REGISTERED NUMBER: 10903330 (England and Wales)

Strategic Report, Report of the Directors and

Financial Statements

for the Year Ended 31 December 2024

for

Community Brands UK Limited

Page

Company Information

1

Strategic Report

2

Report of the Directors

5

Report of the Independent Auditors

7

Income Statement

10

Other Comprehensive Income

11

Balance Sheet

12

Statement of Changes in Equity

13

Cash Flow Statement

14

Notes to the Cash Flow Statement

15

Notes to the Financial Statements

16

DIRECTORS:

N G Laird

P P Howley

M S Robinson

A A Brothers

REGISTERED OFFICE:

2 Darker Street

Leicester

Leicestershire

LE1 4SL

REGISTERED NUMBER:

10903330 (England and Wales)

AUDITORS:

WP Audit Services LLP

Chancery House

30 St Johns Road

Woking

Surrey

GU21 7SA

The directors present their strategic report of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the group during the year was that of the supply of software solutions to the education market.

REVIEW OF BUSINESS AND FUTURE DEVELOPMENTS

During the current year the directors have aimed to maintain turnover levels and improve efficiencies, so reducing costs and improving the trading profitability of the business. As part of that strategy the directors carried out an audit of their revenue streams at the end of 2024 which identified corrections of £370,087 had been made in the books during 2024 that related to 2023 and so booked a prior year adjustment to ensure the results were comparable. In 2024, the parent company of Community Brands UK Limited completed a major carve-out transaction of the group's Non-Profit assets that represented approximately 80% of total group turnover in the previous year leaving only the group's Education assets remaining. This was a large and complex transaction and required significant focus and participation from management. Despite that distraction, EBITDA profitability improved.

The directors are pleased to have reduced costs in the business and so report an improved EBITDA of £4,080,470 up from £3,686,634 in 2023, whilst the level of turnover decreased from £20,485,348 to £19,721,194.

The directors are also pleased to report that the company generated an improvement in the cash generated from operations, increasing from £2,708,274 in 2023 to £2,908,682 in 2024.

During the prior year the Directors completed the major restructuring of the business and hived the trade of the US subsidiary out of the UK group and into a fellow subsidiary within the US. This resulted in a significant profit on disposal being reported, however the consideration due was by way of a loan note receivable which was subsequently settled by a dividend distribution and so no cashflows arose on this transaction.

As part of this reorganisation the company converted its Other Reserves into Share Capital and then completed a Share Capital reduction reducing the Share Capital to £1.

They plan to continue with the strategy of improving efficiencies and so increasing the trading profitability of the business. They are optimistic for the year ahead.

KEY PERFORMANCE INDICATORS

The company considers its Key Performance Indicators to be turnover, EBITDA, net assets and cash.

2024

2023

£

£

Sales

19,721,194

20,485,348

EBITDA

4,080,470

3,686,634

Net Assets

40,514,421

47,635,990

Cash at bank

5,049,349

6,655,507

PRINCIPAL RISKS AND UNCERTAINTIES

The company's principal financial instruments comprise bank balances, trade debtors, and trade creditors. The main purpose of these instruments is to provide funds for the company's operations. Their existence exposes the company to a number of financial risks, which have been considered and are managed as follows:

Credit Risk:

The company has a significant and diverse customer base, ranging from large schools through to small nurseries. This, combined with undertaking stringent credit checks and the implementation of further safeguards, where necessary, minimises credit risk.

Operational risk:

Operational risk is the risk of a direct or indirect loss resulting from the inadequacies or failures of processes or controls due to technology, staff, organisation or external factors. To monitor and control operational risk, the company maintains a system of comprehensive policies and a control framework which is designed to provide a sound and well-controlled operational environment.

Liquidity risk:

Liquidity risk is the risk that the company will have insufficient resources to meet its financial liabilities as they fall due. The company regularly forecasts cash flow to ensure that sufficient cash is available from trading for future expenses and capital expenditure.

Price risk:

Price risk is the risk that financial performance of the company will be adversely affected by pricing changes or price pressure from competitors. The company has managed this risk by securing contracts with its key suppliers that sets out defined parameters and pricing.

Interest rate risk

Interest rate risk is the risk that the financial performance of the company will be adversely affected by adverse fluctuations on interest rates being charged to the company on its financial instruments. The interest rate risk is managed by using short term agreements with fixed low interest rates. This is deemed sufficient to mitigate this risk.

