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Registered number: 08441252









NACE EDUCATIONAL SERVICES LIMITED









ANNUAL REPORT AND FINANCIAL STATEMENTS

FOR THE PERIOD ENDED 31 AUGUST 2025

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
COMPANY INFORMATION


Directors
Mathew Way 
James Polansky (resigned 4 July 2025)
Daniel Jones 
Evelyn Wei Lin NG (appointed 4 July 2025)




Registered number
08441252



Registered office
Cottles Park Coombe Lane,
Atworth,

Melksham,

Wiltshire,

SN12 8NT





 
NACE EDUCATIONAL SERVICES LIMITED
 

CONTENTS



Page
Strategic report
1 - 3
Directors' report
4 - 5
Directors' responsibilities statement
6
Independent auditors' report
7 - 10
Statement of comprehensive income
11
Statement of financial position
12
Statement of changes in equity
13
Notes to the financial statements
14 - 28


 
NACE EDUCATIONAL SERVICES LIMITED
 
 
STRATEGIC REPORT
FOR THE PERIOD ENDED 31 AUGUST 2025

Company's strategic aims and objectives
 
The company’s mission is to prepare each student to become a global citizen who can shape the world by
furnishing them with the skills and attitudes to flourish academically and personally. The four pillars underpinning
the mission are:

•  Educational Excellence - We deliver educational excellence. Our schools guarantee that each student
receives individual attention, enabling all-round development and providing the best opportunities to identify
and develop their talents.
•  Skills and Competences - Our schools develop skills and competencies beyond the purely academic. Our
students are encouraged to participate in the many artistic, musical and sporting activities on offer in our
schools. Several of our campuses have integrated music academies, some have visual and performing arts
centres and others focus on promoting sporting excellence.
•  Character - To navigate their futures, our students must develop creativity, self-confidence and
perseverance and they must learn to respect and appreciate the ideas, perspectives and values of others.
Globeducate schools place the development of character as an essential part of the learning journey for the
development of a well-educated young adult.
•  Global Perspectives - We encourage our students to build their own understanding of world events, to think
about what is important to them and to challenge ignorance and intolerance. Across our network of schools,
we use language as a tool for intercultural experience.

Group structure and relationship
 
The immediate parent undertaking is NACE (UK) Limited and the ultimate parent undertaking of the company is
PN VII Holdco, S.à.r.l., a company registered in Luxembourg.

NACE Educational Services Limited actively supports the promotion of the highest standards in the Independent
Schools sector, through its membership of The Society of Heads, BSA, ISBA, ISA and AGBIS and also through
networking with other major schools.

Key performance indicators
 
The Directors regard the key financial performance indicators to be the revenue generated by the company and
the net result, both of which can be seen in the financial statements that follow. The Directors are satisfied with
this performance.

Non-financial key performance indicators are student numbers and academic achievement. In both cases, the
Directors' targets have been met.

Risk management
 
The Directors are responsible for the management of the risks faced by the company, which are reviewed on an
ongoing basis by Directors at Board meetings.

Key Controls in place include, but are not limited to:

• Comprehensive strategic planning, budgeting and monthly management reporting to Group management,
inclusive of cash flow monitoring
• Established organisational structures and lines of reporting
• Formal written policies to safeguard the welfare of pupils, staff and other related parties
• Safer recruitment and vetting procedures for the protection of pupils in the School’s care and to ensure
employment of appropriately skilled staff

Page 1

 
NACE EDUCATIONAL SERVICES LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2025

Strategic risk
 
The School has seen a growth in pupil numbers including international pupils which previously had been
impacted by Brexit and the coronavirus pandemic. The School has developed its marketing strategy which
includes increased attendance at marketing fairs and open days, both in the UK and overseas. The marketing
and admission team continue to build and maintain good relationships with overseas agencies. The School
continues to benefit from its inclusion in the Globeducate group of schools which underpins the long-term
strategic development of the School.

 

Liquidity risk
 
Key financial risks relate to the monitoring of cash flow. Liquidity risk is mitigated by the support of the Group
while credit risk is managed by comprehensive monitoring and control of the School's debtor ledger and controls
over late payment.

Through the risk management process established by the company, the Directors are satisfied, insofar as they
can be, that the major risks identified have been adequately mitigated where necessary, or that an agreed plan is
in place to manage the risks effectively. It is acknowledged that the comprehensive risk management process
can provide reasonable but not absolute assurance that the majority of risks are appropriately identified and
managed.

