IRIS Accounts Production v25.4.12.37 03397455 Board of Directors 1.4.24 31.3.25 31.3.25 false true false false false true false Equity shares 0.01000 Voting shares 0.01000 iso4217:GBP iso4217:USD iso4217:EUR xbrli:shares xbrli:pure utr:tonnes utr:kWh 03397455 2024-03-31 03397455 2025-03-31 03397455 2024-04-01 2025-03-31 03397455 2023-03-31 03397455 2023-04-01 2024-03-31 03397455 2024-03-31 03397455 ns15:EnglandWales 2024-04-01 2025-03-31 03397455 ns14:PoundSterling 2024-04-01 2025-03-31 03397455 ns10:Director1 2024-04-01 2025-03-31 03397455 ns10:PrivateLimitedCompanyLtd 2024-04-01 2025-03-31 03397455 ns10:SmallEntities 2024-04-01 2025-03-31 03397455 ns10:AuditExempt-NoAccountantsReport 2024-04-01 2025-03-31 03397455 ns10:SmallCompaniesRegimeForDirectorsReport 2024-04-01 2025-03-31 03397455 ns10:SmallCompaniesRegimeForAccounts 2024-04-01 2025-03-31 03397455 ns10:FullAccounts 2024-04-01 2025-03-31 03397455 1 2024-04-01 2025-03-31 03397455 ns10:OrdinaryShareClass1 2024-04-01 2025-03-31 03397455 ns10:OrdinaryShareClass2 2024-04-01 2025-03-31 03397455 ns10:Director2 2024-04-01 2025-03-31 03397455 ns10:Director3 2024-04-01 2025-03-31 03397455 ns10:Director4 2024-04-01 2025-03-31 03397455 ns10:Director5 2024-04-01 2025-03-31 03397455 ns10:Director7 2024-04-01 2025-03-31 03397455 ns10:Director8 2024-04-01 2025-03-31 03397455 ns10:Director9 2024-04-01 2025-03-31 03397455 ns10:RegisteredOffice 2024-04-01 2025-03-31 03397455 ns5:CurrentFinancialInstruments 2025-03-31 03397455 ns5:CurrentFinancialInstruments 2024-03-31 03397455 ns5:ShareCapital 2025-03-31 03397455 ns5:ShareCapital 2024-03-31 03397455 ns5:SharePremium 2025-03-31 03397455 ns5:SharePremium 2024-03-31 03397455 ns5:RetainedEarningsAccumulatedLosses 2025-03-31 03397455 ns5:RetainedEarningsAccumulatedLosses 2024-03-31 03397455 ns5:IntangibleAssetsOtherThanGoodwill 2024-04-01 2025-03-31 03397455 ns5:ComputerSoftware 2024-04-01 2025-03-31 03397455 ns5:PlantMachinery 2024-04-01 2025-03-31 03397455 ns5:FurnitureFittings 2024-04-01 2025-03-31 03397455 ns5:ComputerEquipment 2024-04-01 2025-03-31 03397455 ns5:ComputerSoftware 2024-03-31 03397455 ns5:ComputerSoftware 2025-03-31 03397455 ns5:ComputerSoftware 2024-03-31 03397455 ns5:PlantMachinery 2024-03-31 03397455 ns5:FurnitureFittings 2024-03-31 03397455 ns5:ComputerEquipment 2024-03-31 03397455 ns5:PlantMachinery 2025-03-31 03397455 ns5:FurnitureFittings 2025-03-31 03397455 ns5:ComputerEquipment 2025-03-31 03397455 ns5:PlantMachinery 2024-03-31 03397455 ns5:FurnitureFittings 2024-03-31 03397455 ns5:ComputerEquipment 2024-03-31 03397455 ns5:WithinOneYear ns5:CurrentFinancialInstruments 2025-03-31 03397455 ns5:WithinOneYear ns5:CurrentFinancialInstruments 2024-03-31 03397455 ns5:WithinOneYear 2025-03-31 03397455 ns5:WithinOneYear 2024-03-31 03397455 ns5:BetweenOneFiveYears 2025-03-31 03397455 ns5:BetweenOneFiveYears 2024-03-31 03397455 ns5:AllPeriods 2025-03-31 03397455 ns5:AllPeriods 2024-03-31 03397455 ns5:DeferredTaxation 2024-03-31 03397455 ns5:DeferredTaxation 2024-04-01 2025-03-31 03397455 ns5:DeferredTaxation 2025-03-31 03397455 ns10:OrdinaryShareClass1 2025-03-31 03397455 ns10:OrdinaryShareClass2 2025-03-31