Currency risk

Currency risk is the risk that the financial performance of the company will be adversely affected by adverse fluctuations in foreign currencies used by the company. The company has a material risk to foreign currency fluctuations on balances with group companies but minimal exposure to foreign currency risk to third parties. Given that the only material risk is on balances with group companies and so any gain / loss is matched withing the group, this is deemed to sufficient to mitigate this risk.

Summary

The directors review the principal risks and uncertainties facing the company on a regular basis and ensure systems and policies are continuously updated to reflect any changes, they work in an efficient manner to minimise those risks and help achieve the company's objectives.

GOING CONCERN

The company's business activities, together with the factors likely to affect its future development, performance and position are set out above.

The financial statements have been prepared on the going concern basis. This basis assumes that sufficient funds will be available to finance future operations and that the realisation of assets and settlement of liabilities, contingent liabilities and commitments will occur in the ordinary course of business. All events subsequent to the date of the financial statements and for which the applicable financial reporting framework require adjustment or disclosure have been adjusted or disclosed.

After making enquiries, the directors have an expectation that the company's net assets as at 31 December 2024 and projections for a period of 12 months from the accounts signing date are more than sufficient to provide adequate resources to continue in operational existence for the foreseeable future. The directors have therefore concluded that it is appropriate to prepare the financial statements on a going concern basis.

ON BEHALF OF THE BOARD:

A A Brothers - Director

22 December 2025

The directors present their report with the financial statements of the company for the year ended 31 December 2024.

PRINCIPAL ACTIVITY

The principal activity of the company in the year under review was that of the supply of software solutions to the education market. The company was historically a holding company however during the year the trade of its subsidiary companies was hived up into the company.

DIVIDENDS

The total distribution of dividends for the year ended 31 December 2024 will be £ 2,769,694 .

RESEARCH AND DEVELOPMENT

The company is engaged in ongoing research and development aimed at improving and developing software solutions to the UK education market.

DIRECTORS

N G Laird has held office during the whole of the period from 1 January 2024 to the date of this report.

Other changes in directors holding office are as follows:

D Wirta - resigned 1 July 2024

M J Henricks - resigned 1 July 2024

M W Sheridan - appointed 1 July 2024 - resigned 20 September 2024

P P Howley - appointed 1 July 2024

M S Robinson - appointed 20 September 2024

A A Brothers was appointed as a director after 31 December 2024 but prior to the date of this report.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Strategic Report, the Report of the Directors and the financial statements in accordance with applicable law and regulations.

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

-	select suitable accounting policies and then apply them consistently;

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

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

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

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, WP Audit Services LLP, have indicated their willingness to continue in office.

ON BEHALF OF THE BOARD:

A A Brothers - Director

22 December 2025

Opinion

We have audited the financial statements of Community Brands UK Limited (the 'company') for the year ended 31 December 2024 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement and Notes to the Cash Flow Statement, Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 December 2024 and of its loss for the year then ended;

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

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

Basis for opinion

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

Conclusions relating to going concern

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

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

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

Other information

The directors are responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

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

-	the Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

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

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

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

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

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

Responsibilities of directors

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

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

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

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

We obtained an understanding of the legal and regulatory framework that the company operates in, focussing on

provisions of those laws and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws and regulations we considered in this context include the Companies Act and tax legislation. In addition we considered the provisions of other laws and regulations that do not have an effect on the financial statements but compliance with which may be fundamental to the company's ability to incur or to avoid a material penalty, including the company's operating licences and environmental regulations.

Our procedures in response to the risks identified included reviewing the financial statements disclosures and testing

supporting documentation to assess compliance with the provisions of relevant laws and regulations considered to have a direct effect in the financial statements, enquiring of management concerning actual or potential litigation and claims, performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement due to fraud, reading minutes of meetings of those charged with governance, reviewing correspondence with relevant regulatory authorities and in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other adjustments, assessing whether the judgements made in making accounting estimates are indicative of a potential bias and evaluating the business rationale of any significant transactions that are unusual or outside the normal course of business.

