracts and mobilisation plans with two new clients. The Board shares management’s view that our experience in helping local economies grow by creating and supporting local business communities is more important now than it has ever been. 

Looking ahead for the Group
The Group’s strong performance in 2024/25 was extremely pleasing, however, the Board share management’s caution about the damaging impact that the current macro-economic and geo-political uncertainties, and squeezes on public funding are having on the clients and customers we serve. Whilst this affects short-term growth opportunities for many parts of the Group, grounds for optimism come from management’s demonstration of agility and proactivity, in addition to recent trading experience and growth in all parts of the group over the last few years.

Principal risks and uncertainties
 
The Group is exposed to a variety of financial risks resulting from its operating activities. The board is
responsible for determining the group’s financial risk management policy and focuses on securing the Group’s cash flows.

The Group does not actively engage in the trading of financial assets and has no financial derivatives. The most significant risks to which the Group is exposed to are described below:

Credit Risk
The Group’s credit risk is primarily attributable to its trade debtors. The amounts presented in the balance sheet are net of any allowance for doubtful debts, as estimated by the directors. The Group has no significant concentration of credit risk, with exposure spread over a large number of customers.

Cash Flow Risk
The Group seeks to manage risks to ensure sufficient liquidity is available to meet foreseeable needs and to invest cash assets safely and profitably. Short term flexibility is achieved by Management actively monitoring future cash flow requirements on a regular basis.

Interest rate risk
Following final repayment during 2022/23 of the £0.5m debt facility that was put in place between the Company and HSBC in 2019, interest risk presents a much lower risk to the Group. However, we are alert to the pressure that inflation is having on interest rates, as we consider different funding options that may be available as we explore new investment opportunities in the near future.

People risk
The Group is at all times exposed to the risk that the most critical contributors among its people may decide to pursue other careers or paths.  We would pay tribute to the establishment of a scheme for our leaders to become shareholders of the Group; this being a means of both aligning interests as well as ensuring a deepening of commitment by, and therefore retention of, our senior people. We pay careful attention through processes of salary adjustment, bonus awards, feedback and development in seeking to retain our key people. To date we feel satisfied with the outcomes achieved; however, this risk is one that requires constant attention. 

Page 3

 
SQW GROUP NEWCO 2018 LIMITED
 

GROUP STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025

Financial key performance indicators
 
Group turnover for the year was £27,671,004 (2024: £22,886,389).
Group gross profit for the year was £7,017,907 (2024: £5,656,316).
Group operating profit for the year was £1,035,062 (2024: £341,890).
Group profit on ordinary activities before taxation for the period was £1,065,309 (2024: £341,701).
Earnings per share based on retained loss/(profit) for the year (the standard method of calculation) was -0.19p (2024:0.14p) and based on profits before tax 0.58p (2024:0.19p).
Group cash at bank at 31 March 2025 was £3,340,270 (2024: £4,277,877). 
Net Current Assets were £2,190,790 as at 31 March 2025 (2024: £2,642,565 as restated).
Dividends of £1,149,931 were paid during the year (2023: £91,000)

Other key performance indicators
 
The Group does not currently monitor any non-financial performance indicators.


This report was approved by the board and signed on its behalf.



................................................
K H Wright
Director
Date: 7 August 2025

Page 4

 
SQW GROUP NEWCO 2018 LIMITED
 

 
DIRECTORS' REPORT
FOR THE YEAR ENDED 31 MARCH 2025

The directors present their report and the financial statements for the year ended 31 March 2025.

Directors

The directors who served during the year were:

D J L Crichton-Miller 
Sir M T Lyons 
R E Quince 
K H Wright 
R M Burns 

Directors' responsibilities statement

The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. 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 for the Group's financial statements 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 Group 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 the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006They 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.

Results and dividends

The profit for the year, after taxation, amounted to £779,683 (2024 - £247,656).

.

Page 5

 
SQW GROUP NEWCO 2018 LIMITED
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025

Future developments

As highlighted within the Strategic Report, the Group has enjoyed periods of growth, but also faces uncertainty in its markets at this current time; 

