REGISTERED NUMBER: 05106109 (England and Wales)

Group Strategic Report, Report of the Director and

Consolidated Financial Statements for the Year Ended 30 April 2025

for

Guild Corporate Services Group Limited

Page

Company Information

1

Group Strategic Report

2

Report of the Director

5

Report of the Independent Auditors

7

Consolidated Statement of Comprehensive Income

11

Consolidated Balance Sheet

12

Company Balance Sheet

13

Consolidated Statement of Changes in Equity

14

Company Statement of Changes in Equity

15

Consolidated Cash Flow Statement

16

Notes to the Consolidated Cash Flow Statement

17

Notes to the Consolidated Financial Statements

18

DIRECTOR:

Mr D S Reynolds

REGISTERED OFFICE:

69 Bridge Street

Pinner

HA5 3HZ

REGISTERED NUMBER:

05106109 (England and Wales)

AUDITORS:

Nordens Audit Limited

Statutory Auditors

The Retreat

406 Roding Lane South

Woodford Green

Essex

IG8 8EY

The director presents his strategic report of the company and the group for the year ended 30 April 2025.

Introduction

Guild Corporate Services Group Limited, together with its subsidiaries ("The Group"), provides specialist engagement and compliance services with over 27 years' experience in CIS and employment status matters. The Group's in-house technical teams ensure that clients receive fully compliant, reliable and commercially informed guidance in a complex regulatory environment. The Group continues to differentiate itself through its depth of regulatory expertise, long-standing client relationships and proprietary systems, which together provide a defensible market position in an increasingly complex and highly regulated sector.

REVIEW OF BUSINESS

The results for the year and financial position are set out in the financial statements that form part of these accounts.

Turnover fell by 5.5% from £602.9m to £569.7m and Earnings Before Interest, Taxation and Depreciation ("EBITDA") decreased from £3.4m to £2.9m (a reduction of 14.7%) while net assets grew by 4.5% to £1.87m from £1.79m. The fall in turnover and EBITDA was largely driven by challenging market conditions, particularly in the construction sector, and a shift towards PAYE structures in major infrastructure projects. While gross margin percentage remained constant year-on-year the decrease in turnover accounted for £0.4m of the year-on-year decrease in EBITDA. A combination of cost inflation and some one-off costs incurred in the year made administrative expenses increase slightly from £4.7m to £4.8m, accounting for the remainder of the reduction in EBITDA.

In response, management has implemented a number of strategic initiatives during the year, including continued investment in automation and software development to enhance operational efficiency, the refinement of service offerings to align with evolving client requirements, and the development of new products and adjacent market opportunities designed to diversify revenue streams and reduce dependency on any single sector.

PRINCIPAL RISKS AND UNCERTAINTIES

The Group faces a range of risks, which are managed through proactive risk management practices. The following risks have been identified:

Financial Risk

The Group is exposed to risks associated with its financial assets and liabilities, including the possibility that proceeds from financial assets may be insufficient to meet obligations when they fall due. To mitigate this, management continuously reviews cash flows to ensure adequate liquidity is maintained and that sufficient funds are available to meet both expected and unforeseen expenditure. These controls operated effectively throughout the year and continue to be strengthened.

Economic and Market Conditions

Economic downturns, inflationary pressures, sector contraction and changes in customer activity-particularly within construction-may adversely impact revenue and profitability. In mitigation, the Group actively monitors economic and sector trends and adjusts its operations to respond to both favourable and unfavourable developments. The Group's flexible operating model enables it to respond quickly to changing conditions.

Regulatory and Compliance Risks

Changes in legislation or regulation, including tax, employment status, data protection and environmental requirements, could have a material impact on the Group's operations. To address this, the Group's in-house legal, tax and compliance teams, supported by external specialists, ensure ongoing monitoring of regulatory changes and allow the business to plan and adapt proactively. This framework continues to operate effectively.

HMRC Enforcement and Litigation Exposure

Should HMRC increase the number of compliance investigations it undertakes, the Group could find itself having to divert resources to engage with such inquiries. This would put pressure on internal teams and shift focus away from running the business. To mitigate this risk, the Group devotes significant resources to regulatory monitoring and compliance and therefore believes it is well positioned to demonstrate adherence to required standards, significantly reducing the likelihood of penalties and associated reputational impact.

Client Concentration Risk

The Group recognises that a significant proportion of its activity is focused on the construction sector. To mitigate this exposure, the Group continues to expand into adjacent markets and to develop new products and services designed to broaden its client base and revenue mix.