We also communicated relevant identified laws and regulations and potential audit risks to all engagement team

members and remained alert to any indications of fraud or non-compliance with laws and regulations throughout the

audit.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Stuart Wright (Senior Statutory Auditor)

for and on behalf of WP Audit Services LLP

Chancery House

30 St Johns Road

Woking

Surrey

GU21 7SA

22 December 2025

REVENUE

4

19,721,194

20,485,348

Other operating income

-

196,899

19,721,194

20,682,247

Other external expenses

(5,874,674

)

(5,708,473

)

13,846,520

14,973,774

Staff costs

5

(6,080,906

)

(6,602,367

)

Depreciation

(7,462,453

)

(7,607,553

)

Other operating expenses

(3,685,144

)

(4,684,772

)

OPERATING LOSS

6

(3,381,983

)

(3,920,918

)

Profit/loss on sale of invest

7

-

11,628,891

(3,381,983

)

7,707,973

Interest receivable and similar income

9,944

407,398

(LOSS)/PROFIT BEFORE TAXATION

(3,372,039

)

8,115,371

Tax on (loss)/profit

8

(979,836

)

(1,220,989

)

(LOSS)/PROFIT FOR THE FINANCIAL YEAR

(4,351,875

)

6,894,382

(LOSS)/PROFIT FOR THE YEAR

(4,351,875

)

6,894,382

OTHER COMPREHENSIVE INCOME

Convert other reserve to share capital

-

(43,348,422

)

Conversion to profit and loss

-

(3,000,000

)

Share capital reduction

-

69,527,002

Income tax relating to components of other comprehensive income

-

-

OTHER COMPREHENSIVE INCOME FOR THE YEAR, NET OF INCOME TAX

-

23,178,580

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(4,351,875

)

30,072,962

Note

Prior year adjustment

10

(277,565

)

TOTAL COMPREHENSIVE INCOME SINCE LAST ANNUAL REPORT

(4,629,440

)

FIXED ASSETS

Intangible assets

11

26,189,039

33,093,500

Property, plant and equipment

12

116,084

168,922

Investments

13

938

-

26,306,061

33,262,422

CURRENT ASSETS

Debtors

14

18,524,934

16,879,228

Cash at bank

5,049,349

6,655,507

23,574,283

23,534,735

CREDITORS

Amounts falling due within one year

15

(9,365,923

)

(9,116,294

)

NET CURRENT ASSETS

14,208,360

14,418,441

TOTAL ASSETS LESS CURRENT LIABILITIES

40,514,421

47,680,863

PROVISIONS FOR LIABILITIES

17

-

(44,873

)

NET ASSETS

40,514,421

47,635,990

CAPITAL AND RESERVES

Called up share capital

18

1

1

Retained earnings

19

40,514,420

47,635,989

SHAREHOLDERS' FUNDS

40,514,421

47,635,990

The financial statements were approved by the Board of Directors and authorised for issue on 22 December 2025 and were signed on its behalf by:

A A Brothers - Director

Called up

share

Retained

Other

Total

capital

earnings

reserves

equity

£

£

£

£

Balance at 1 January 2023

26,178,581

(12,472,819

)

46,348,422

60,054,184

Changes in equity

Issue of share capital

(26,178,580

)

-

-

(26,178,580

)

Dividends

-

(16,312,576

)

-

(16,312,576

)

Total comprehensive income

-

76,698,949

(46,348,422

)

30,350,527

Balance at 31 December 2023

1

47,913,554

-

47,913,555

Prior year adjustment

-

(277,565

)

-

(277,565

)

As restated

1

47,635,989

-

47,635,990

Changes in equity

Dividends

-

(2,769,694

)

-

(2,769,694

)

Total comprehensive income

-

(4,351,875

)

-

(4,351,875

)

Balance at 31 December 2024

1

40,514,420

-

40,514,421

Cash flows from operating activities

Cash generated from operations

1

2,908,682

2,708,274

Tax paid

(1,248,998

)

(1,222,676

)

Net cash from operating activities

1,659,684

1,485,598

Cash flows from investing activities

Purchase of intangible fixed assets

(465,634

)

(138,139

)

Purchase of tangible fixed assets

(39,520

)

(16,233

)

Purchase of fixed asset investments

(938

)

-

Interest received

9,944

407,398

Net cash from investing activities

(496,148

)

253,026

Cash flows from financing activities

Equity dividends paid

(2,769,694

)