REGISTERED NUMBER: 03397455 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

FOR

C21 MEDIA LIMITED

C21 MEDIA LIMITED (REGISTERED NUMBER: 03397455)

CONTENTS OF THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

Page |

Company Information | 1 |

Balance Sheet | 2 |

Notes to the Financial Statements | 4 |

C21 MEDIA LIMITED

COMPANY INFORMATION

FOR THE YEAR ENDED 31 MARCH 2025

| DIRECTORS: | O I Iwuji

| D M Jenkinson

| M T Rowland

| L C Scott

| P D Treacher

| E Waller

| S I Dean

| R E Palmer

| REGISTERED OFFICE: | 148-150 Curtain Road

| London

| EC2A 3AT

| REGISTERED NUMBER: | 03397455 (England and Wales)

| ACCOUNTANTS: | MGR Weston Kay LLP

| 55 Loudoun Road

| St John's Wood

| London

| NW8 0DL

C21 MEDIA LIMITED (REGISTERED NUMBER: 03397455)

BALANCE SHEET

31 MARCH 2025

| 31.3.25 |  | 31.3.24

| Notes | £ | £ |

FIXED ASSETS

Intangible assets | 4 | 186,775 |  | 270,486 |  |

Tangible assets | 5 | 50,796 |  | 69,740 |  |

237,571 |  | 340,226 |  |

CURRENT ASSETS

Debtors | 6 | 2,006,450 |  | 1,869,073 |  |

Cash at bank | 221,396 |  | 445,336 |  |

2,227,846 |  | 2,314,409 |  |

CREDITORS

Amounts falling due within one year | 7 | (1,075,576 | ) | (970,771 | ) |

NET CURRENT ASSETS | 1,152,270 |  | 1,343,638 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 1,389,841 |  | 1,683,864 |  |

PROVISIONS FOR LIABILITIES | 10 | (15,707 | ) | (81,964 | ) |

NET ASSETS | 1,374,134 |  | 1,601,900 |  |

CAPITAL AND RESERVES

Called up share capital | 11 | 82 |  | 82 |  |

Share premium | 146,703 |  | 146,703 |  |

Retained earnings | 1,227,349 |  | 1,455,115 |  |

SHAREHOLDERS' FUNDS | 1,374,134 |  | 1,601,900 |  |

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 31 March 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 31 March 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

(a) | ensuring that the company keeps accounting records which comply with Sections 386 and 387 of the Companies Act 2006 and

(b) | preparing financial statements which give a true and fair view of the state of affairs of the company as at the end of each financial year and of its profit or loss for each financial year in accordance with the requirements of Sections 394 and 395 and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

C21 MEDIA LIMITED (REGISTERED NUMBER: 03397455)

BALANCE SHEET - continued

31 MARCH 2025

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

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

The financial statements were approved by the Board of Directors and authorised for issue on 2 March 2026 and were signed on its behalf by:

D M Jenkinson - Director

C21 MEDIA LIMITED (REGISTERED NUMBER: 03397455)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 MARCH 2025

1. | STATUTORY INFORMATION

| C21 Media Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

2. | ACCOUNTING POLICIES

| Basis of preparing the financial statements

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

| The financial statements are prepared in sterling, which is the functional currency of the company. Monetary

| amounts in these financial statements are rounded to the nearest £.

| The financial statements have been prepared under the historical cost convention. The principal accounting

| policies adopted are set out below.

