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

The principal activity of the company is design, development, implementation, hosting and support of computer software and services for the management and maintenance of highways and associated infrastructure.

This year saw turnover slightly decrease to £9,956k (2024: £10,061k). This resulted from the key risk described below, with several customers streamlining their system portfolios and consolidating on solely using the DfT Street Manager service.

The company’s first priority is to provide a quality service to its existing customers. This can be measured through retention of existing customer’s annual revenues. The company achieved a 95.1% retention rate (target 95%).

Staff numbers now stand at 143, as at the year end (2024:146). Again the company has a focus on ensuring its staff are productive, engaged, motivated and rewarded. This can be measured through retention of existing staff, excluding retirements. The company achieved a 93% retention rate across all staff (target 90%) and a 96.5% retention rate across experienced staff (target 95%)

The company continued its significant investment in employees, software and internal and external infrastructure in order to ensure a continued level of high-quality customer service. Slightly increased administration expenses of £8,974k (2024: £8,885k) are mainly due to increased staff costs.

The company board has previously agreed that as a result of the company’s employee ownership status, the majority of profits would be directed towards employee incentive schemes and bonuses. This serves to incentivise and retain staff and promote a culture of long-term decision making. As these incentives are distributed from pre-tax profits, it is expected that profit levels will always be minimal, unless there is a need to set aside some for retained earnings. However as a result of the slight dip in turnover the profit before tax decreased to £-28k (2024: £137k).

Shareholders’ funds remain at similar levels to the previous year, now at £4,709k (2024: £4,603k).

The directors are confident in the company’s outlook going forward and that the continued investment in product, infrastructure and staff development as well as its commitment to quality of service delivery, will ensure the retention of the current customer base enabling it to exploit future opportunities in relevant areas.

The principal risk to the Company is still the availability of the DfT Street Manager service reducing the need for some customers to use the Company’s Street Works solution. Customer retention in this area has been strong to date, including new customers. The board acknowledge this risk and are directing development efforts into adding value in areas such as reporting, lane rental management, conflict/collaboration identification, mobile operation and jeopardy/financial management.

A growing risk is with the longevity of the company’s current Managed Infrastructure. The company has invested significantly in its new Azure-based Aurora solution and is well on target to migrate existing customers over to the new platform in a timely manner.

This year saw further development of the Aurora Asset Management solution for Highway Authority customers, a true integrated enterprise solution which should be the platform for success in providing solutions to many new customers. Alongside this the mobile app solution was largely redeveloped to work on Apple iOS thus expanding the scope of devices that users can operate with. Significant enhancements to the Aurora Street Works solution continued, including delivery of EToN communications for operation in Wales either as a standalone solution per organisation or a combined solution capable of providing a national Street Works register for Wales.

The directors are committed to innovating and exploring different avenues to improve the service they can provide to their customers, including research into how Artificial Intelligence can provide meaningful benefits for customers. The specific advancements being explored in the next year are to further develop the Aurora Asset Management solution for Highway Authorities, Contractors and Statutory Undertakers, to migrate the remaining existing Insight on-premise customers to the Managed Service and to migrate existing Insight Managed Service customers to Aurora.

On behalf of the board

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

The results for the year are set out on page 9.

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

No preference dividends were paid.

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

The auditor, Gilberts Chartered Accountants, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

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 company’s auditor 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 company’s auditor is aware of that information.

Symology Ltd has continued the policy of directing a significant proportion of its resources into product development and hosted infrastructure as well as into providing an excellent level of customer support. The approach is aimed at achieving customer satisfaction and therefore the retention of the Company's excellent reputation for quality and service. It is envisaged that this will in turn assist future sales prospects. The strategy has been shown to work well and will be continued.

This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.

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 company and of the profit or loss of the company for that period.

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

• select suitable accounting policies and then apply them consistently;

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

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

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s transactions and disclose with reasonable accuracy at any time the financial position of the company and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

We have audited the financial statements of Symology Limited (the 'company') for the year ended 31 March 2025 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity, the 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 company's affairs as at 31 March 2025 and of its profit for the year then ended;

• have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

• have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

Other information

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the strategic report or the directors' report.

We have nothing to report in respect of the following matters 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, or returns adequate for our audit have not been received from branches not visited by us; or

• the financial statements are not in agreement with the accounting records and returns; or

• certain disclosures of directors' remuneration specified by law are not made; or

• we have not received all the information and explanations we require for our audit.

As explained more fully in the directors' responsibilities statement, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

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.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in an 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.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

Symology Limited is a private company limited by shares incorporated in England and Wales. The registered office is 10 Kensworth Gate, 200-204 High Street South, Dunstable, Bedfordshire, LU6 3HS.