Oxford Innovation Space’s growth remains a key focus for management as it looks to maximize the opportunity to serve local authorities and universities that are seeking to stimulate their local economies, build economically significant clusters of innovative businesses and to support commercialisation of research and scientific investment.  Oxford Innovation Space’s proposition is well suited to a wide variety of governmental priorities as well as to the pressures placed on developers in building out larger developments that ‘place-make’.  The priorities of growth will continue to be managed alongside this proposition, whilst also ensuring that clients and occupants within the existing centre portfolio continue to received first class service; delivering for both new and existing clients means management are investing in people, in system and process improvements, and continuing to deploy the right new tools to enhance collaboration for all occupants across its centres. 
Oxford Innovation Finance plan to continue raising EIS funds and seek to grow its Fund Management capabilities, on the back of an emerging pattern of sound investment to date. Of equal importance is maintaining focus on attracting and supporting entrepreneurs with ambitious plans seeking to raise finance for growth and assisting our angel investor community as they make investments. The team will respond to market dynamics in its growth missions and expand when logical to do so in order to enable delivery of these objectives.  
Oxford Innovation Advice continues to focus on finding opportunities to deliver outstanding business support for ambitious small businesses and will continue to adapt its team over the coming year, whilst continuing to develop its internal structures and processes to best deliver that support in an effective and efficient manner. Changes in the business support funding landscape require agility, but the team have already proven they can respond appropriately to these changes, particularly on the back of a strong track record of outstanding delivery across all our contracts, and are therefore as well positioned as they can be for continued funding changes and challenges in the coming year.
SQW have an outstanding reputation for quality and expertise, continuing to deliver for current clients, as well as expanding their reach in well-established and adjacent markets. The company will require continued investment in people, including recruitment of both junior consultants and experienced senior consultants with specialist and complementary expertise. SQW has invested significantly in quantitative capabilities and expects to continue further such investment as well as in its processes and technology.




















Page 6

 
SQW GROUP NEWCO 2018 LIMITED
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025

Engagement with employees

Employee engagement
The Group’s employees (‘our people’) are at the heart of our business. The engagement and motivation of our +315 people are not only important to us as an employer, but also matter to our customers and clients. The Group is employee-owned, with the current senior management team having led a Management Buyout in 2018. This management ownership structure puts our people at the heart of not only the management of the business, but also its ultimate financial success. We believe the Group is best driven by a motivated team and, as such, the Board is constantly looking to the next generation, via Employee Share Options awards, to motivate and retain its management talent for the good of the future of the business.
During 2024/25, employees continued to receive formal monthly updates on a company-by-company-basis via the mode of communication that best suits; whether via monthly call, email note, or newsletter, key information continues to be shared by each Divisional Managing Director (or Managing Partners in the case of SQW) with all their staff. These formal monthly touchpoints for all staff continue to be the most important way for management to engage and update employees on matters that affect them most – this includes financial performance, staff movements, contract wins and any notable impacts of external economic factors that may affect the business. In addition, quarterly Groupwide updates are given to all staff, which includes an extensive note on business performance by the Group CEO. Other less formal company-wide updates, including company away-days, act as important events for communication as well as team and confidence-building for different teams.
Feedback and two-way communication is an important part of the Group’s approach to ensuring the
engagement, well-being and motivation of our people. The Board considers the Employee Surveys undertaken by each trading division to be one of its principal tools to measure employee engagement, motivation, affiliation, and commitment to the Group. Surveys are tailored to the activities of each division and the results are shared with staff; both feedback and any resulting actions to be taken in light of them are fed back via monthly updates. The surveys provide critical insights into employee views and all have a consistently high response rate.
It is important to the Board that employees are encouraged to not only receive updates, and provide feedback through monthly meetings, or Employee Surveys, but also be part of forums that enable consultation over key matters. Consultative forums are set up on particular topic areas from time to time in all parts of the Group – led at a divisional level. In addition, a number of formal team structures are in place across the group – from junior forums, middle management teams and senior Management Boards within each division, to the Executive Board at Group level – all have collaboration and consultation at their heart.
Equal opportunities
The Board firmly believes that a diverse workforce is an asset to the business and is key to our ability to respond to the needs of our clients and the wide range of small businesses we support. The Group takes, and will continue to take, active measures to maintain a diverse and inclusive culture. This forms part of our policy on Environmental, Social and Governance (‘ESG’).
The Group gives full and fair consideration to applications for employment made by disabled persons, having regard to their particular aptitudes and abilities. We proactively ask all new staff to inform us if they have any specific needs with which we can support them, and if they consider themselves to be disabled. Staff are able to update HR at any time via the self-service HR portal should circumstances change during the course of someone’s employment with the Group. Any additional support required is assessed and, where possible, provided in order to enable staff to continue in their role whether that be via making reasonable adjustments, training or emotional support. We have trained Mental Health First Aiders across the Group and provide an Employee Assistance Programme and access to digital medical appointments – or, in certain circumstances, financial support via Permanent Health Insurance offered to all staff. Any disabled person would receive the same training, career development and promotion opportunities as any other employee.

Page 7

 
SQW GROUP NEWCO 2018 LIMITED
 

 
DIRECTORS' REPORT (CONTINUED)
FOR THE YEAR ENDED 31 MARCH 2025

Disclosure of information to auditor

Each of the persons who are directors at the time when this Directors' report is approved has confirmed that:
 
so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditor is unaware, and

the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditor is aware of that information.