Employee involvement
 
During the year the Directors continued to work closely with senior management and marketing staff with the aim
of ensuring long term growth in pupil numbers.

The company policy is to continue to develop its communications with employees, to inform them on matters of
concern to them as employees and to promote an awareness of financial and economic factors affecting the
performance of the company.

Disabled employees

In accordance with the Equality Act 2010, the company will ensure that those persons defined by legislation as
having a disability are dealt with fairly and receive equal treatment to non-disabled people. Applications for
employment by a disabled person are always fully considered, bearing in mind the abilities of the applicant. In the
event of employees becoming disabled every effort is made to ensure their employment with the company
continues which may involve reasonable adjustments being made to the working environment or other
employment arrangements.

Staff and volunteers

The Directors are particularly grateful to the advisory board members, teaching and support staff, who continue
to support the School through their enthusiasm, dedication, commitment and hard work at all times. In addition,
Old Stonarians, Friends of Stonar and many individual parents and friends of the School have helped with
fundraising and other activities through many hours of voluntary service during the period, and the Directors
would like to take this opportunity to say how much their continuing and valuable support work is appreciated.

Page 2

 
NACE EDUCATIONAL SERVICES LIMITED
 

STRATEGIC REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2025


This report was approved by the board on 8 January 2026 and signed on its behalf.



Evelyn Wei Lin NG
Director

Page 3

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
DIRECTORS' REPORT
FOR THE PERIOD ENDED 31 AUGUST 2025

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

Principal activity

NACE Educational Services Limited, trading as Stonar School, provides independent day and boarding
education for children from the age of 2 through to 18.

Business review

The loss for the year, after taxation, amounted to £795,198 (2024 - loss £591,423).

Directors

The directors who served during the year were:

Mathew Way 
James Polansky (resigned 4 July 2025)
Daniel Jones 
Evelyn Wei Lin NG (appointed 4 July 2025)

Going concern

The Company has recorded a loss of £795,198 but had net liabilities at the year end of £1,927,309 (2024:
£1,132,111). The directors have assessed the Statement of Financial Position and likely future cash flows at the
date of approving these financial statements. The directors have a reasonable expectation that the Company has
adequate resources to continue in operational existence and to meet its financial obligations as they fall due for
at lease 12 months from the date of signing of these financial statements. The company expects continued
financial support of its intermediary parent company, Nuevo Agora Centro de Estudios S.L.

The Company's forecasts and projections show that the company should be able to operate within the level of its
current facilities.

Therefore the directors have a reasonable expectation that the Company has adequate resources to continue in
operation existence for the forseeable future. Thus they continue to adopt the going concern basis of accounting
in preparing the annual financial statements.

Disclosure of information to auditors

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

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

Auditors

The auditorsFeltonswill be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

Page 4

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
DIRECTORS' REPORT (CONTINUED)
FOR THE PERIOD ENDED 31 AUGUST 2025

This report was approved by the board on 8 January 2026 and signed on its behalf.
 





Evelyn Wei Lin NG
Director

Page 5

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE PERIOD ENDED 31 AUGUST 2025

The directors are responsible for preparing the Strategic report, the Directors' 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 applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and 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 for the Company's financial statements and then apply them consistently;

make judgments 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 to enable them to ensure that the financial statements comply with the Companies Act 2006They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Page 6

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF NACE EDUCATIONAL SERVICES LIMITED
 

Opinion


We have audited the financial statements of NACE Educational Services Limited (the 'Company') for the year ended 31 August 2025, which comprise the Statement of comprehensive income, the Statement of financial position, the Statement of changes in equity and the related notes, including a summary of significant accounting policiesThe financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).


In our opinion the financial statements:


give a true and fair view of the state of the Company's affairs as at 31 August 2025 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 United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.


Conclusions relating to going concern


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


Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the 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 Auditors' report thereon. The directors are responsible for the other information contained within the Annual ReportOur opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.


Page 7

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF NACE EDUCATIONAL SERVICES LIMITED (CONTINUED)


We have nothing to report in this regard.


Opinion on other matters prescribed by the Companies Act 2006
 

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


the information given in the 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.


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 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.


Responsibilities of directors
 

As explained more fully in the Directors' responsibilities statement set out on page 6, 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.


Page 8

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF NACE EDUCATIONAL SERVICES LIMITED (CONTINUED)


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 an Auditors' 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.


