Introduction

The directors present their Strategic Report for the year ended 30 April 2025.

Principal activities

The principal activity of the Group is the provision of social media marketing services. The Group, trading as "Billion Dollar Boy”, is a leading creator marketing agency globally. The business combines creative strategy, talent management, paid media, and data analytics to produce measurable marketing outcomes across leading social media platforms. Its core services include campaign planning and management, influencer sourcing and contracting, content creation and production, paid social amplification, and performance measurement using proprietary technology platforms.

The Group also provides strategic consultancy, creative development, and insights services to clients, supporting them in leveraging creator content within broader brand and digital marketing strategies. Operations are supported by internal creative and production teams and by partnerships with a global network of content creators.

The Group serves clients across a wide range of industries, including consumer goods, fashion, beauty, technology, and entertainment, with offices in the United Kingdom, the United States, and continental Europe. The Company’s objective is to deliver innovative, data-driven marketing solutions that enable brands to achieve authentic engagement and sustainable growth in the creator economy.

At the end of the previous financial year, the Group launched FiveTwoNine. FiveTwoNine is a global creator brand and platform designed to set a new standard for the creator economy by helping creators build sustainable, long-term careers and businesses. Positioned at the intersection of culture, creativity, and commerce, it empowers creators through community, education, events, access, and funding, while partnering with global brands to foster authentic collaboration and innovation. Acting as a bridge between creators and brands, FiveTwoNine helps brands understand creator influence and connect with authentic advocates, while enabling creators to evolve into entrepreneurial leaders. As part of the Group, FiveTwoNine complements the Group's brand-focused services by meeting creators’ needs - together forming a unique ecosystem that drives mutual growth, deeper cultural insight, and positions the Company at the forefront of the creator economy.

Within just six months of launch, FiveTwoNine has significantly strengthened its presence in the USA. We have delivered eight events, partnered with a range of creators on co-marketing activity, grown digital community sign-ups by 25%, added 38 new core community members, and secured our first major global client win.

Business review

The financial results for the year ended 30 April 2025 demonstrate a strong improvement in the Group's overall performance compared to the prior financial year. Turnover for the year amounted to £40.9m, representing a 52% increase from the previous year. This improvement is due to the continued growth of key clients such as Unilever, Stitch fix, Johnson & Johnson, Ulta Beauty, Pepsi Lipton International, Sainsbury’s, Heineken and Amazon, whilst also adding new key clients in Interparfums Luxury Brands, adidas, HelloFresh, IKEA, Sephora & Crocs.

In addition to our growth in turnover, our work has been widely recognised across the industry. The outstanding campaigns produced by the team have earned multiple awards, including three Cannes Lions, bCreator’s Best Beauty Campaign, and the Social Media Awards’ Best Food & Drink Campaign. We also celebrated major wins as Social Media Agency of the Year at the Global Agency of the Year Awards and Global Influencer Marketing Agency of the Year at the Global Influencer Marketing Awards. Notably, Billion Dollar Boy is the first and only influencer agency to achieve IPA Effectiveness Accreditation.

The board considers the matters described below to be the principal risks and uncertainties the business faces.

Market Risk and Economic Conditions    

The influencer/creator and wider social media advertising sectors are well-documented as growing at a very rapid rate. This is likely to increase the level of regulation imposed on social media channels and competition in the market. The Group regularly checks that it complies with ASA regulations, which governs the wider advertising industry and, through its membership to the IPA, is quick to learn of any further or likely regulatory changes.

The Group's revenue is dependent on client marketing budgets, which may be reduced in periods of economic uncertainty or cost inflation. To mitigate this, the Group maintains a diverse portfolio of clients across multiple sectors and geographies and focuses on building long-term strategic partnerships.

Platform Dependency

A significant proportion of the Company’s campaigns are delivered via third-party social media platforms. Changes to platform algorithms, data access, or advertising policies could impact campaign performance. The Company mitigates this by adopting a multi-platform strategy, investing in proprietary analytics, and maintaining close relationships with platform partners.

Performance Against Customer Contracts

The Group monitors performance against customer contracts through a combination of financial metrics, operational milestones, and client satisfaction measures. Revenue recognition is aligned with the completion of agreed campaign deliverables, milestones, or contractual obligations, ensuring that reported income reflects actual performance.

During the year, the Group continued to deliver services in line with contractual commitments. Campaigns were executed according to client briefs, timelines, and agreed quality standards, with project management and creative teams actively tracking progress against deliverables.

The Account Management team maintains regular communication with clients, providing updates, reporting on performance metrics, and addressing any emerging issues promptly. This proactive approach helps to minimise disputes, reinforce client confidence, and maintain long-term relationships.

Talent Retention and Operational Capability

The Group's success relies on the skills and creativity of its employees. Competition for talent in the marketing and technology sectors remains high. The Group promotes employee engagement, offers professional development opportunities, and fosters an inclusive culture to attract and retain key personnel.

