Company registration number 10538293 (England and Wales)
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
COMPANY INFORMATION
Directors
M J Sewell
L J Papworth-Saunders
S Codrington-Fernandez
S G Simpson
L N Oakshott
Company number
10538293
Registered office
1 Cambridge Technopark
Newmarket Road
Cambridge
CB5 8PB
Auditor
Ensors
Incubator 2
The Boulevard, Enterprise Campus
Alconbury Weald
Huntingdon
PE28 4XA
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
CONTENTS
Page
Strategic report
1 - 3
Directors' report
4
Directors' responsibilities statement
5
Independent auditor's report
6 - 8
Profit and loss account
9
Group statement of comprehensive income
10
Group balance sheet
11
Company balance sheet
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Notes to the financial statements
16 - 33
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
STRATEGIC REPORT
FOR THE YEAR ENDED 30 JUNE 2025
- 1 -

The directors present the strategic report for the year ended 30 June 2025.

Group overview

The main subsidiary of the Group is CPL One Limited, company number 03194247; all trading performance for 2025 is accounted for in that entity.

CPL One Group is made up of two content marketing brands: CPL One, which specialises in the membership, racing and breeding, corporate and local authority sectors; and Cabbells, which focuses on arts and heritage.

The Group has offices in Cambridge and St Albans, working with clients in the UK and Europe.

Our new story

During the 2024-25 financial year, we continued to deliver against our three-year strategy that spells out our purpose, positioning and priorities following the July 2022 acquisition of Century One, which saw us grow rapidly to become a £10m-plus turnover business.

Our business purpose is ‘We help people belong’. This applies to our employees and to the audiences that read, watch and listen to the content we create for clients. It underpins everything we do.

Our positioning is clear with two brands and core services that focus around Content, Design, Digital Development and Sales.

Our priorities revolve around four long-term goals. These are:

- Right people - nurture great people by giving everyone the opportunity for personal and professional growth, and provide an environment in which future leaders can flourish

- Right clients - create a more balanced portfolio

- Right thing - demonstrate strong environmental, social and governance credentials

- Right numbers - build cash reserves and achieve steadily growing turnover and profit margins.

From early 2026 we will be launching a new three-year strategy, designed to help us continue our success through to 2028 and beyond.

CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 2 -
Business review

Gross Profit remained broadly in line with last year, at £5.3m, while Operating Profit increased year on year.

Unlike many agencies, the CPL One Group generates the majority of its income from recurring revenues and client retention during the year remained strong. CPL One’s fee income from its core sectors of membership and racing and breeding – and the revenue generated by our media sales team – were both largely in line with the previous year.

Our Cabbells business continued to perform well. Our theatre programmes production for Delfont Mackintosh Theatres benefited from the success of major West End shows such as Hamilton and Oliver! Programme volumes and sales, along with accompanying advertising, helped ensure solid revenues for the arts and heritage sector.

Our business development strategy focused on two areas: pitching additional projects to grow incremental revenues from existing clients; and winning work from new clients.

Notable incremental projects included a special film series for the Nuclear Institute, a promotional campaign to mark the fifth anniversary of the Thoroughbred Breeders’ Association’s Great British Bonus programme and a number of additional digital, publishing and event-related projects for Darley Stallions.

Significant new business wins during the year included the prestigious magazine publishing contract for the Royal Botanic Gardens, Kew, a project for University College London and the start of an agreement to produce programmes for English National Opera. We also benefited from a full year of working with the Institute of Leadership, which has now become a top ten client for the Group.

We only deliver good work for clients because we continue to develop the skills and expertise of our teams, and make CPL One a company that people want to work for. Our continued participation and high engagement scores in the Best Employers Eastern Region programme demonstrated our continued success in this area. Our employee engagement reached 81% while 82% of respondents said they would recommend CPL One as a great place to work.

Risks and uncertainties

Shortly after the end of the 2024-25 financial year, we completed the final payment on our 2022 acquisition of Century One. This puts us in a better position to focus further on our strategic goal to “build our cash reserves”.

Retaining and extending contracts with existing clients and winning profitable work from new clients remains fundamental to our strategy. We do this in three key ways: first, by focusing on creating and delivering excellent content marketing strategies that meet the changing needs of our clients and their audiences; second, by developing additional income-generating strategies via effective commercial partnerships with advertisers and sponsors; and third, by building on our reputation for excellent customer service.