Post balance sheet events

After the year end, Oxford Investment Opportunity Network Limited and their respective partnered nominee formally closed on Q1 of a separately administered fund valued at £672k. This will result in increased future activity.
A Grant Funding Agreement was entered into with Cornwall Council before the end of the financial year for the express purpose of establishing a fund specifically designed to address the critical early-stage equity funding gap for small businesses in Cornwall. Following the year end, Oxford Innovation Services Limited received £1m of funding for these purposes from Cornwall Council. No benefit accrued to Oxford Innovation Services Limited by the year end in relation to this.
On 9 May 2025, Oxford Innovation Services Limited purchased the Growth Canvas business and its associated IP from Multidmedia Limited. Consideration is in the form of a £250,000 up-front payment and future contingent consideration linked to revenue over a two-year period. These sums are to be capitalised and amortised over the period during which benefit will accrue to Oxford Innovation Services Limited from the ownership of these assets.

Auditor

The auditor, James Cowper Kreston Auditwill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

This report was approved by the board and signed on its behalf.
 





................................................
K H Wright
Director
Date: 7 August 2025

Page 8

 
SQW GROUP NEWCO 2018 LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SQW GROUP NEWCO 2018 LIMITED
 

Opinion


We have audited the financial statements of SQW Group Newco 2018 Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 March 2025, which comprise the Consolidated statement of comprehensive income, the Consolidated Balance Sheet, the Company Balance Sheet, the Consolidated Statement of Cash Flows, the Consolidated Statement of Changes in Equity, the Company Statement of Changes in Equity and the related notes, including a summary of significant accounting policiesThe 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 Group's and of the parent Company's affairs as at 31 March 2025 and of the Group's 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 Auditor's 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 United Kingdom, including the Financial Reporting Council'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 or 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.


Page 9

 
SQW GROUP NEWCO 2018 LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SQW GROUP NEWCO 2018 LIMITED (CONTINUED)


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 contained within the Annual ReportOur 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. 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 course of 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.


Opinion 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 Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Group strategic report and the Directors' report 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 Directors' report.


We have nothing to report in respect of the following matters in relation to which 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 Directors' responsibilities statement set out on page 5, 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 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.


Page 10

 
SQW GROUP NEWCO 2018 LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SQW GROUP NEWCO 2018 LIMITED (CONTINUED)


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  Group financial statements.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance.
The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
 
The specific procedures for this engagement that we designed and performed to detect material misstatements
in respect of irregularities, including fraud, were as follows:
• Enquiry of management and those charged with governance around actual and potential litigation and
 claims;
• Enquiry of management and those charged with governance to identify any material instances of     noncompliance with laws and regulations;
• Reviewing financial statement disclosures and testing to supporting documentation to assess compliance
 with applicable laws and regulations;
• Performing audit work to address the risk of irregularities due to management override of controls,
 including testing of journal entries and other adjustments for appropriateness, evaluating the business
 rationale of significant transactions outside the normal course of business and reviewing accounting
 estimates for evidence of bias. 


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 Auditor's report.


Page 11

 
SQW GROUP NEWCO 2018 LIMITED
 

 
INDEPENDENT AUDITOR'S REPORT TO THE MEMBERS OF SQW GROUP NEWCO 2018 LIMITED (CONTINUED)


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 2006Our 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 Auditor's 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.





Sue Staunton FCA CF (Senior statutory auditor)
for and on behalf of
James Cowper Kreston Audit
Chartered Accountants and Statutory Auditor
201 Cumnor Hill
Oxford
Oxfordshire
OX2 9PJ

7 August 2025
Page 12

 
SQW GROUP NEWCO 2018 LIMITED
 

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2025

2025
2024
Note
£
£

  

Turnover
 4 
27,671,004
22,886,389

Cost of sales
  
(20,653,097)
(17,230,073)

Gross profit
  
7,017,907
5,656,316

Administrative expenses
  
(6,094,156)
(5,303,585)

Other operating income
 5 
116,240
-

Fair value movements
  
(4,929)
(10,841)

Operating profit
 6 
1,035,062
341,890

Interest receivable and similar income
  
30,428
-

Interest payable and similar expenses
 9 
(181)
(189)

Profit before taxation
  
1,065,309
341,701

Tax on profit
 10 
(285,626)
(94,045)

Profit for the financial year
  
779,683
247,656

  

Total comprehensive income for the year
  
779,683
247,656

Profit for the year attributable to:
  

Owners of the parent Company
  
779,683
247,656

  
779,683
247,656

Total comprehensive income for the year attributable to:
  

Owners of the parent Company
  
779,683
247,656

  
779,683
247,656

The notes on pages 20 to 39 form part of these financial statements.