Currency Risk

Operating across the UK, US, and Europe exposes the Group to currency fluctuations and differing regulatory environments. The vast majority of foreign currency transactions occur in USD or EUR. Fluctuations in foreign exchange can impact performance. However, the majority of fluctuations are hedged on the balance sheet by ensuring surplus FX is converted to GBP as soon as possible once received. The Group is also shielded from actual foreign exchange risk in its banking operations, as we transact in 3 major currencies, GBP, USD & Euro, therefore creating a natural hedge.

Going Concern Risk

The management team continuously assesses the Group's ability to continue as a going concern for the foreseeable future. This assessment considers the current financial position, projected cash flows, client commitments, and the prevailing economic and market conditions. The business has good processes for forecasting future cash flow and profitability. The business maintains highly accurate data regarding its pipeline of current and future client work, enabling the finance team to accurately forecast future cash flows, fee growth and resourcing needs on a 12 month revolving basis. The finance team also adopts a prudent approach regarding business costs and has suitable processes in place for approving cost items in excess of the annual Budget. Headcount costs are managed through reference to third party resources to ensure reasonableness.

Based on all of the above, the Directors are satisfied that the Group has adequate resources to continue in operational existence for the foreseeable future.

Interest Rate Risk

The Group has no material exposure to interest rate risk.

Presented below is a summary of the development and performance of the Group during the period by reference to the key performance indicators:

The financial results for the year ended 30 April 2025 demonstrate a strong improvement in the Group's overall performance compared to the prior financial year. Turnover for the year amounted to £40.9m, representing a 52% increase from the previous year. As mentioned in the business review, this growth is due to the continued growth of key clients such as Unilever, Stitch fix, Johnson & Johnson, Ulta Beauty, Pepsi Lipton International, Sainsbury’s, Heineken and Amazon, whilst also adding new key clients in Interparfums Luxury Brands, adidas, HelloFresh, IKEA, Sephora & Crocs.

Overall, the directors are pleased with the Group's performance and feel the current and future success and growth of the business is centred on recruiting and retaining high quality team members, who are capable of delivering our services to meet ever increasing market demand. BDB will continue to invest in this area to ensure it remains a place that attracts top quality talent, whilst retaining our high quality team members.

On behalf of the board

The directors present their annual report and financial statements for the year ended 30 April 2025.

The principal activity of the company and group continued to be that of marketing and information technology services.

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

The auditor, Moore Kingston Smith LLP, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

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

• select suitable accounting policies and then apply them consistently;

• make judgements and accounting estimates that are reasonable and prudent;

• state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the group and company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the group’s and company’s transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

We have audited the financial statements of Fitzhattan Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 April 2025 which comprise the Group Statement of Comprehensive Income, the Group Balance Sheet, the Company Balance Sheet, the Group Statement of Changes in Equity, the Company Statement of Changes in Equity, the Group Statement of Cash Flows and notes to the financial statements, including 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 group's and the parent company's affairs as at 30 April 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 and parent 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 group's and parent company’s ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.

Other information

The 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 report. 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.

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.

Opinions on other matters prescribed by the Companies Act 2006

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

• the information given in the Strategic Report and the Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and

• the Strategic Report and the Directors' Report have been prepared in accordance with applicable legal requirements.

In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the audit, we have not identified material misstatements in the Strategic Report or the Directors' Report.

We have nothing to report in respect of the following matters 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.

As explained more fully in the Directors' Responsibilities Statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group's and 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 parent company or to cease operations, or have no realistic alternative but to do so.

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with ISAs (UK) we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the company’s internal control.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

• Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group's or the parent company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the group or the parent company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

Explanation as to what extent the audit was considered capable of detecting irregularities, including

fraud

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.

The objectives of our audit in respect of fraud, are; to identify and assess the risks of material misstatement of the financial statements due to fraud; to obtain sufficient appropriate audit evidence regarding the assessed risks of material misstatement due to fraud, through designing and implementing appropriate responses to those assessed risks; and to respond appropriately to instances of fraud or suspected fraud identified during the audit. However, the primary responsibility for the prevention and detection of fraud rests with both management and those charged with governance of the company.

Our approach was as follows:

Ÿ

• We obtained an understanding of the legal and regulatory requirements applicable to the company and considered that the most significant are the Companies Act 2006, UK financial reporting standards as issued by the Financial Reporting Council, and UK taxation legislation.

• We obtained an understanding of how the company complies with these requirements by discussions with management and those charged with governance.

• We assessed the risk of material misstatement of the financial statements, including the risk of material misstatement due to fraud and how it might occur, by holding discussions with management and those charged with governance.

• We inquired of management and those charged with governance as to any known instances of noncompliance or suspected non-compliance with laws and regulations.

• Based on this understanding, we designed specific appropriate audit procedures to identify instances of non-compliance with laws and regulations. This included making enquiries of management and those charged with governance and obtaining additional corroborative evidence as required.