It remains increasingly important that we have leaders and teams who can build strong relationships with our customers and make sure our key contacts understand the benefits of partnering with CPL One. We expect our significant investment in a leadership development programme for a dozen managers, led by a highly-experienced external trainer, will continue to reap benefits for our clients and the agency. Our focus for the next 12 months and beyond will be to ensure that our people have the skills and capability to ensure that our offer remains relevant and exciting for current and future clients.

Linked to the above, we are focused on ensuring that we maximise the opportunities from developments in AI, using it where appropriate to offer new value-adding products to clients and to improve efficiencies and make savings in our processes. At all times we will focus on our “humans always in charge” mantra, demonstrating to clients the value they receive from the human-crafted content, design and sales delivered by CPL One’s experts.

The macro-economic climate remains tough and we are conscious of the potentially negative impact this could have on our clients and advertisers. To combat this, we will continue to be innovative and imaginative in demonstrating the value we offer to these audiences via the broad range of content marketing solutions we can offer them.

CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 3 -
Conclusion

We will continue to think and plan for the long term, focusing on winning more new and incremental business, increasing revenue at gross profit level and delivering against the mission spelt out in our strategy: “We build communities by creating and delivering content marketing strategies that inspire people and bring them together around our clients’ brands and organisations.”

On behalf of the board

.............................................
M J Sewell
Director
26 February 2026
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 JUNE 2025
- 4 -

The directors present their annual report and financial statements for the year ended 30 June 2025.

Principal activities

The principal activity of the company and group continued to be that of publishing.

Results and dividends

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

Ordinary dividends were paid amounting to £168,998. The directors do not recommend payment of a further dividend.

Directors

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

M J Sewell
L J Papworth-Saunders
S Codrington-Fernandez
S G Simpson
L N Oakshott
Auditor

On 1 September 2025 our auditors, Ensors Accountants LLP, merged with Azets Audit Services Limited. Accordingly Ensors Accountants LLP formally resigned as the company’s auditors with the directors duly appointing Azets Audit Services Limited, trading as Ensors to fill the vacancy arising.

The auditor, Azets Audit Services Limited, trading as Ensors will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the auditor of the company is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the auditor of the company is aware of that information.

Medium-sized companies exemption

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

On behalf of the board
..............................................
M J Sewell
Director
26 February 2026
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 JUNE 2025
- 5 -

The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulations.

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

- select suitable accounting policies and then apply them consistently;

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

- state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;

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

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

CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBERS OF CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
- 6 -
Opinion

We have audited the financial statements of CPL One Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 30 June 2025 which comprise the group profit and loss account, the group statement of comprehensive income, the group balance sheet, the company balance sheet, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows and notes to the financial statements, including significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 The Financial Reporting Standard applicable in the UK and Republic of Ireland (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

- give a true and fair view of the state of the group's and the parent company's affairs as at 30 June 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

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

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the group's and 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 directors with respect to going concern are described in the relevant sections of this report.

Other information

The financial statements of CPL One Group Limited and its subsidiaries were unaudited for the year ended 30 June 2023 as the group was eligible for small company and audit exemption. Accordingly, the comparative information has not been audited.

The other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
- 7 -

Opinions on other matters prescribed by the Companies Act 2006

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

- T he information given in the strategic report and the directors' r eport 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 group and the parent company and their environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

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 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 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' r esponsibilities s tatement, 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 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 directors either intend to liquidate the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor's 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 auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

Extent to which the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above and on the Financial Reporting Council’s website, to detect material misstatements in respect of irregularities, including fraud.

CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBERS OF CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
- 8 -

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud, the audit engagement team:

- obtained an understanding of the nature of the industry and sector, including the legal and regulatory framework that the company operates in and how the company are complying with the legal and regulatory framework;

- inquired of management, and those charged with governance, about their own identification and assessment of the risks of irregularities, including any known actual, suspected or alleged instances of fraud;

- discussed matters about non-compliance with laws and regulations and how fraud might occur including assessment of how and where the financial statements may be susceptible to fraud.

However, it is the primary responsibility of management, with the oversight of those charged with governance, to ensure that the entity's operations are conducted in accordance with the provisions of laws and regulations and for the prevention and detection of fraud.