Page 13

 
SQW GROUP NEWCO 2018 LIMITED
REGISTERED NUMBER: 11560281

CONSOLIDATED BALANCE SHEET
AS AT 31 MARCH 2025

As restated
2025
2024
Note
£
£

Fixed assets
  

Intangible assets
 12 
21,818
20,290

Tangible assets
 13 
402,831
484,018

  
424,649
504,308

Current assets
  

Debtors: amounts falling due within one year
 15 
5,451,419
4,994,041

Cash at bank and in hand
 16 
3,340,270
4,277,877

  
8,791,689
9,271,918

Current liabilities
  

Creditors: amounts falling due within one year
 17 
(6,600,899)
(6,629,353)

Net current assets
  
2,190,790
2,642,565

Total assets less current liabilities
  
2,615,439
3,146,873

Provisions for liabilities
  

Deferred Taxation
  
(72,876)
(85,830)

Other provisions
 20 
(917,920)
(956,452)

  
(990,796)
(1,042,282)

Net assets
  
1,624,643
2,104,591


Capital and reserves
  

Called up share capital 
 21 
183,000
182,000

Share premium account
 22 
38,400
35,100

Treasury shares
 22 
(114,000)
-

Profit and loss account
 22 
1,517,243
1,887,491

  
1,624,643
2,104,591


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




................................................
K H Wright
Director
Date: 7 August 2025

The notes on pages 20 to 39 form part of these financial statements.

Page 14

 
SQW GROUP NEWCO 2018 LIMITED
REGISTERED NUMBER: 11560281

COMPANY BALANCE SHEET
AS AT 31 MARCH 2025

2025
2024
Note
£
£

Fixed assets
  

Investments
 14 
3,971,259
3,971,259

  
3,971,259
3,971,259

Current assets
  

Debtors: amounts falling due within one year
 15 
713
713

Cash at bank and in hand
 16 
15,878
13,010

  
16,591
13,723

Current liabilities
  

Creditors: amounts falling due within one year
 17 
(3,746,952)
(3,748,453)

Net current liabilities
  
 
 
(3,730,361)
 
 
(3,734,730)

Total assets less current liabilities
  
240,898
236,529

  

  

Net assets
  
240,898
236,529


Capital and reserves
  

Called up share capital 
 21 
183,000
182,000

Share premium account
 22 
38,400
35,100

Capital redemption reserve
 22 
(114,000)
-

Profit and loss account carried forward
  
133,498
19,429

  
240,898
236,529


The financial statements were approved and authorised for issue by the board and were signed on its behalf by: 




................................................
K H Wright
Director
Date: 7 August 2025

The notes on pages 20 to 39 form part of these financial statements.

Page 15
 

 
SQW GROUP NEWCO 2018 LIMITED


 

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025



Called up share capital
Share premium account
Treasury shares
Profit and loss account
Equity attributable to owners of parent Company
Total equity


£
£
£
£
£
£



At 1 April 2023 (as previously stated)
181,000
31,800
-
1,708,651
1,921,451
1,921,451


Prior year adjustment - correction of error
-
-
-
22,184
22,184
22,184



At 1 April 2023 (as restated)
181,000
31,800
-
1,730,835
1,943,635
1,943,635





Profit for the year
-
-
-
247,656
247,656
247,656


Dividends: Equity capital
-
-
-
(91,000)
(91,000)
(91,000)


Shares issued during the year
1,000
3,300
-
-
4,300
4,300





At 1 April 2024
182,000
35,100
-
1,887,491
2,104,591
2,104,591





Profit for the year
-
-
-
779,683
779,683
779,683


Dividends: Equity capital
-
-
-
(1,149,931)
(1,149,931)
(1,149,931)


Purchase of own shares
-
-
(114,000)
-
(114,000)
(114,000)


Shares issued during the year
1,000
3,300
-
-
4,300
4,300



At 31 March 2025
183,000
38,400
(114,000)
1,517,243
1,624,643
1,624,643



The notes on pages 20 to 39 form part of these financial statements.

Page 16
 
SQW GROUP NEWCO 2018 LIMITED
 

COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2025


Called up share capital
Share premium account
Treasury shares
Profit and loss account
Total equity

£
£
£
£
£


At 1 April 2023
181,000
31,800
-
10,428
223,228



Profit for the year
-
-
-
100,001
100,001

Dividends: Equity capital
-
-
-
(91,000)
(91,000)

Shares issued in the year
1,000
3,300
-
-
4,300



At 1 April 2024
182,000
35,100
-
19,429
236,529



Profit for the year
-
-
-
1,264,000
1,264,000

Dividends: Equity capital
-
-
-
(1,149,931)
(1,149,931)

Share redemption
-
-
(114,000)
-
(114,000)

Shares issued in the year
1,000
3,300
-
-
4,300


At 31 March 2025
183,000
38,400
(114,000)
133,498
240,898


The notes on pages 20 to 39 form part of these financial statements.