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.

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 for no purpose other than to draw to the attention of the company’s members those matters we are required to include in an auditor's report addressed to them. To the fullest extent permitted by law, we do not accept or assume responsibility to any party 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.

As permitted by s408 Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the year was £12,900 (2024 - £837,700 profit).

Fitzhattan Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is 15th Floor, 6 Bevis Marks, London, United Kingdom, EC3A 7BA.

The group consists of Fitzhattan Limited and all of its subsidiaries.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

In the parent company financial statements, the cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. Investments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

The consolidated group financial statements consist of the financial statements of the parent company Fitzhattan Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

Fitzhattan Limited acquired Billion Dollar Boy Limited in 2021 through a share-for-share exchange. As the ultimate owners of the group remained the same, this reconstruction was accounted for using the merger accounting principles set out in UK GAAP at that time under "FRS6 Acquisitions and Mergers". On transition to FRS102, the merger accounting was still applied and therefore there was no change on transition. The results of the reconstructed group are therefore presented as through the group has always been in existence.

Proforma comparatives have been shown as this is the first time the group has prepared consolidated accounts.

All financial statements are made up to 30 April 2025. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the group.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

The group has net current assets of £569,294 as at 30 April 2025 and its profit for the year ended of £1,237,601. The financial statements have been prepared on a going concern basis which the directors consider appropriate for the following reasons:

The nature of the company’s trade means that it’s overall working capital requirement is negative. The directors have prepared cash flow forecasts for a period of 12 months from the date of approval of these financial statements. These cash flow forecasts include any scheduled material payments and best estimates of other material cash movements. They indicate that, taking account of reasonably possible downsides, the group and company will have sufficient available cash to pay it’s creditors as they fall due. Therefore, the directors have prepared the financial statements on a going concern basis.

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that it is probable will be recovered.

Pass-through costs comprise fees charged to clients that are equal in value to costs paid to external suppliers when they are engaged to perform part or all of a specific project. Pass-through costs are recognised at the date they are incurred and the accompanying revenue is recognised at the same point.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is recognised in the profit and loss account.

Equity investments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

In the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The company has only basic financial instruments held at amortised cost.

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black Scholes model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

The expense in relation to options over the parent company’s shares granted to employees of a subsidiary is recognised by the company as a capital contribution, and presented as an increase in the company’s investment in that subsidiary.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

The following judgements (apart from those involving estimates) have had the most significant effect on amounts recognised in the financial statements.

The main area of judgement is in revenue recognition where projects are not completed in a single financial year. Estimates of revenue are based on the percentage completion of a project with reference to time spent on the project versus time estimated to complete the project. Any material change to these estimates would affect revenue recognised in the Consolidated Statement of Comprehensive Income and the level of deferred or accrued revenue on the balance sheet.

Included within other debtors is an amount of £388,500 owed by the directors of Billion Dollar Boy Limited. The directors have considered the recoverability of this balance and drawn up a medium-term forecast showing sufficient distributable reserves in order to recover this balance by way of dividends. If there are negative changes to the forecasted financial performance, the directors may change their view on the recoverability of the balance. If the directors were to assess the full balance as irrecoverable, this would have a material impact on the accounts.

As part of a restructuring process in the 2024 financial year, the Group incurred exceptional, non-recurring expenditure of £1,121,162. There was no such expenditure in the 2025 financial year.

The average monthly number of persons (including directors) employed by the group and company during the year was:

Their aggregate remuneration comprised:

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 1 (2024 - 1).

Investment income includes the following:

The actual charge for the year can be reconciled to the expected charge/(credit) for the year based on the profit or loss and the standard rate of tax as follows:

Details of the company's subsidiaries at 30 April 2025 are as follows:

Billion Dollar Boy Rights Limited and IMCompanion Limited are exempt from audit by virtue of s479A of Companies Act 2006. Billion Dollar Girl Limited is a dormant company.

The following are the major deferred tax liabilities and assets recognised by the group and company, and movements thereon:

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

The options outstanding at 30 April 2025 had an exercise price ranging from £14.34 to £723.29, and a remaining contractual life of 2-10 years.

During the year, the company purchased 723 Ordinary 50p shares for total consideration of £785,316. It subsequently cancelled these shares.

At the reporting end date the group had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

During the year, the Group made loans totalling £76,946 (2024: £253,947) to directors of the Company. Outstanding amounts totalling £330,893 (2024: £253,947) were owed to the Group at year end. These amounts are disclosed within non-current other debtors in the accounts. The loans are not interest-bearing. No amounts have been written off or provided for in the year.

Remuneration paid to key management personnel across the Group totalled £925,987 (2024: £2,342,312).

As permitted by FRS 102 Section 33 "Related Party Disclosures", the financial statements do not disclosure transactions between 100% group owned companies.

There is no ultimate controlling party.