-

Net cash from financing activities

(2,769,694

)

-

(Decrease)/increase in cash and cash equivalents

(1,606,158

)

1,738,624

Cash and cash equivalents at beginning of year

2

6,655,507

4,916,883

Cash and cash equivalents at end of year

2

5,049,349

6,655,507

1.	RECONCILIATION OF (LOSS)/PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31/12/24

31/12/23

as restated

£

£

(Loss)/profit before taxation

(3,372,039

)

8,115,371

Depreciation charges

7,462,453

7,607,552

(Profit)/ Loss on disposal of investment

-

(11,628,891

)

Transfer Other reserve to Profit & Loss

-

(3,000,000

)

F/x (Gain)/Loss on Loan Note release

-

1,098,073

Finance income

(9,944

)

(407,398

)

4,080,470

1,784,707

(Increase)/decrease in trade and other debtors

(1,645,796

)

1,515,698

Increase/(decrease) in trade and other creditors

474,008

(592,131

)

Cash generated from operations

2,908,682

2,708,274

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31 December 2024

31/12/24

1/1/24

£

£

Cash and cash equivalents

5,049,349

6,655,507

Year ended 31 December 2023

31/12/23

1/1/23

as restated

£

£

Cash and cash equivalents

6,655,507

4,916,883

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1/1/24

Cash flow

At 31/12/24

£

£

£

Net cash

Cash at bank and in hand

6,655,507

(1,606,158

)

5,049,349

6,655,507

(1,606,158

)

5,049,349

Total

6,655,507

(1,606,158

)

5,049,349

1.	STATUTORY INFORMATION

Community Brands UK Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2.	STATEMENT OF COMPLIANCE

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

3.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with applicable United Kingdom accounting standards, including Financial Reporting Standard 102 - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' ('FRS 102'), and with the Companies Act 2006, including the provisions of the large and medium sized companies and groups (accounts and reports) regulations 2008. The financial statements have been prepared on the historical cost basis except for the modification to a fair value basis for certain financial instruments as specified in the accounting policies below.

The financial statements are presented in Sterling (£), which is the functional currency of the company.

The entity has taken exemption from preparing consolidated accounts as the subsidiaries are immaterial to the group.

Going concern

The company's business activities, together with the factors likely to affect its future development, performance and position are set out above.

The financial statements have been prepared on the going concern basis. This basis assumes that sufficient funds will be available to finance future operations and that the realisation of assets and settlement of liabilities, contingent liabilities and commitments will occur in the ordinary course of business. All events subsequent to the date of the financial statements and for which the applicable financial reporting framework require adjustment or disclosure have been adjusted or disclosed.

After making enquiries, the directors have an expectation that the company's net assets as at 31 December 2024 and projections for a period of 12 months from the accounts signing date are more than sufficient to provide adequate resources to continue in operational existence for the foreseeable future. The directors have therefore concluded that it is appropriate to prepare the financial statements on a going concern basis.

Turnover

Revenue is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

Subscription revenue is recognised on a straight-line basis over the term of the contract. Revenue relating to future periods is classified as deferred income on the Statement of Financial Position to reflect the transfer of risk and reward.

Goodwill

Goodwill represents the excess of the cost of a business combination over the fair value of the group's share of the net identifiable assets of the acquired subsidiary at the date of acquisition.

Goodwill arose on various acquisitions made in 2017, 2018 and 2021. It is capitalised and written off evenly over 5 - 10 years as in the opinion of the directors, this represents the period over which the goodwill is expected to give rise to economic benefits.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Trademarks, trade names, non-compete agreements, developed technology and customer relationships are being amortised evenly over their estimated useful life at rates of between 2 to 14 years.

Tangible fixed assets

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

Tangible fixed assets are initially measured at cost and subsequently measured at cost, net of depreciation and any impairment losses. Depreciation is provided on all tangible fixed assets at rates calculated to write off the cost or valuation of each asset to its estimated residual value on a straight line basis over its expected useful life, as follows:-

Improvements to property - 10% on cost

Plant and machinery - between 10% and 25% on cost

Fixtures and fittings - between 10% and 20% on cost, 25% on reducing balance

Computer equipment - 33% on cost and 25% on reducing balance

Residual value is calculated on prices prevailing at the reporting date, after estimate costs of disposal, for the asset as if it were at the age and in the condition expected at the end of its useful life.