Use of our report

This report is made solely to the parent 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 parent company’s members those matters we are required to state to them in an auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

James Francis (Senior Statutory Auditor)
For and on behalf of Ensors, Statutory Auditor
Chartered Accountants
Incubator 2
The Boulevard, Enterprise Campus
Alconbury Weald
Huntingdon
PE28 4XA
26 February 2026
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
GROUP PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 JUNE 2025
- 9 -
2025
2024
Notes
£
£
Turnover
3
10,012,105
10,428,484
Cost of sales
(4,727,831)
(5,031,470)
Gross profit
5,284,274
5,397,014
Distribution costs
(3,218,791)
(3,315,297)
Administrative expenses
(1,726,029)
(1,837,919)
Other operating income
27,032
26,925
Operating profit
4
366,486
270,723
Interest receivable and similar income
8
8,259
757
Interest payable and similar expenses
9
(21,368)
(37,986)
Profit before taxation
353,377
233,494
Tax on profit
10
(206,407)
(182,773)
Profit for the financial year
24
146,970
50,721
Profit for the financial year is all attributable to the owners of the parent company.
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
GROUP STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2025
- 10 -
2025
2024
£
£
Profit for the year
146,970
50,721
Other comprehensive income
-
-
Total comprehensive income for the year
146,970
50,721
Total comprehensive income for the year is all attributable to the owners of the parent company.
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
GROUP BALANCE SHEET
AS AT 30 JUNE 2025
30 June 2025
- 11 -
2025
2024
Notes
£
£
£
£
Fixed assets
Goodwill
12
1,613,706
2,086,563
Total intangible assets
1,613,706
2,086,563
Tangible assets
13
40,531
40,992
1,654,237
2,127,555
Current assets
Stocks
16
8,350
11,483
Debtors
17
1,128,214
1,202,640
Cash at bank and in hand
989,762
998,759
2,126,326
2,212,882
Creditors: amounts falling due within one year
18
(2,217,317)
(2,517,945)
Net current liabilities
(90,991)
(305,063)
Total assets less current liabilities
1,563,246
1,822,492
Creditors: amounts falling due after more than one year
19
(1,008,000)
(1,270,070)
Provisions for liabilities
Provisions
21
46,421
21,569
(46,421)
(21,569)
Net assets
508,825
530,853
Capital and reserves
Called up share capital
23
100
100
Share premium account
24
399,990
399,990
Profit and loss reserves
24
108,735
130,763
Total equity
508,825
530,853

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 26 February 2026 and are signed on its behalf by:
26 February 2026
..............................................
M J Sewell
Director
Company registration number 10538293 (England and Wales)
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
COMPANY BALANCE SHEET
AS AT 30 JUNE 2025
30 June 2025
- 12 -
2025
2024
Notes
£
£
£
£
Fixed assets
Goodwill
12
112,100
153,500
Investments
14
4,997,093
6,390,724
5,109,193
6,544,224
Current assets
Cash at bank and in hand
1,241
1,302
Creditors: amounts falling due within one year
18
(1,329,083)
(1,367,586)
Net current liabilities
(1,327,842)
(1,366,284)
Total assets less current liabilities
3,781,351
5,177,940
Creditors: amounts falling due after more than one year
19
(1,008,000)
(1,226,737)
Net assets
2,773,351
3,951,203
Capital and reserves
Called up share capital
23
100
100
Share premium account
24
399,990
399,990
Profit and loss reserves
24
2,373,261
3,551,113
Total equity
2,773,351
3,951,203

As permitted by section 408 of the Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s loss for the year was £1,008,854 (2024 - £461,187 profit).