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:

• 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 obtained an understanding of laws and regulations that could reasonably be expected to have a material effect on the financial statements through discussion with management and those charged with governance, including financial reporting and taxation legislation. We considered that extent of compliance with those laws and regulations as part of our procedures on the related financial statement items. 
• We inquired of management and those charged with governance as to any known instances of non-compliance or suspected non-compliance with laws and regulations. We remained alert to any indications of non-compliance throughout the audit.
• We addressed the risk of fraud through management override by reviewing the appropriateness of a sample of journal entries and other adjustments; assessing whether the judgements made in making key 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 that we come across throughout the audit.


Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.


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 Auditors' report.


Page 9

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF NACE EDUCATIONAL SERVICES LIMITED (CONTINUED)


Use of our report
 

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





Richard Rhodes (Senior statutory auditor)
  
for and on behalf of
Feltons
 
Chartered Accountants
  
1 The Green
Richmond
Surrey
TW9 1PL

9 January 2026
Page 10

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
STATEMENT OF COMPREHENSIVE INCOME
FOR THE PERIOD ENDED 31 AUGUST 2025

2025
2024
Note
£
£

  

Turnover
 4 
9,369,195
8,723,634

Cost of sales
  
(6,745,436)
(6,237,304)

Gross profit
  
2,623,759
2,486,330

Administrative expenses
  
(3,323,896)
(3,005,697)

Other operating income
  
285,008
291,712

Operating loss
 5 
(415,129)
(227,655)

Interest receivable and similar income
 9 
2,919
-

Interest payable and similar expenses
 10 
(337,808)
(363,768)

Loss before tax
  
(750,018)
(591,423)

Tax on loss
 11 
(45,180)
-

Loss for the financial year
  
(795,198)
(591,423)

There were no recognised gains and losses for 2025 or 2024 other than those included in the statement of comprehensive income.

There was no other comprehensive income for 2025 (2024:£NIL).

The notes on pages 14 to 28 form part of these financial statements.

Page 11

 
NACE EDUCATIONAL SERVICES LIMITED
REGISTERED NUMBER: 08441252

STATEMENT OF FINANCIAL POSITION
AS AT 31 AUGUST 2025

2025
2024
Note
£
£

Fixed assets
  

Tangible assets
 13 
5,141,277
5,164,581

  
5,141,277
5,164,581

Current assets
  

Stocks
 14 
44,376
44,376

Debtors: amounts falling due within one year
 15 
1,603,823
1,310,332

Cash at bank and in hand
 16 
2,247,153
1,803,101

  
3,895,352
3,157,809

Creditors: amounts falling due within one year
 17 
(5,925,912)
(4,959,165)

Net current liabilities
  
 
 
(2,030,560)
 
 
(1,801,356)

Total assets less current liabilities
  
3,110,717
3,363,225

Creditors: amounts falling due after more than one year
  
(4,992,846)
(4,495,336)

Provisions for liabilities
  

Deferred tax
  
(45,180)
-

  
 
 
(45,180)
 
 
-

Net liabilities
  
(1,927,309)
(1,132,111)


Capital and reserves
  

Called up share capital 
 20 
1
1

Profit and loss account
  
(1,927,310)
(1,132,112)

  
(1,927,309)
(1,132,111)


The financial statements were approved and authorised for issue by the board and were signed on its behalf on 8 January 2026.




Evelyn Wei Lin NG
Director

The notes on pages 14 to 28 form part of these financial statements.

Page 12

 
NACE EDUCATIONAL SERVICES LIMITED
 

STATEMENT OF CHANGES IN EQUITY
FOR THE PERIOD ENDED 31 AUGUST 2025


Called up share capital
Profit and loss account
Total equity

£
£
£


At 1 September 2023
1
(540,689)
(540,688)


Comprehensive income for the year

Loss for the year
-
(591,423)
(591,423)



At 1 September 2024
1
(1,132,112)
(1,132,111)


Comprehensive income for the year

Loss for the year
-
(795,198)
(795,198)


At 31 August 2025
1
(1,927,310)
(1,927,309)


The notes on pages 14 to 28 form part of these financial statements.

Page 13

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2025

1.


General information

NACE Educational Services Ltd is a private company, limited by shares, registered in England and Wales. The address of the registered office is Cottles Park, Atworth, Melksham, Wiltshire, SN12 8NT.