Page 17

 
SQW GROUP NEWCO 2018 LIMITED
 

CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2025

2025
2024
£
£

Cash flows from operating activities

Profit for the financial year
779,683
247,656

Adjustments for:

Amortisation of intangible assets
10,682
5,522

Depreciation of tangible assets
176,328
196,583

Loss on disposal of tangible assets
2,853
(3,290)

Interest paid
181
188

Interest received
(30,428)
-

Taxation charge
285,626
94,045

(Increase)/decrease in debtors
(457,378)
284,536

Increase in creditors
63,504
1,166,846

(Decrease) in provisions
(266,694)
(19,405)

Corporation tax (paid)
(162,376)
(175,647)

Net cash generated from operating activities

401,981
1,797,034


Cash flows from investing activities

Purchase of intangible fixed assets
(12,210)
(15,358)

Sale of intangible assets
-
5,204

Purchase of tangible fixed assets
(104,292)
(321,359)

Sale of tangible fixed assets
6,298
-

Interest received
30,428
-

Net cash from investing activities

(79,776)
(331,513)

Cash flows from financing activities

Issue of ordinary shares
4,300
4,300

Share redemption
(114,000)
-

Dividends paid
(1,149,931)
(91,000)

Interest paid
(181)
(188)

Net cash used in financing activities
(1,259,812)
(86,888)

Net (decrease)/increase in cash and cash equivalents
(937,607)
1,378,633

Cash and cash equivalents at beginning of year
4,277,877
2,899,244

Cash and cash equivalents at the end of year
3,340,270
4,277,877


Cash and cash equivalents at the end of year comprise:

Cash at bank and in hand
3,340,270
4,277,877

3,340,270
4,277,877


Page 18

 
SQW GROUP NEWCO 2018 LIMITED
 

CONSOLIDATED ANALYSIS OF NET DEBT
FOR THE YEAR ENDED 31 MARCH 2025




At 1 April 2024
Cash flows
At 31 March 2025
£

£

£

Cash at bank and in hand

4,277,877

(937,607)

3,340,270

Liquid investments

4,929

(4,929)

-


4,282,806
(942,536)
3,340,270

The notes on pages 20 to 39 form part of these financial statements.

Page 19

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

1.


General information

SQW Group Newco 2018 Limited is a limited liability company incorporated in the United Kingdom and registered in England & Wales. The Company's registered office is Oxford Centre for Innovation, Blue Boar Court, 9 Alfred Street, Oxford OX1 4EH.
The principal activity of the Company is that of a holding company. The activities of the Group during the year were the provision of economic and social development consultancy services, business coaching and support, the management of innovation centres and the facilitation of investment into early stage businesses.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006.

The preparation of financial statements in compliance with FRS 102 requires the use of certain critical accounting estimates. It also requires Group management to exercise judgement in applying the Group's accounting policies (see note 3).

The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.

The following principal accounting policies have been applied:

  
2.2

Basis of consolidation

The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full.

The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases.

Page 20

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)

 
2.3

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP, rounded to the nearest pound.

Transactions and balances

Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions.

At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined.

Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges.

 
2.4

Revenue

Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised:

Rendering of services

Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied:
the amount of revenue can be measured reliably;
it is probable that the Group will receive the consideration due under the contract;
the stage of completion of the contract at the end of the reporting period can be measured reliably; and
the costs incurred and the costs to complete the contract can be measured reliably.

When losses are anticipated on projects, the loss is recognised in full during the year in which it is first foreseen. 
Revenue from carried interest income due is recognised upon the receipt of cash. The Directors feel
this is appropriate given uncertainty experienced in the past in relation to such receipts. The
appropriateness of this policy is kept under close review.
When annual management fees are due from positive fund returns, revenue is recognised in the
period to which the fees relate when fund performance provides adequate assurance over the
Company’s receipt of those fees. Annual remeasurement of such accrued fees is carried out based
on latest fund valuations.
When share options are issued to the Company in lieu of annual monitoring fees, revenue is
calculated by measuring the fair value of the options using an option pricing model at the grant date
as a financial instrument and recognising the revenue over the period in which the services are
provided.
 
Page 21

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)


2.4
Revenue (continued)


Long term contracts
Profit on long-term contracts is taken as the work is carried out if the final outcome can be assessed
with reasonable certainty. The profit included is calculated on a reasonable basis to reflect the
proportion of the work carried out at the year end, by recording turnover and related costs as contract
activity progresses. Turnover is calculated as the proportion of total contract value to total expected
costs for that contract. Revenues derived from variations on contracts are recognised only when they
have been accepted by the customer. Full provision is made for losses on all contracts in the year in
which they are first foreseen.

 
2.5

Operating leases: the Group as lessee

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

Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.

 
2.6

Government grants

Grants of a revenue nature are recognised in the Consolidated statement of comprehensive income in the same period as the related expenditure.

 
2.7

Interest income

Interest income is recognised in profit or loss using the effective interest method.

 
2.8

Finance costs

Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.

 
2.9

Pensions

Defined contribution pension plan

The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations.

The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Group in independently administered funds.

Page 22

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)

 
2.10

Current and deferred taxation

The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively.

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits;
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and
Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future.

Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.


 
2.11

Intangible assets

Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.