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, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.

Turnover is recognised at the fair value of the consideration received or receivable for 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 as a proportion of total costs or where costs aren't a reliable measure by time elapsed over the total length of the contract where services are regular. 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.

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 credited or charged to profit or loss.

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

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 elected to apply the provisions of Section 11 and Section 12 of FRS 102 to all of its financial instruments.

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

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present fair value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Basic financial liabilities

Basic financial liabilities, which include trade and other payables and bank loans, are initially measured at transaction price and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present fair value of the future receipts discounted at a market rate of interest.

Equity instruments issued by the company 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 company.

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 company’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.

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. Deferred tax assets and liabilities are offset when the company has 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 option pricing 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.

In the application of the company’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.

Investment properties are held at fair value. This has been estimated by a RICS accredited estate agent, however the very nature of an estimate is subjective.

All turnover was generated from within the United Kingdom.

The average monthly number of persons (including directors) employed by the 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 7 (2024 - 7).

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

The company is in the process of compiling R&D claims for the years ending 31 March 2024 and 2025. The estimated tax credit claim of both years are £75k and £100k respectively.

The Freehold Property was listed to be sold as at the year end. A sale of the property has been agreed after the year end.

Land and buildings with a carrying amount of £928,940 were revalued at 31 March 2021, by an external valuer not connected with the company, on the basis of market value. The valuation conforms to International Valuation Standards and was based on recent market transactions on arm's length terms for similar properties.

If Freehold and Leasehold Land and Buildings had been measured using the historic cost basis, the carrying amount would have been £1,018,877 (2024 - £1,159,997).

The fair value of the investment property has been arrived at on the basis of a valuation carried out during March 2025 by a RICS accredited external valuer, who is not connected with the company. The valuation was made on an open market value basis by reference to market evidence of transaction prices for similar properties.

Details of the company's associates at 31 March 2025 are as follows:

The method of accounting used is the cost method. No dividends or other distributions have been received nor recognised as income (2024 - nil).

Had the equity method been used, the following adjustments to the current years accounts would be as follows:

Fixed Asset Investment bought forward increase            £28,296

Fixed Asset Investment revaluation decrease            £4,410

Fixed Asset Investment carried forward increase            £23,886

Retained Earnings bought forward increase            £28,296

P+L Movement for revaluation decrease            £4,410

Retained Earnings carried forward increase            £23,886

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

The deferred tax liability set out above is expected to reverse over time and relates to accelerated capital allowances that are expected to mature within the same period.

Symology Limited has carried forward tax losses of £958,190 (2024 - £941,111) which would result in a deferred tax asset of £182,056 (2024 - £178,811). However due to uncertainty in the ability to utilise these losses they have not been included within the accounts. The 2024 tax year utilised some bought forward tax losses. This year will now have a tax credit claim, so additional tax losses of £144k will be carried forward which will increase the deferred tax asset by £27K.

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

During 2025, £127,281 (2024 - £nil), of equity instruments other than share options were granted under the employee share incentive plan (ESIP) as free shares. The valuation of those instruments at the measurement date was £1.74 per share (2024 - £nil). The valuation is obtained by dividing the net assets less the non distributable reserve by the number of shares. The non distributable reserve is the funds required to repurchase the shares issued as part of the ESIP at the current market value.

Ordinary shares - Entitled to receive notice of and to vote at any general meeting of the company. Each ordinary share has a nominal value of 0.01p and shall be entitled to receive a dividend when declared.

Preference shares - There are no voting rights nor are there any rights to receive dividends. On a return of assets on a liquidation or capital reduction or otherwise, the assets of the company remaining after the payment of its liabilities shall be applied first in paying to holders of the preference shares £1.00 per share.

The company created an Employee Share Incentive Plan (ESIP) during the year. As part of the creation, new ordinary shares were issued in order to facilitate the issue of shares to staff. In total 1,220,700 shares were issued to the ESIP on 10 September 2024.

Own shares held are shares issued to the companies Employee Share Incentive Plan (ESIP), these are currently being held in trust by Symology Trustees LLP on behalf of the company. The ESIP is in the form of the trust controlled by Symology Limited, as such Intermediate payment arrangements have been applied under section 9 of FRS 102.

The company has first refusal to repurchase shares issued to employees under the ESIP scheme. The share repurchase reserve represents the funds required in the event that all shares are required to be repurchased at current market value.

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

During the year the company entered into the following transactions with related parties:

The Company is employee owned and control rests with the trustees of Symology Employee Ownership Trust.