2.Accounting policies

 
2.1

Basis of preparation of financial statements

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

The following principal accounting policies have been applied:

 
2.2

Financial Reporting Standard 102 - reduced disclosure exemptions

The Company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by the FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":
the requirements of Section 7 Statement of Cash Flows;
the requirements of Section 3 Financial Statement Presentation paragraph 3.17(d);
the requirements of Section 11 Financial Instruments paragraphs 11.42, 11.44 to 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);
the requirements of Section 12 Other Financial Instruments paragraphs 12.26 to 12.27, 12.29(a), 12.29(b) and 12.29A.

This information is included in the consolidated financial statements of PN VII Holdco, S.a.r.l as at 31st August 2025 and these financial statements may be obtained from 1A, Heienhaff, L-1736 Senningerberg, Luxembourg.

 
2.3

Going concern

The Company has recorded a loss of £795,198 (2024loss of £591,423) and had net liabilities of £1,927,309 (2024: £1,132,111) at the balance sheet date. The directors have assessed the Statement of Financial Position and likely future cash flows at the date of approving these financial statement. The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence and meet its financial obligations as they fall due for at least 12 months from the date of signing these financial statements. The company expects continued financial support from its intermediary parent company, Nuevo Agora Centro de Estudios S.L.

The Company's forecasts and projections show that the company should be able to operate within
the level of its current facilities.

Therefore the directors have a reasonable expectation that the Company has adequate reources to
continue in operational existence for the forseeable future. Thus they continue to adopt the going
concern basis of accounting in preparing the annual financial statements.

Page 14

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2025

2.Accounting policies (continued)

 
2.4

Foreign currency translation

Functional and presentation currency

The Company's functional and presentational currency is GBP.

Transactions and balances

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

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

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

Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'.

 
2.5

Revenue

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

Fees receivable and charges for services and use of premises are accounted for in the year in which the service is provided. Fees receivable are stated after deducting allowances, scholarships and other remissions granted by the School.

 
2.6

Interest income

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

 
2.7

Finance costs

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

Page 15

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2025

2.Accounting policies (continued)

 
2.8

Pensions

Defined contribution pension plan

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

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

 
2.9

Current and deferred taxation

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

The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the Company operates and generates income.

Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:
The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and
Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

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


 
2.10

Intangible assets

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

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

Page 16

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2025

2.Accounting policies (continued)

 
2.11

Tangible fixed assets

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

Depreciationis charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the following methods:

Depreciation is provided on the following basis:

Leaseheold improvements
-
10%
straight line basis
Leasehold improvements (new buildings)
-
5%
straight line basis
Motor vehicles
-
25%
reducing balance basis
Fixtures and fittings
-
10%
straight line basis
Computer equipment
-
25%
straight line basis
Livestock (under 8 years old)
-
10%
straight line basis
Livestock (8 years and over)
-
20%
straight line basis

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

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

 
2.12

Stocks

Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis. Work in progress and finished goods include labour and attributable overheads.

At each reporting date, stocks are assessed for impairment. If stock is impaired, the carrying amount is reduced to its selling price less costs to complete and sell. The impairment loss is recognised immediately in profit or loss.

 
2.13

Debtors

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

 
2.14

Cash and cash equivalents

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

Page 17

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2025

2.Accounting policies (continued)

 
2.15

Creditors

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

 
2.16

Provisions for liabilities

Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made.

Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties.
 
Increases in provisions are generally charged as an expense to profit or loss.

 
2.17

Financial instruments

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

Financial instruments are recognised in the Company's Statement of financial position when the Company becomes party to the contractual provisions of the instrument.

Basic financial assets

Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.

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

Impairment of financial assets

At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss. 

Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.

If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
Page 18

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2025

2.Accounting policies (continued)


2.17
Financial instruments (continued)


Basic financial liabilities

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

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

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

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

Derecognition of financial assets

Financial assets are derecognised when their contractual right to future cash flow expire, or are settled, or when the Company transfers the asset and substantially all the risks and rewards of ownership to another party. If significant risks and rewards of ownership are retained after the transfer to another party, then the Company will continue to recognise the value of the portion of the risks and rewards retained.

Derecognition of financial liabilities

Financial liabilities are derecognised when the Company's contractual obligations expire or are discharged or cancelled.

Page 19

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2025

3.


Judgments in applying accounting policies and key sources of estimation uncertainty

Preparation of the financial statements requires management to make significant judgments and
estimates. The items in the financial statement where these judgments and estimates have been made
include:

Debtor provision

The company makes an estimate of the recoverable value of trade and other debtors. When assessing
impairment of trade and other debtors, management considers factors including the ageing profile of
debtors and historical experience.