 The estimated useful lives range as follows:

Website
-
3
years straight line

Page 23

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)

 
2.12

Tangible fixed assets

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

Depreciation is provided on the following bases:

Leasehold improvements
-
Over the life of the lease
Fixtures & fittings
-
2 to 7 years
Computer & office equipment
-
2 to 7 years

The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.

Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.

 
2.13

Valuation of investments

Investments in subsidiaries are measured at cost less accumulated impairment.

 
2.14

Debtors

Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.

 
2.15

Cash and cash equivalents

Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value.

In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.

 
2.16

Creditors

Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.

Page 24

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)

 
2.17

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.
Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.18

Financial instruments

The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS 102 to all of its financial instruments.

The Group has elected to apply the recognition and measurement provisions of IFRS 9 Financial Instruments (as adopted by the UK Endorsement Board) with the disclosure requirements of Sections 11 and 12 and the other presentation requirements of FRS 102.

Financial instruments are recognised in the Group's Balance sheet when the Group becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, 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.

Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.

Other financial assets

Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.

Basic financial liabilities

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities.

Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.

Page 25

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

2.Accounting policies (continued)


2.18
Financial instruments (continued)

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

Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.

 
2.19

Dividends

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.


3.


Judgements in applying accounting policies and key sources of estimation uncertainty

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amount reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates. The following judgements (apart from those involving estimates) have had the most significant effects on amounts recognised in the financial statements.
Revenue recognition
Revenue and costs have been recognised based on management's assessment of the stage of completion for each project, taking in to account the amounts repayable to customers.
Annual management fees that accrue to the Company based on future fund performance requires annual
judgement about likely exit value, and therefore the amount of fund revenue that should be recognised in
any given period is based on management’s best judgement of the likely outcome at the point of exit each year end. The latest fund valuations are used as the best indicator of such outcome.
Taxation
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will be available against the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that ban be recognised, based upon likely timing and the level of future taxable profits, together with future planning strategies.
Contract obligations
A contract obligation provision is included in the financial statements to recognise the Group’s potential obligation to repay amounts from revenue contracts in line with revenue agreements. Assumptions have been made over the expected future costs and settlement dates. 
Dilapidation provision
A dilapidation provision is included in the financial statements to recognise the Group’s obligation to restore leased properties back to their original condition upon expiry of the lease, in line with the lease agreements. Assumptions are made over the expected future costs of restoration. 

Page 26

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

4.


Turnover

An analysis of turnover by class of business is as follows:


2025
2024
£
£

Economic and social development consultancy
5,691,694
5,602,308

Business coaching and support
11,265,386
7,582,659

Innovation centre management
10,348,805
9,348,481

Management of investment networks and Fund
365,119
352,941

27,671,004
22,886,389


Analysis of turnover by country of destination:

2025
2024
£
£

United Kingdom
27,625,219
22,702,068

Rest of Europe
45,785
184,321

27,671,004
22,886,389



5.


Other operating income

2025
2024
£
£

Other operating income
116,240
-

116,240
-



6.


Operating profit

The operating profit is stated after charging:

2025
2024
£
£

Exchange differences
3,899
(3,935)

Other operating lease rentals
42,301
46,156

Depreciation/amortisation of fixed assets
176,328
202,105

Page 27

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

7.


Auditor's remuneration

2025
2024
£
£

Fees payable to the Group’s auditors and its associates for the audit for the Group’s annual financial statements
59,880
49,000

Fees payable to the Group’s auditor and its associates in respect of:

Taxation compliance services
9,895
9,000

All other services
14,145
13,730


8.


Employees

Staff costs, including directors' remuneration, were as follows:


Group
Group
2025
2024
£
£


Wages and salaries
15,430,685
12,667,662

Social security costs
1,444,843
1,148,915

Cost of defined contribution scheme
633,815
520,199

17,509,343
14,336,776


The average monthly number of employees, including the directors, during the year was as follows:


        2025
        2024
            No.
            No.







Direct staff
289
256



Administrative staff
49
43

338
299

There are no directors remunerated through the parent company. 
Directors are employed and remunerated in subsidiary companies in respect of their services to those entities. The remuneration for the year totals £1,092,073 (2024: £927,040)


9.


Interest payable and similar expenses

2025
2024
£
£


Other loan interest payable
181
189

181
189

Page 28

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

10.


Taxation


2025
2024
£
£

Corporation tax


Current tax on profits for the year
296,463
63,512

Adjustments in respect of previous periods
2,117
7,374


298,580
70,886


Total current tax
298,580
70,886

Deferred tax


Origination and reversal of timing differences
(12,954)
23,159

Total deferred tax
(12,954)
23,159


285,626
94,045
Page 29

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025
 
10.Taxation (continued)


Factors affecting tax charge for the year

The tax assessed for the year is higher than (2024 - higher than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:

2025
2024
£
£


Profit on ordinary activities before tax
1,065,309
341,701


Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%)
266,327
85,424

Effects of:


Capital allowances for year in excess of depreciation
4,972
890

Expenses not deductible for tax purposes, other than goodwill amortisation and impairment
7,798
3,517

Income not taxable
(29,058)
-

Adjustments in respect of prior periods
2,117
7,374

Adjustments to tax charge in respect of previous periods - deferred tax
5,694
(2,614)

Remeasurement of deferred tax in respect of prior periods
(1,511)
262

Chargeable gains
26,207
-

Other differences leading to an increase (decrease) in the tax charge
3,080
(808)

Total tax charge for the year
285,626
94,045


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


11.


