REGISTERED NUMBER: 05392558 (England and Wales)

AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2025

FOR

CORPORATE IT SYSTEMS LIMITED

Page

Balance sheet

1

Notes to the financial statements

2

Fixed assets

Tangible assets

4

73,591

88,128

Current assets

Stocks

30,882

87,550

Debtors

5

2,275,243

2,252,227

Cash at bank

1,392,271

1,541,566

3,698,396

3,881,343

Creditors

Amounts falling due within one year

6

1,995,683

2,325,315

Net current assets

1,702,713

1,556,028

Total assets less current liabilities

1,776,304

1,644,156

Provisions for liabilities

8

-

4,007

Net assets

1,776,304

1,640,149

Capital and reserves

Called up share capital

9

100

100

Share option reserve

24,084

7,979

Retained earnings

1,752,120

1,632,070

Shareholders' funds

1,776,304

1,640,149

The financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

In accordance with Section 444 of the Companies Act 2006, the Statement of comprehensive income has not been delivered.

The financial statements were approved by the Board of Directors and authorised for issue on 17 December 2025 and were signed on its behalf by:

Mr S Mackendrick - Director

1.	Statutory information

Corporate IT Systems Limited is a private company, limited by shares, registered in England and Wales. The company's registered number is 05392558. The registered office is Brooke Suite, Ground Floor, Bewley House, Marshfield Road, Chippenham, SN15 1JW, and the business address is Unit 2, Block A, Arena Business Centre, Holyrood Close, Poole, Dorset, BH17 7FJ.

2.	Accounting policies

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" including the provisions of Section 1A "Small Entities" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Turnover

Turnover represents amounts receivable, excluding value added tax, in respect of services provided in the ordinary course of business.

Revenue from ongoing annual maintenance fees is recognised across the life of the contract starting from the date the service agreement begins. Any amounts received for these maintenance fees in advance of the services being provided are showed as deferred income until such time as the customer receives the service.

Tangible fixed assets

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

Computer equipment

-

33% on cost

Fixtures and fittings

-

33% on cost

Motor vehicles

-

25% on reducing balance

Stocks

Stock and Work In Progress are valued at the lower of cost and net realisable value.

Taxation

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

Current or deferred taxation assets and liabilities are not discounted.

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

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

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

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

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Financial instruments

Basic financial instruments are initially recognised at transaction price and accounted for according to the substance of the contractual arrangement, as either financial assets, liabilities or equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of the company, after deducting all liabilities.

At each balance sheet date, financial instruments are measured at amortised cost using the effective interest method. Any losses arising from impairment are recognised in the profit and loss account in the period to which they relate.

Share-based payments

The cost and corresponding increase in equity in respect of equity-settled share-based payment transactions are measured by reference to the fair value of equity instruments issued at the date of grant. Amounts are expensed on a straight line basis over the vesting period based on the estimate of shares that will eventually vest and adjusted for the effect of non market-based vesting conditions. The cost and fair value of the liability incurred in respect of cash-settled transactions is measured using an appropriate option pricing model with changes in fair value recognised in profit or loss for the period. Further detail is provided in note 14.

Judgements and key sources of estimation uncertainty

The following judgements have been made in the process of applying the above accounting policies that have had the most significant effect on amounts recognised in the financial statements:

Share Based Payments

Management is required to use an appropriate pricing model to value the issue of equity to employees. Any charge to the profit and loss account is therefore a function of the chosen pricing model, which is based on a range of assumptions.The vesting conditions are both market vesting and non market vesting, relating to the market value of the shares or company at any particular time, how this value ought to be apportioned over the vesting period, and are conditional on employee actions.

3.	Employees and directors

The average number of employees during the year was 17 (2024 - 16 ) .

4.	Tangible fixed assets

Fixtures

Computer

and

Motor

equipment

fittings

vehicles

Totals

£

£

£

£

Cost

At 1 April 2024

145,219

12,742

31,389

189,350

Additions

32,600

-

-

32,600

Disposals

(11,532

)

-

-

(11,532

)

At 31 March 2025

166,287

12,742

31,389

210,418

Depreciation

At 1 April 2024

71,751

9,343

20,128

101,222

Charge for year

40,246

2,766

2,816

45,828

Eliminated on disposal

(10,223

)

-

-

(10,223

)

At 31 March 2025

101,774

12,109

22,944

136,827

Net book value

At 31 March 2025

64,513

633

8,445

73,591

At 31 March 2024

73,468

3,399

11,261

88,128

5.