Useful Economic Lives of Tangible Fixed Assets

The annual depreciation charges for tangible fixed assets are sensitive to changes in the useful economic
lives and residual values of the assets. The assets' residual values, useful lives and depreciation methods
are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change
since the last reporting date.

Accrued and deferred income

Income is recognised in line with the delivery of teaching and other services, regardless of the billing profile. Income in accrued or deferred in line with this.

There are no other significant judgments applied in the preparation of these financial statements.


4.


Turnover

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


2025
2024
£
£

Fee income
10,078,241
9,280,311

Scholarships and bursaries
(1,401,657)
(1,264,201)

Other educational income -riding school
430,134
483,055

Travel income
121,869
123,173

Learning support and other income
140,608
101,296

9,369,195
8,723,634


2025
2024
£
£

United Kingdom
9,369,195
8,723,634


All turnover arose within the United Kingdom.

Page 20

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2025

5.


Operating loss

The operating loss is stated after charging:

2025
2024
£
£

Exchange differences
158,443
-


6.


Auditors' remuneration

During the year, the Company obtained the following services from the Company's auditors:


2025
2024
£
£

Fees payable to the Company's auditors for the audit of the Company's financial statements
10,800
10,200

Fees payable to the Company's auditors in respect of:

Taxation compliance services
625
750

All assurance services not included above
3,250
3,600

All non-audit services not included above
3,000
3,300


7.


Employees

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


2025
2024
£
£

Wages and salaries
5,281,478
4,906,451

Social security costs
575,258
464,399

Cost of defined contribution scheme
853,586
727,009

6,710,322
6,097,859


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


        2025
        2024
            No.
            No.







Staff
166
158

Page 21

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2025

8.


Directors' remuneration

2025
2024
£
£

Directors' emoluments
87,550
93,000

Company contributions to defined contribution pension schemes
25,109
21,899

112,659
114,899


During the year retirement benefits were accruing to no directors (2024 - NIL) in respect of defined contribution pension schemes.


9.


Interest receivable

2025
2024
£
£


Other interest receivable
2,919
-


10.


Interest payable and similar expenses

2025
2024
£
£


Bank interest payable
16,646
9,928

Loans from group undertakings
321,162
353,840

337,808
363,768

Page 22

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2025

11.


Taxation


2025
2024
£
£



Deferred tax


Origination and reversal of timing differences
45,180
-


Factors affecting tax charge for the year

The company is loss-making and  has estimated cumulative losses for tax carried forward of £1,161,119 (2024 : £1,145,503).


Factors that may affect future tax charges

There were no factors that may affect future tax charges.


12.


Intangible assets



Goodwill

£



Cost


At 1 September 2024
78,107



At 31 August 2025

78,107



Amortisation


At 1 September 2024
78,107



At 31 August 2025

78,107



Net book value



At 31 August 2025
-



Page 23

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2025

13.


Tangible fixed assets


Long-term leasehold property
Motor vehicles
Fixtures and fittings
Computer equipment
Livestock
Total

£
£
£
£
£
£



Cost or valuation


At 1 September 2024
5,736,814
55,813
964,538
706,168
100,184
7,563,517


Additions
359,383
-
53,376
46,197
86,828
545,784


Disposals
-
(2,058)
-
-
(14,245)
(16,303)



At 31 August 2025

6,096,197
53,755
1,017,914
752,365
172,767
8,092,998



Depreciation


At 1 September 2024
1,319,943
37,485
507,559
473,493
60,456
2,398,936


Charge for the year on owned assets
352,963
4,565
82,736
108,005
14,104
562,373


Disposals
-
(1,972)
-
-
(7,616)
(9,588)



At 31 August 2025

1,672,906
40,078
590,295
581,498
66,944
2,951,721



Net book value



At 31 August 2025
4,423,291
13,677
427,619
170,867
105,823
5,141,277



At 31 August 2024
4,416,871
18,328
456,979
232,675
39,728
5,164,581


14.


Stocks

2025
2024
£
£

Finished goods and goods for resale
44,376
44,376


Page 24

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2025

15.


Debtors

2025
2024
£
£


Trade debtors
1,130,257
889,904

Amounts owed by group undertakings
-
6,263

Other debtors
207,814
223,514

Prepayments and accrued income
265,752
190,651

1,603,823
1,310,332



16.


Cash and cash equivalents

2025
2024
£
£

Cash at bank and in hand
2,247,153
1,803,101



17.