Dividends

2025
2024
£
£


Dividends paid
1,149,931
91,000

1,149,931
91,000

Page 30

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

12.


Intangible assets

Group and Company





Website

£



Cost


At 1 April 2024
27,868


Additions
12,210



At 31 March 2025

40,078



Amortisation


At 1 April 2024
7,578


Charge for the year
10,682



At 31 March 2025

18,260



Net book value



At 31 March 2025
21,818



At 31 March 2024
20,290



Page 31

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

13.


Tangible fixed assets

Group






Short-term leasehold property
Fixtures and fittings
Computer & Office equipment
Total

£
£
£
£



Cost or valuation


At 1 April 2024
528,039
258,094
620,894
1,407,027


Additions
10,541
40,155
53,596
104,292


Disposals
-
(28,054)
(69,402)
(97,456)



At 31 March 2025

538,580
270,195
605,088
1,413,863



Depreciation


At 1 April 2024
242,074
214,913
466,022
923,009


Charge for the year on owned assets
54,716
17,260
104,352
176,328


Disposals
-
(22,676)
(65,629)
(88,305)



At 31 March 2025

296,790
209,497
504,745
1,011,032



Net book value



At 31 March 2025
241,790
60,698
100,343
402,831



At 31 March 2024
285,965
43,181
154,872
484,018




The net book value of land and buildings may be further analysed as follows:


2025
2024
£
£

Short leasehold
241,790
285,965

241,790
285,965


Page 32

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

14.


Fixed asset investments

Group





Investments in associates

£



Cost or valuation


At 1 April 2024
13



At 31 March 2025

13



Impairment


At 1 April 2024
13



At 31 March 2025

13



Net book value



At 31 March 2025
-

Company





Investments in subsidiary companies

£



Cost or valuation


At 1 April 2024
3,971,259



At 31 March 2025
3,971,259






Net book value



At 31 March 2025
3,971,259

Page 33

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

Subsidiary undertakings


The following were subsidiary undertakings of the Company:

Name

Principal activity

Class of shares

Holding

SQW Group Limited
Holding company
Ordinary
100%
SQW Limited
Consultancy services
Ordinary
100%
Oxford Innovation Limited
Innovation centres
Ordinary
100%
Oxford Innovation Services Limited
Coaching services
Ordinary
100%
Oxford Investment Opportunity Network Limited
Investment network and Fund manager
Ordinary
100%
Intelligent Connections Limited
SME Support
Ordinary
100%

Parent company guarantee
 
The following subsidiary companies are exempt from the requirements under the Companies Act 2006 relating to the audit of financial statements under section 479A of that Act. SQW Group Newco 2018 Limited has provided a parent company guarantee over the liabilities of each of these subsidiary companies, pursuant to section 479C of the Companies Act 2006.
Company name    Company number
Intelligent Connections Limited  12017109
SQW Group Limited   04947276


15.


Debtors

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£


Trade debtors
2,481,729
2,315,901
-
-

Other debtors
567,672
389,440
-
-

Prepayments and accrued income
2,401,868
2,283,621
563
563

Tax recoverable
150
150
150
150

Financial instruments
-
4,929
-
-

5,451,419
4,994,041
713
713



16.


Cash and cash equivalents

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Cash at bank and in hand
3,340,270
4,277,877
15,878
13,010

3,340,270
4,277,877
15,878
13,010


Page 34

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

17.


Creditors: Amounts falling due within one year

Group

Group
Company

Company
2025
2024
2025
2024
£
£
£
£

Trade creditors
459,291
403,786
-
-

Amounts owed to group undertakings
-
-
3,746,952
3,748,453

Corporation tax
172,672
36,468
-
-

Other taxation and social security
1,043,247
1,043,642
-
-

Other creditors
1,123,206
686,768
-
-

Accruals and deferred income
3,802,483
4,458,689
-
-

6,600,899
6,629,353
3,746,952
3,748,453


Amounts owed to group undertakings are non-interest bearing and repayable on demand.


18.


Financial instruments

Group
Group
Company
Company
2025
2024
2025
2024
£
£
£
£

Financial assets

Financial assets measured at fair value through profit or loss
-
4,929
-
-

Financial assets that are measured at amortised cost
3,049,401
2,705,341
-
-

Cash and cash equivalents
3,340,270
4,277,877
15,878
13,010

6,389,671
6,988,147
15,878
13,010


Financial liabilities

Financial liabilities measured at amortised cost
4,018,802
3,082,231
3,746,952
3,748,453


Financial assets measured at fair value through profit or loss comprise of financial instruments.