| Turnover

| Turnover comprises revenue recognised by the Company on an accruals basis in respect of goods and services supplied in the year. Revenue is measured as the fair value of the consideration received or receivable, excluding trade discounts, rebates, value added taxes and other sales taxes. Revenue is recognised to the extent that it is probable that the economic benefits will flow to the entity and the revenue can be reliably measured, The following criteria must also be met before revenue is recognised:

| - Subscription and online advertising based services: on time basis spread evenly over the period of the

| subscription or the period the advertising relates to.

| - Display advertising: on the date at which the publication which the revenue relates to is made.

| - Event income: on the date that the event takes place.

| - Other: revenue is recognised on delivery of the product or service.

| Intangible assets

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

| Website development costs is being amortised evenly over its estimated useful life of four years.

| Tangible fixed assets

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

| Plant and machinery | - | 25% on cost

| Fixtures and fittings | - | 10% on cost

| Computers, hardware and web development | - | 25% on cost

| Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of

| depreciation and any impairment losses.

| 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.

C21 MEDIA LIMITED (REGISTERED NUMBER: 03397455)

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2025

2. | ACCOUNTING POLICIES - continued

| Financial instruments

| The company 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 company's balance sheet when the company 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.

| Taxation

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

| Current or deferred taxation assets and liabilities are not discounted.

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

| Deferred tax

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

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

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

| 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.

| Hire purchase and leasing commitments

| Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease except where another more systematic basis is more representative of the time pattern in which economic benefits from the leases asset are consumed.

| Pension costs and other post-retirement benefits

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

C21 MEDIA LIMITED (REGISTERED NUMBER: 03397455)

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2025

2. | ACCOUNTING POLICIES - continued

| 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.

| Share-based payments

| Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the Black-Scholes pricing model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

| When the terms and conditions of equity-settled share-based payments at the time they were granted are

| subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

| Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

| Cash and cash equivalents

| Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks.

| Provisions

| Provisions are recognised when the company has a legal or constructive present obligation as a result of a past event, it is probable that the company will be required to settle that obligation and a reliable estimate can be made of the amount of the obligation.

| The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the reporting end date, taking into account the risks and uncertainties surrounding the obligation. Where the effect of the time value of money is material, the amount expected to be required to settle the obligation is recognised at present value. When a provision is measured at present value, the unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

3. | EMPLOYEES AND DIRECTORS

| The average number of employees during the year was 36 (2024 - 36 ) .

C21 MEDIA LIMITED (REGISTERED NUMBER: 03397455)

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2025

4. | INTANGIBLE FIXED ASSETS

| Website

| development

| costs

£ |

| COST

| At 1 April 2024 | 496,586 |  |

| Additions | 34,762 |  |

| At 31 March 2025 | 531,348 |  |

| AMORTISATION

| At 1 April 2024 | 226,100 |  |

| Amortisation for year | 118,473 |  |

| At 31 March 2025 | 344,573 |  |

| NET BOOK VALUE

| At 31 March 2025 | 186,775 |  |

| At 31 March 2024 | 270,486 |  |

5. | TANGIBLE FIXED ASSETS

| Computers, |

| Fixtures |  | hardware |

| Plant and |  | and |  | and web |

| machinery |  | fittings |  | development |  | Totals

£ | £ | £ | £ |

| COST

| At 1 April 2024 | 10,272 |  | 68,498 |  | 406,907 |  | 485,677 |  |

| Additions | - |  | - |  | 6,024 |  | 6,024 |  |

| At 31 March 2025 | 10,272 |  | 68,498 |  | 412,931 |  | 491,701 |  |

| DEPRECIATION

| At 1 April 2024 | 8,923 |  | 52,737 |  | 354,277 |  | 415,937 |  |

| Charge for year | 522 |  | 2,258 |  | 22,188 |  | 24,968 |  |

| At 31 March 2025 | 9,445 |  | 54,995 |  | 376,465 |  | 440,905 |  |

| NET BOOK VALUE

| At 31 March 2025 | 827 |  | 13,503 |  | 36,466 |  | 50,796 |  |

| At 31 March 2024 | 1,349 |  | 15,761 |  | 52,630 |  | 69,740 |  |

C21 MEDIA LIMITED (REGISTERED NUMBER: 03397455)