FINANCIAL KEY PERFORMANCE INDICATORS

The Group believes that Turnover, EBITDA and Net Assets are the key performance indicators ("KPIs") for the business. For the financial year under review these were as follows:

Key Metric

2025

2024

Change

£m

£m

%

Turnover

569.7

602.9

(5.5)

EBITDA

2.9

3.4

(14.7)

Net Assets

1.87

1.79

4.5

Senior management recognises that key drivers of turnover and EBITDA are the average number of operatives paid in a week and the level of client retention. Both these areas are constantly monitored and action quickly initiated where any adverse trends are identified.

In addition to the above, the Group also monitors key non-financial KPIs including client retention levels, staff turnover, system performance and delivery accuracy, and the pace of product and technology development. These measures are considered critical to sustaining long-term performance.

The Group believes that its employees are fundamental to delivering high-quality services and remains committed to being a responsible employer. The Group maintains an established network of professional advisors to support staff development and wellbeing, and continues to invest in training, research and governance to ensure all services remain fully compliant and commercially relevant.

CONCLUSION

In conclusion, the Group remains financially resilient and well positioned to pursue sustainable growth. Management's strategic priorities for the coming year include further investment in technology and automation, continued diversification of revenue streams, and selective expansion into adjacent market segments where the Group's expertise can deliver meaningful competitive advantage. The Board remains confident in the Group's strategy and in management's ability to execute it successfully.

ON BEHALF OF THE BOARD:

Mr D S Reynolds - Director

19 January 2026

The director presents his report with the financial statements of the company and the group for the year ended 30 April 2025.

PRINCIPAL ACTIVITY

The principal activity of the group in the year under review was that of offering engagement and compliance services.

DIVIDENDS

Ordinary dividends were paid during the year amounting to £2,282,282 (2024: £2,409,916).

DIRECTOR

Mr D S Reynolds held office during the whole of the period from 1 May 2024 to the date of this report.

POLITICAL DONATIONS AND EXPENDITURE

During the year the Group made political donations totalling £153.50 (2024: £nil).

There was no political expenditure during the year (2024: £nil).

GOING CONCERN

The financial statements have been prepared on the going concern basis which the director believes to be appropriate.

Having reviewed the Group's financial forecasts and expected future cash flows, the director has a reasonable expectation that the Group has adequate resources available to continue in operational existence for the foreseeable future, a period of not less than 12 months from the date of approval of these financial statements. Accordingly, the director continues to adopt the going concern basis in preparing the financial statements for the year ended 30 April 2025.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the Group Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has 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 director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and the group and of the profit or loss of the group for that period. In preparing these financial statements, the director is 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 director is responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group and enable him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and the group 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 director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and he 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 group's auditors are aware of that information.

AUDITORS

The auditors, Nordens Audit Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

Mr D S Reynolds - Director

19 January 2026

Opinion

We have audited the financial statements of Guild Corporate Services Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 April 2025 which comprise the Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated 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 group's and of the parent company affairs as at 30 April 2025 and of the group's profit for the year then ended;

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

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

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

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

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

Other information

The director is responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Director, 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 Group Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Director 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 group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Director.

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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

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

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

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

Responsibilities of director

As explained more fully in the Statement of Director's Responsibilities set out on page five, the director is 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 director determines 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 director is responsible for assessing the group's and the parent company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the director either intends to liquidate the group or the parent company or to cease operations, or has 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 planned our audit so that we have a reasonable expectation of detecting material misstatements in the financial statements resulting from irregularities, fraud or non-compliance with law or regulations.

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following:

- The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to identify or recognise non-compliance with applicable laws and regulations.

- Enquiring of management of whether they are aware of any non-compliance with laws and regulations.

- Enquiring of management whether they have knowledge of any actual, suspected or alleged fraud.

- Enquiring of management their internal controls established to mitigate risk related to fraud or non-compliance with laws and regulations.

- Discussions amongst the engagement team on how and where fraud might occur in the financial statements and any potential indicators of fraud. As part of this discussion, we evaluated management's incentive and opportunities for fraudulent manipulation of the financial statements, including the risk of override of controls and determined that the principal risk was related to the posting of inappropriate journal entries.

- Obtaining an understanding of the legal and regulatory framework under which the company operates, focussing on those laws and regulations that had a direct effect on the financial statements or that had a fundamental effect on the operations. The key laws and regulations we considered in this context included the UK Companies Act 2006, IR35, applicable tax legislation, employment law and health and safety laws.

To address the risk of fraud through management bias and override of controls, we:

- Performed analytical procedures to identity any unusual or unexpected relationships and transactions.

- Audited the risk of management override of controls, including through testing journal entries for appropriateness with specific focus on entries containing unusual account combinations and reviewing large and unusual bank transactions.

In response to the risk of irregularities and non-compliance with laws and regulations, we designed procedures which included, but are not limited to:

- Agreeing financial statements disclosures to underlying supporting documentation.

- Enquiring of management as to actual and potential litigation claims.

- Confirming with management that there had been no non-compliance with any of the legislation discussed above.