Creditors: Amounts falling due within one year

2025
2024
£
£

Trade creditors
210,818
243,994

Amounts owed to group undertakings
99,151
4,131

Other taxation and social security
1,135,130
198,087

Other creditors
147,498
263,711

Accruals and deferred income
4,333,315
4,249,242

5,925,912
4,959,165



18.


Creditors: Amounts falling due after more than one year

2025
2024
£
£

Amounts owed to group undertakings
4,992,846
4,495,336


Page 25

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2025

19.


Deferred taxation




2025


£






Charged to profit or loss
(45,180)



At end of year
(45,180)

The deferred taxation balance is made up as follows:

2025
2024
£
£


Accelerated capital allowances
(355,082)
-

Tax losses carried forward
286,376
-

Pensions payable
23,526
-

(45,180)
-


20.


Share capital

2025
2024
£
£
Allotted, called up and fully paid



1 (2024 - 1) Ordinary share of £1.00
1
1


Page 26

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2025

21.


Pension commitments

The School participates in the Teachers' Pension Scheme ("the TPS") for its teaching staff. The pension charge for the year includes contributions payable to the TPS of £767,480 (2024: £625,712) and at the year end £81,668 (2024: £78,743) was accrued in respect of contributions to this scheme. 

The TPS is an unfunded multi-employer defined benefits pension scheme governed by The Teachers’ Pensions Regulations 2010 (as amended) and The Teachers’ Pension Scheme Regulations 2014 (as amended). Members contribute on a “pay as you go” basis with contributions from members and the employer being credited to the Exchequer. Retirement and other pension benefits are paid by public funds provided by Parliament.

The employer contribution rate is set by the Secretary of State following scheme valuations undertaken by the Government Actuary’s Department. The most recent actuarial valuation of the TPS was prepared as at 31 March 2020 and the Valuation Report was published in October 2023. The Valuation Report shows notional assets of £222.2bn and liabilities of £262bn, resulting in a scheme deficit of £39.8bn.

The employer contribution rate for the TPS is 28.6%, and employers are also required to pay a scheme administration levy of 0.08% giving a total employer contribution rate of 28.68%.

Definied contribution scheme

The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company  in an independently administered fund. During the year pension costs totalling £85,251 (2024: £79,398) were paid in respect of the defined contribution pension scheme for administrative staff. Contributions totalling £12,367 (2024: £12,366) were payable to the fund at the reporting date and are included in creditors.


22.


Commitments under operating leases

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

2025
2024
£
£


Not later than 1 year
146,360
181,572

Later than 1 year and not later than 5 years
583,152
576,288

Later than 5 years
8,380,188
8,524,260

9,109,700
9,282,120

Page 27

 
NACE EDUCATIONAL SERVICES LIMITED
 
 
 
NOTES TO THE FINANCIAL STATEMENTS
FOR THE PERIOD ENDED 31 AUGUST 2025

23.


Related party transactions

Included in creditors falling due after more than one year is a balance of £2,972,140 (2024: £2,164,021) owed to a fellow group company. The balance is accruing interest at a rate set at 9.862% per annum. 

Included in creditors falling due after more than one year  is a balance of £1,159,184 (2024: £2,016,977) owed to a fellow group company. The balance is accruing interest at a rate set at 7.408% per annum. 

ncluded in creditors falling due after more than one year is a balance of £861,522 (2024: £314,338) owed to a fellow group company. The balance was accruing interest at a rate set at 3.5% per annum.

During the year the company paid interest to other group companies totalling £321,162 (2024: £353,840).

Creditors falling due within one year includes balances due to fellow group companies of £99,150 (2024:   £4,131).

During the year, the company charged a total of £235,034 (2024 : £255,351) for tuition and other fees for children of members of staff.


24.


Controlling party

NACE Educational Services Ltd is a wholly owned subsidiary of NACE (UK) Limited, incorporated in England and Wales. NACE (UK) Ltd is a wholly owned subsidiary of Socrates Schools S.L., a company incorporated in Spain and whose address is Calle Fortuny, no 14, 2D, Madrid.

PN VII Holdco, S.a.r.l., incorporated in Luxembourg is regarded by the directors as being the company's ultimate parent undertaking and controlling party. The company's address is 1A, Heienhaff, L-1736 Senningerberg, Luxembourg.

The largest and smallest group of undertakings for which group financial statements are drawn and of which this company is a member is headed by:
PN VII Holdco, S.a.r.l., (incorporated in Luxembourg)
1A, Heienhaff,
L-1736 Senningerberg,
Luxembourg

 
Page 28