Financial assets measured at amortised cost comprise trade debtors, amounts owed to group undertakings and other debtors.


Financial liabilities measured at amortised cost comprise trade creditors, amounts owed to group undertakings, accruals and other creditors.

Page 35

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

19.


Deferred taxation


Group



2025
2024


£

£






At beginning of year
(85,830)
(62,671)


Charged to profit or loss
12,954
(23,159)



At end of year
(72,876)
(85,830)




Group
Group
2025
2024
£
£

Accelerated capital allowances
(72,876)
(85,830)

(72,876)
(85,830)

Page 36

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

20.


Provisions


Group



Contract obligations provision
Dilapidation provision
Total

£
£
£





At 1 April 2024
639,210
317,242
956,452


Charged to profit or loss
33,484
69,562
103,046


Utilised in year
(85,578)
(56,000)
(141,578)



At 31 March 2025
587,116
330,804
917,920

Contract obligations provision
There is uncertainty regarding the exact costs of the contract obligations and, therefore, the directors have included their best estimate in the financial statements in accordance with FRS 102. Although there is uncertainty regarding the exact timing of when the contract obligations will be settled, it is expected that this is more likely to be in the next 12 months.
Such is their nature, changes in the conditions under which contract provisions are held could have an impact of the Company’s results in successive years; provision releases giving rise to a credit in the profit and loss account and increased best estimates giving rise to an expense.
Dilapidation provision 
There is uncertainty regarding the exact costs of the dilapidation provision and, therefore, the directors have included their best estimate in the financial statements in accordance with FRS 102. These costs are expected to be settled on expiration of the contracts. 

Page 37

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

21.


Share capital

2025
2024
£
£
Allotted, called up and fully paid



183,000,000 (2024 - 182,000,000) A Ordinary shares of £0.001 each
183,000
182,000


During the year, the Group issued 1,000,000 A Ordinary shares of £0.001 for a total value of £4,300. 


22.


Reserves

Share premium account

Share premium is the amount which the Company receive for a share issue in excess of its nominal value less any directly attributable share issue costs. 

Treasury shares

Treasury shares represent the fair value of the consideration for shares that have been issued and subsequently reacquired by the Company.

Profit and loss account

The profit & loss accounts is the Group's accumulated profits or losses since acquisition at the year end date. 


23.


Prior year adjustment

In considering the nature and classification of contract obligations at the year end, the Directors reclassified £228,162 from provisions to other creditors for the year ended 31 March 2024. This did not impact retained earnings. Following this prior year adjustment, classification of these particular contract obligations is consistent year on year. 


24.


Pension commitments

The Group operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Group in an independently administered fund. The pension cost charge represents contributions payable by the Group to the fund and amounted to £742,119 (2024: £535,019). Contributions totalling £127,697 (2024: £106,696) were payable to the fund at the balance sheet date and are included in creditors.

Page 38

 
SQW GROUP NEWCO 2018 LIMITED
 

 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2025

25.


Commitments under operating leases

At 31 March 2025 the Group and the Company had future minimum lease payments due under non-cancellable operating leases for each of the following periods:


Group
Group
2025
2024
£
£

Not later than 1 year
795,857
766,522

Later than 1 year and not later than 5 years
2,249,833
1,831,696

Later than 5 years
630,340
890,597

3,676,030
3,488,815


26.


Related party transactions

The Group has taken advantage of the exemption under section 33 of FRS 102 not to disclose transactions with wholly owned Group companies. 
During the year the Company paid membership fees of £10,027 (2024: £12,046) to entities with common directorships. At the year end £Nil (2024: Nil) was outstanding in respect of the services provided. 


27.


Post balance sheet events

After the year end, Oxford Investment Opportunity Network Limited and their respective partnered nominee formally closed on Q1 of a separately administered fund valued at £672k. This will result in increased future activity.
A Grant Funding Agreement was entered into with Cornwall Council before the end of the financial year for the express purpose of establishing a fund specifically designed to address the critical early-stage equity funding gap for small businesses in Cornwall. Following the year end, Oxford Innovation Services Limited received £1m of funding for these purposes from Cornwall Council. No benefit accrued to Oxford Innovation Services Limited by the year end in relation to this.
On 9 May 2025, Oxford Innovation Services Limited purchased the Growth Canvas business and its associated IP from Multidmedia Limited. Consideration is in the form of a £250,000 up-front payment and future contingent consideration linked to revenue over a two-year period. These sums are to be capitalised and amortised over the period during which benefit will accrue to Oxford Innovation Services Limited from the ownership of these assets.


28.


Controlling party

In the opinion of the directors there is not one ultimate controlling party. 

Page 39