Impairment of fixed assets

Fixed assets are reviewed for impairment if events or changes in circumstances indicate that the carrying amount may not be recoverable or as otherwise required by relevant accounting standards.

Shortfalls between the carrying value of fixed assets and their recoverable amounts, being the higher of net realisable value and value-in-use, are recognised as impairments. Impairment losses are recognised in the profit and loss account.

Investments in subsidiaries

Investments in subsidiaries are accounted for at cost less impairment in the individual financial statements. Any impairment losses are recognised in the profit and loss account.

Taxation

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

Current or deferred taxation assets and liabilities are not discounted.

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

Deferred tax

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

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

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

Research and development

Expenditure on research and development is written off in the year in which it is incurred.

Foreign currencies

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

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

The company has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS102, in full, to all of its financial instruments.

Financial assets and financial liabilities are recognised when the company becomes a party to the contractual provisions of the instrument, and are offset only when the company currently has a legally enforceable right to set off the recognised amounts and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Financial assets

Debtors

Debtors which are receivable within one year and which do not constitute a financing transaction are initially measured at the transaction price. Debtors are subsequently measured at amortised cost, being the transaction price less any amounts settled and any impairment losses.

Where an arrangement with a debtor constitutes a financing transaction, the debtor is initially and subsequently measured at the present value of future payments discounted at a market rate of interest for a similar debt instrument.

A provision for impairment of debtors is established when there is evidence that the amounts due will not be collected according to the original terms of the contract. Impairment losses are recognised in profit or loss for the excess of the carrying value of the debtor over the present value of the future cash flows discounted using the original effective interest rate. Subsequent reversals of an impairment loss that objectively relate to an event accruing after the impairment loss was recognised, are recognised immediately in profit or loss.

Financial liabilities and equity

Financial instruments are classified as liabilities and equity instruments 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 company after deducting all of its liabilities.

Equity instruments

Financial instruments classified as equity instruments are recorded at the fair value of the cash or other resources received or receivable, net of direct costs of issuing the equity instruments.

Creditors

Creditors which are payable within one year and which do not constitute a financing transaction are initially measured at the transaction price and subsequently measured at amortised cost, being the transaction price less any amounts settled.

Borrowings

Borrowings are initially recognised at the transaction price, including transaction costs, and subsequently measured at amortised cost using the effective interest method. Interest expense is recognised on the basis of the effective interest method and is included in interest payable and other similar charges.

Derecognition of financial assets and liabilities

A financial asset is derecognised only when the contractual rights to cash flows expire or are settled, or substantially all the risks and rewards of ownership are transferred to another party, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party. A financial liability (or part thereof) is derecognised when the obligation specified in the contract is discharged, cancelled or expires.

Critical accounting estimates and areas of judgement

Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Critical accounting estimates and assumptions

The company makes estimates and assumptions concerning the future. The resulting accounting estimates and assumptions will, by definition, seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.

Valuation of intangible fixed assets

The recoverable amount of goodwill and other intangible assets is based on value in use which requires estimates in respect of the allocation of goodwill to cash generating units, the future cash flows and an appropriate discount rate. The key inputs to the value in use calculations are the discount rate and the future earnings growth.

Recoverability of trade debtors

Estimates are made in respect of determining the recoverability of trade debtor balances and so the amount of any provisions.The directors have assessed the recoverability of the balances having regard to the age of the debt and after date receipts. However the assessment of recoverability is inherently subjective and based on estimates which may in the future not prove to be accurate.

4.

REVENUE

The revenue and profit before taxation are attributable to the one principal activity of the group.

In the opinion of the directors the company only carries out one class of business and so accordingly no separate disclosure has been made.

In the year to 31 December 2024 less than 1% (2023: Less than 1%) of the company's turnover was to markets outside of the United Kingdom.

5.	EMPLOYEES AND DIRECTORS

31/12/24

31/12/23

as restated

£

£

Wages and salaries

5,364,733

5,949,744

Social security costs

584,599

532,018

Other pension costs

131,574

120,605

6,080,906

6,602,367

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

31/12/24

31/12/23

as restated

Client services and customer support

31

47

Office and management

16

20

Product and R&D

41

34

Sales and marketing

30

32

118

133