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2025

6. | DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| 31.3.25 |  | 31.3.24

£ | £ |

| Trade debtors | 229,601 |  | 279,818 |  |

| Other debtors | 1,462,750 |  | 1,498,996 |  |

| Tax | - |  | 7,292 |  |

| Prepayments | 314,099 |  | 82,967 |  |

2,006,450 |  | 1,869,073 |  |

7. | CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR |

| 31.3.25 |  | 31.3.24

£ | £ |

| Bank loans and overdrafts (see note 8) | 11,609 |  | 9,190 |  |

| Trade creditors | 76,576 |  | 67,909 |  |

| Taxation and social security | 94,576 |  | 107,119 |  |

| Other creditors | 892,815 |  | 786,553 |  |

1,075,576 |  | 970,771 |  |

8. | LOANS

| An analysis of the maturity of loans is given below:

| 31.3.25 |  | 31.3.24

£ | £ |

| Amounts falling due within one year or on demand:

| Bank overdrafts | 11,609 |  | 9,190 |  |

9. | LEASING AGREEMENTS

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

| 31.3.25 |  | 31.3.24

£ | £ |

| Within one year | 90,268 |  | 93,495 |  |

| Between one and five years | 20,961 |  | 112,994 |  |

111,229 |  | 206,489 |  |

| During the year, the company identified an error in the disclosure of lease commitments in the prior year. The comparative figures have been restated to correct this error.This adjustment has no impact on the balance sheet, profit or loss, or equity for either the current or prior year. The correction relates solely to the disclosure of future lease commitments.

10. | PROVISIONS FOR LIABILITIES

| 31.3.25 |  | 31.3.24

£ | £ |

| Deferred tax | 15,707 |  | 81,964 |  |

C21 MEDIA LIMITED (REGISTERED NUMBER: 03397455)

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 MARCH 2025

10. | PROVISIONS FOR LIABILITIES - continued

| Deferred |

| tax |

£ |

| Balance at 1 April 2024 | 81,964 |  |

| Utilised during year | (66,257 | ) |

| Balance at 31 March 2025 | 15,707 |  |

11. | CALLED UP SHARE CAPITAL

| Allotted, issued and fully paid:

| Number: | Class: | Nominal | 31.3.25 |  | 31.3.24

| value: | £ | £ |

| 1,215 | Equity shares | 0.01 | 12 |  | 12 |  |

| 7,000 | Voting shares | 0.01 | 70 |  | 70 |  |

82 |  | 82 |  |

12. | DIRECTORS' ADVANCES, CREDITS AND GUARANTEES

| Included within other debtors is an amount of £10,000 advanced to a director. The advance is interest-free and repayable within nine months. No guarantees were provided in respect of this advance.

13. | SHARE-BASED PAYMENT TRANSACTIONS

| On 28 October 2019, 1 share option was granted which grant the option holders the right to acquire shares at the exercise price. The options expired on 26 October 2024, and has a weighted average exercise price of £683. The share options elapsed in the year and there were no share based payment expenses made.

| During the year, the company recognised total share-based payment expenses of £nil (2024 - £Nil) which related to equity settled share based payment transactions.

14. | RELATED PARTY DISCLOSURES

| At the reporting date an amount of £1,183,709 (2024: £1,303,144) was due from Media Entreprises International Limited. During the year management charges of £20,000 (2024: £20,000) was paid by Media Enterprises International Limited.

| At the reporting date an amount of £194,556 (2024: £165,317) was due from Studio21 International Limited.

| At the reporting date an amount of £66,356 (2024: £53,957) was due to Rose D'Or Limited. During the year management charges of £120,000 (2024: £120,000) was paid by Rose D'or Limited.

| Included in accrued income is an amount of £60,000 (2024: Nil) due from C21 International Inc relating to the management fees for the period ended 31 March 2025.

| The above companies are related as they are under common control.