Debtors: amounts falling due within one year

2025

2024

£

£

Trade debtors

454,838

1,468,374

Other debtors

1,159,157

495,538

Directors' current accounts

552,081

195,194

Tax

65,878

65,878

Prepayments and accrued income

43,289

27,243

2,275,243

2,252,227

6.

Creditors: amounts falling due within one year

2025

2024

£

£

Trade creditors

14,044

33,822

Tax

44,244

174,799

Social security and other taxes

51,390

35,265

Pension contributions owing

6,359

5,986

VAT

194,073

292,561

Other creditors

13,240

17,728

Accruals and deferred income

1,672,333

1,765,154

1,995,683

2,325,315

7.	Leasing agreements

Minimum lease payments under non-cancellable operating leases fall due as follows:

2025

2024

£

£

Within one year

19,494

18,390

8.	Provisions for liabilities

2025

2024

£

£

Deferred tax

-

4,007

Deferred

tax

£

Balance at 1 April 2024

4,007

Credit to Income statement during year

(4,007

)

Balance at 31 March 2025

-

9.	Called up share capital

Allotted, issued and fully paid:

Number:

Class:

Nominal

2025

2024

value:

£

£

10,000

Ordinary

£0.01

100

100

10.	Disclosure under Section 444(5B) of the Companies Act 2006

The Report of the auditors was unqualified.

Mr Daniel Whitcher (Senior Statutory Auditor)

for and on behalf of Kynance Ltd t/as England and Company

11.	Directors' advances, credits and guarantees

The following advances and credits to a director subsisted during the years ended 31 March 2025 and 31 March 2024:

2025

2024

£

£

Mr D K Witherington

Balance outstanding at start of year

195,194

167,556

Amounts advanced

450,786

113,138

Amounts repaid

(93,900

)

(85,500

)

Amounts written off

-

-

Amounts waived

-

-

Balance outstanding at end of year

552,080

195,194

The director's loan account was repaid in full on 9 April 2025.

12.	Ultimate controlling party

The company was under the control of a director, Mr D Witherington, until 9 April 2025 by virtue of his 100% holding of the issued share capital of the company.

On 9 April 2025 all of the issued share capital was transferred to Constellation Software UK Holdco Ltd.

The ultimate controlling party since 9 April 2025 is Constellation Software Inc., a company incorporated in Canada.

13.	Share-based payment transactions

The company operates a enterprise management incentive share options plan.

The options may only vest on the date on which an 'Exit' occurs or on the ninth anniversary of the grant date. An 'Exit' is defined in the option agreement as either a share sale, or an asset sale, or a listing, or the death or incapacity of the director Mr D Witherington.

Any options that have not been exercised on the tenth anniversary of the grant date automatically expire on that date.

If an option holder leaves the company and subject to the provisions in the option agreement, they may then be prohibited from exercising their option.

On exercise, all options are to be settled in full by the issue of equity in the company in the form of Ordinary shares. No restrictions will be attached to these shares.

Enterprise management incentive scheme option transactions in the year at 31 March 2025 were as follows:

At 1 April 2024

Granted in the year

Forfeited in the year

Exercised during the year

At 31 March 2025

Exercisable at 31 March 2025

Number

4,704

-

-

-

4,704

-

Weighted average exercise price (£)

15.13

-

-

-

15.13

-

At 31 March 2025, the directors were aware that it was probable that an 'Exit' would occur within the service period of the option holders. As such, although the share-based payments have been previously recognised over the 9 year vesting period on a straight line basis, the balance has been recognised in this accounting period.

During the year, an expense of £16,105 (2024- £2,682) for equity instruments has been recognised in the financial statements of the company. Total equity instruments as at 31 March 2025 of £24,084 (2024 - £7,979) are recognised in a 'Share option reserve' within Equity on the Statement of Financial Position.

The fair value of the equity instruments was measured by valuing the call price on the EMI options using the Black Scholes Option Pricing Model. As there is no observable market nor any recent transactions in the share options, this valuation method is considered to be the most appropriate to comply with the requirements of FRS102 s26.11.