- Reviewing relevant profit and loss account items for evidence of litigation.

The test nature and other inherent limitations of an audit, together with the inherent limitations of any accounting and internal control system, mean that there is an unavoidable risk that even some material misstatements in respect of irregularities may remain undiscovered even though the audit is properly planned and performed in accordance with ISAs (UK). Furthermore, the more removed that laws and regulations are from financial transactions, the less likely that we would become aware of non-compliance. Our examination should therefore not be relied upon to disclose all such material misstatements or frauds, errors or instances of non-compliance that might exist. The responsibility for safeguarding the assets of the company and for the prevention and detection of fraud, error and non-compliance with law or regulations rests with the directors.

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.

Lorraine Curtis (Senior Statutory Auditor)

for and on behalf of Nordens Audit Limited

Statutory Auditors

The Retreat

406 Roding Lane South

Woodford Green

Essex

IG8 8EY

19 January 2026

TURNOVER

569,708,615

602,863,059

Cost of sales

(562,099,112

)

(594,856,530

)

GROSS PROFIT

7,609,503

8,006,529

Administrative expenses

(4,789,079

)

(4,693,857

)

OPERATING PROFIT

4

2,820,424

3,312,672

Interest receivable and similar income

339,241

427,561

3,159,665

3,740,233

Amounts written off investments

5

-

(30,000

)

3,159,665

3,710,233

Interest payable and similar expenses

6

(3,397

)

-

PROFIT BEFORE TAXATION

3,156,268

3,710,233

Tax on profit

7

(796,353

)

(957,964

)

PROFIT FOR THE FINANCIAL YEAR

2,359,915

2,752,269

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

2,359,915

2,752,269

Profit attributable to:

Owners of the parent

2,359,915

2,752,269

Total comprehensive income attributable to:

Owners of the parent

2,359,915

2,752,269

FIXED ASSETS

Intangible assets

10

319,346

298,730

Tangible assets

11

36,692

45,622

Investments

12

449,176

449,176

Investment property

13

1,229,629

1,229,629

2,034,843

2,023,157

CURRENT ASSETS

Debtors

14

684,905

1,454,153

Cash at bank and in hand

10,215,151

8,836,309

10,900,056

10,290,462

CREDITORS

Amounts falling due within one year

15

(11,064,826

)

(10,521,179

)

NET CURRENT LIABILITIES

(164,770

)

(230,717

)

TOTAL ASSETS LESS CURRENT LIABILITIES

1,870,073

1,792,440

CAPITAL AND RESERVES

Called up share capital

17

1,010

1,010

Other reserves

32,876

32,876

Retained earnings

1,836,187

1,758,554

SHAREHOLDERS' FUNDS

1,870,073

1,792,440

The financial statements were approved by the director and authorised for issue on 19 January 2026 and were signed by:

Mr D S Reynolds - Director

FIXED ASSETS

Intangible assets

10

-

-

Tangible assets

11

-

-

Investments

12

1,280,791

1,280,791

Investment property

13

-

-

1,280,791

1,280,791

CURRENT ASSETS

Debtors

14

7,104

7,103

Cash at bank

122,299

124,066

129,403

131,169

CREDITORS

Amounts falling due within one year

15

(621,502

)

(619,202

)

NET CURRENT LIABILITIES

(492,099

)

(488,033

)

TOTAL ASSETS LESS CURRENT LIABILITIES

788,692

792,758

CAPITAL AND RESERVES

Called up share capital

17

1,010

1,010

Retained earnings

787,682

791,748

SHAREHOLDERS' FUNDS

788,692

792,758

Company's profit for the financial year

2,278,216

2,403,622

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

The financial statements were approved by the director and authorised for issue on 19 January 2026 and were signed by:

Mr D S Reynolds - Director

Called up

share

Retained

Other

Total

capital

earnings

reserves

equity

£

£

£

£

Balance at 1 May 2023

1,010

1,416,201

32,876

1,450,087

Changes in equity

Dividends

-

(2,409,916

)

-

(2,409,916

)

Total comprehensive income

-

2,752,269

-

2,752,269

Balance at 30 April 2024

1,010

1,758,554

32,876

1,792,440

Changes in equity

Dividends

-

(2,282,282

)

-

(2,282,282

)

Total comprehensive income

-

2,359,915

-

2,359,915

Balance at 30 April 2025

1,010

1,836,187

32,876

1,870,073

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 May 2023

1,010

798,042

799,052

Changes in equity

Dividends

-

(2,409,916

)

(2,409,916

)

Total comprehensive income

-

2,403,622

2,403,622

Balance at 30 April 2024

1,010

791,748

792,758

Changes in equity

Dividends

-

(2,282,282

)

(2,282,282

)