These 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 board of directors and authorised for issue on 26 February 2026 and are signed on its behalf by:
26 February 2026
..............................................
M J Sewell
Director
Company registration number 10538293 (England and Wales)
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
GROUP STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2025
- 13 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 July 2023
101
399,990
255,311
655,402
Year ended 30 June 2024:
Profit and total comprehensive income
-
-
50,721
50,721
Dividends
11
-
-
(145,121)
(145,121)
Redemption of shares
23
(1)
-
(30,148)
(30,149)
Balance at 30 June 2024
100
399,990
130,763
530,853
Year ended 30 June 2025:
Profit and total comprehensive income
-
-
146,970
146,970
Dividends
11
-
-
(168,998)
(168,998)
Balance at 30 June 2025
100
399,990
108,735
508,825
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
COMPANY STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2025
- 14 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 July 2023
101
399,990
3,265,195
3,665,286
Year ended 30 June 2024:
Profit and total comprehensive income for the year
-
-
461,187
461,187
Dividends
11
-
-
(145,121)
(145,121)
Redemption of shares
23
(1)
-
(30,148)
(30,149)
Balance at 30 June 2024
100
399,990
3,551,113
3,951,203
Year ended 30 June 2025:
Profit and total comprehensive income
-
-
(1,008,854)
(1,008,854)
Dividends
11
-
-
(168,998)
(168,998)
Balance at 30 June 2025
100
399,990
2,373,261
2,773,351
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
GROUP STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2025
- 15 -
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash generated from operations
27
579,753
387,473
Interest paid
(21,368)
(37,986)
Income taxes paid
(271,332)
(189,738)
Net cash inflow from operating activities
287,053
159,749
Investing activities
Purchase of tangible fixed assets
(26,748)
(26,523)
Proceeds from disposal of tangible fixed assets
893
125
Interest received
8,259
757
Net cash used in investing activities
(17,596)
(25,641)
Financing activities
Redemption of shares
-
0
(30,149)
Repayment of bank loans
(133,333)
10,000
Dividends paid to equity shareholders
(145,121)
(171,480)
Net cash used in financing activities
(278,454)
(191,629)
Net decrease in cash and cash equivalents
(8,997)
(57,521)
Cash and cash equivalents at beginning of year
998,759
1,056,280
Cash and cash equivalents at end of year
989,762
998,759
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2025
- 16 -
1
Accounting policies
Company information

CPL One Group Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is .

The group consists of CPL One Group Limited and all of its subsidiaries.

1.1
Basis of preparation

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements for parent company information presented within the consolidated financial statements:

- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

- Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

1.2
Business combinations

In the parent company financial statements, t he cost of a business combination is the fair value at the acquisition date of the assets given, equity instruments issued and liabilities incurred or assumed, plus costs directly attributable to the business combination. The excess of the cost of a business combination over the fair value of the identifiable assets, liabilities and contingent liabilities acquired is recognised as goodwill. The cost of the combination includes the estimated amount of contingent consideration that is probable and can be measured reliably, and is adjusted for changes in contingent consideration after the acquisition date. Provisional fair values recognised for business combinations in previous periods are adjusted retrospectively for final fair values determined in the 12 months following the acquisition date. I nvestments in subsidiaries, joint ventures and associates are accounted for at cost less impairment.

Deferred tax is recognised on differences between the value of assets (other than goodwill) and liabilities recognised in a business combination accounted for using the purchase method and the amounts that can be deducted or assessed for tax, considering the manner in which the carrying amount of the asset or liability is expected to be recovered or settled. The deferred tax recognised is adjusted against goodwill or negative goodwill.

CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 17 -
1.3
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company CPL One Group Limited together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 30 June 2025. 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 g roup.

All intra-group 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.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

Entities in which the group holds an interest and which are jointly controlled by the group and one or more other venturers 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 the group exercises a significant influence, are treated as associates.

Investments in joint ventures and associates are carried in the group balance sheet at cost plus post-acquisition changes in the group’s share of the net assets of the entity, less any impairment in value. The carrying values of investments in joint ventures and associates include acquired goodwill.

If the group’s share of losses in a joint venture or associate equals or exceeds its investment in the joint venture or associate, the group does not recognise further losses unless it has incurred obligations to do so or has made payments on behalf of the joint venture or associate.

Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the group’s interest in the entity.

1.4
Going concern

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

1.5
Turnover

Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.

Revenue from the sale of goods is recognised when the significant risks and rewards of ownership of the goods have passed to the buyer (usually on dispatch of the goods), the amount of revenue can be measured reliably, it is probable that the economic benefits associated with the transaction will flow to the entity and the costs incurred or to be incurred in respect of the transaction can be measured reliably.

CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 18 -
1.6
Intangible fixed assets - goodwill

Goodwill represents the excess of the cost of acquisition of a business over the fair value of net assets acquired. It is initially recognised as an asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is considered to have a finite useful life and is amortised on a systematic basis over its expected life, which is 10 years.