Total comprehensive income

-

2,278,216

2,278,216

Balance at 30 April 2025

1,010

787,682

788,692

Cash flows from operating activities

Cash generated from operations

1

4,420,051

1,264,656

Interest paid

(3,397

)

-

Tax paid

(636,159

)

(939,275

)

Net cash from operating activities

3,780,495

325,381

Cash flows from investing activities

Purchase of intangible fixed assets

(115,941

)

(101,372

)

Purchase of tangible fixed assets

(2,700

)

-

Purchase of fixed asset investments

-

(30,000

)

Interest received

339,241

427,561

Net cash from investing activities

220,600

296,189

Cash flows from financing activities

Amount introduced by director

367,765

707,736

Amount withdrawn by director

(707,736

)

-

Equity dividends paid

(2,282,282

)

(2,409,916

)

Net cash from financing activities

(2,622,253

)

(1,702,180

)

Increase/(decrease) in cash and cash equivalents

1,378,842

(1,080,610

)

Cash and cash equivalents at beginning of year

2

8,836,309

9,916,919

Cash and cash equivalents at end of year

2

10,215,151

8,836,309

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

30.4.25

30.4.24

£

£

Profit before taxation

3,156,268

3,710,233

Depreciation charges

106,955

143,905

Decrease in amounts owed by associates

1,041,412

(29,801

)

Write off of Investments

-

30,000

Finance costs

3,397

-

Finance income

(339,241

)

(427,561

)

3,968,791

3,426,776

Decrease/(increase) in trade and other debtors

570,015

(369,470

)

Decrease in trade and other creditors

(118,755

)

(1,792,650

)

Cash generated from operations

4,420,051

1,264,656

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 30 April 2025

30.4.25

1.5.24

£

£

Cash and cash equivalents

10,215,151

8,836,309

Year ended 30 April 2024

30.4.24

1.5.23

£

£

Cash and cash equivalents

8,836,309

9,916,919

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.5.24

Cash flow

At 30.4.25

£

£

£

Net cash

Cash at bank and in hand

8,836,309

1,378,842

10,215,151

8,836,309

1,378,842

10,215,151

Total

8,836,309

1,378,842

10,215,151

1.	STATUTORY INFORMATION

Guild Corporate Services Group 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 General Information page.

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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

Basis of consolidation

The consolidated Group financial statements consist of the financial statements of the parent company, Guild Corporate Services Group Limited, together with all entities controlled by the parent company (its subsidiaries) and the Group's share of its interest in joint ventures and associates.

All financial statements are made up to 30 April 2024. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the Group.

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

Entities in which the Group holds an interest and which are jointly controlled by the Group and one or more other ventures under a contractual arrangement are treated as joint ventures. Entities other than subsidiary undertakings or joint ventures, in which the Group has a participating interest and over whose operating and financial policies in the Group exercises a significant influence, are treated as associates.

Significant judgements and estimates

In the application of the Group's accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of the 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.

Turnover

Turnover represents the net charges received or receivable for the compliance services provided in the normal course of business, and is shown net of VAT and other sales related taxes.

Intangible assets

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

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

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

Intellectual property

Straight line over 5 years

Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost of 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:

Plant and equipment

25% on reducing balance, written off in full after 5 years

Fixtures and fittings

25% on reducing balance, written off in full after 5 years

Computers

25% on reducing balance, written off in full after 5 years

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

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

Where fair value cannot be determined without undue cost or effort, investment property is accounted for as tangible fixed assets.

Financial instruments

The Group has elected to apply the provisions of Section 11 'Basic Financial Instruments' and Section 12 'Other Financial Instruments Issues' of FRS 102 to all of its financial instruments.

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

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs 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 value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting date.

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. 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.

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, 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.

Classification of 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 deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow Group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

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

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade payables are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Derecognition of financial liabilities

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

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Comprehensive Income, 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.

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.

Employee benefits

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.

Equity instruments

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

3.	EMPLOYEES AND DIRECTORS

30.4.25

30.4.24

£

£

Wages and salaries

2,592,117

2,610,703

Social security costs

296,344

275,958

Other pension costs

77,306

72,950

2,965,767

2,959,611

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

30.4.25

30.4.24

Management

9

7

Sales and marketing

7

8

Administrative

45

47

61

62

30.4.25

30.4.24

£

£

Director's remuneration

105,040

105,040

4.	OPERATING PROFIT

The operating profit is stated after charging:

30.4.25

30.4.24

£

£

Depreciation - owned assets

11,630

68,913

Intellectual property amortisation

94,700

74,992

Computer software amortisation

625

-

Auditors' remuneration

30,890

37,709

Foreign exchange differences

176

-

5.

AMOUNTS WRITTEN OFF INVESTMENTS

30.4.25

30.4.24

£

£

Amounts written off

investments

-

30,000

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

30.4.25

30.4.24

£

£

Interest paid

3,397

-