For the purposes of impairment testing, goodwill is allocated to the cash-generating units expected to benefit from the acquisition. Cash-generating units to which goodwill has been allocated are tested for impairment at least annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than the carrying amount of the unit, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata on the basis of the carrying amount of each asset in the unit.

1.7
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

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

Leasehold improvements
Straight Line over the length of the lease
Fixtures and fittings
Straight Line over 3 years
Computers
Straight Line over 3-5 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 recognised in the profit and loss account.

1.8
Fixed asset investments

Equity in vest ments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

Entities in which the group has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

1.9
Impairment of fixed assets

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

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 19 -

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

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

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

1.10
Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell. Cost comprises direct materials and, where applicable, direct labour costs and those overheads that have been incurred in bringing the stocks to their present location and condition.

Stocks held for distribution at no or nominal consideration are measured at the lower of cost and replacement cost, adjusted where applicable for any loss of service potential.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

1.11
Cash and cash equivalents

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

1.12
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 and 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 m ethod 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.

CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 20 -
Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

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 end 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 group 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 group 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 paymen ts 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 creditors 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 creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 21 -
Other financial liabilities

Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.

Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value th r ough profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.

Derecognition of financial liabilities

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

1.13
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.

1.14
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and deferred tax assets are recognised to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
1
Accounting policies
(Continued)
- 22 -
1.15
Provisions

Provisions are recognised when the group has a legal or constructive present obligation as a result of a past event, it is probable that the group 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 i s 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.

1.16
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.

1.17
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.18
Leases

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 lease d asset are consumed.

Rental income from operating leases is recognised on a straight line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognised on a straight line basis over the lease term.

2
Judgements and key sources of estimation uncertainty

In the application of the group’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 23 -
3
Turnover and other revenue
2025
2024
£
£
Turnover analysed by class of business
Sales of goods
2,402,905
2,085,697
Sales of services
7,609,200
8,342,787
10,012,105
10,428,484
2025
2024
£
£
Turnover analysed by geographical market
Europe
360,436
333,712
Rest of World
220,266
156,427
UK
9,221,149
9,896,631
North America
210,254
41,714
10,012,105
10,428,484
2025
2024
£
£
Other revenue
Interest income
8,259
757
4
Operating profit
2025
2024
£
£
Operating profit for the year is stated after charging/(crediting):
Exchange (gains)/losses
(346)
2,981
Fees payable to the group's auditor for the audit of the group's financial statements
23,000
23,000
Depreciation of owned tangible fixed assets
27,209
39,120
(Profit)/loss on disposal of tangible fixed assets
(893)
52
Amortisation of intangible assets
472,857
472,856
Operating lease charges
21,252
78,744
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the group and company
23,000
23,000
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 24 -
6
Employees

The average monthly number of persons (including directors) employed by the group and company during the year was:

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
70
69
5
4

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
2,950,895
2,875,498
-
0
-
0
Social security costs
318,595
312,777
-
-
Pension costs
62,826
61,298
-
0
-
0
3,332,316
3,249,573
-
0
-
0
7
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
449,821
433,843
Company pension contributions to defined contribution schemes
6,604
6,559
456,425
440,402
Remuneration disclosed above includes the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
120,569
234,206
Company pension contributions to defined contribution schemes
1,321
1,321
8
Interest receivable and similar income
2025
2024
£
£
Interest income
Interest on bank deposits
771
757
Other interest income
7,488
-
Total income
8,259
757
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 25 -
9
Interest payable and similar expenses
2025
2024
£
£
Interest on bank overdrafts and loans
2,841
14,426
Other interest on financial liabilities
15,566
19,754
Other interest
2,961
3,806
Total finance costs
21,368
37,986
10
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
211,214
181,332
Adjustments in respect of prior periods
(3,659)
5,648
Total current tax
207,555
186,980
Deferred tax
Origination and reversal of timing differences
(1,148)
(4,207)
Total tax charge
206,407
182,773

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

2025
2024
£
£
Profit before taxation
353,377
233,494
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
88,344
58,374
Tax effect of expenses that are not deductible in determining taxable profit
2,093
4,089
Change in unrecognised deferred tax assets
(51)
(4,109)
Depreciation on assets not qualifying for tax allowances
11,601
55,458
Under/(over) provided in prior years
(3,659)
5,649
Deferred tax adjustments in respect of prior years
-
0
(6,765)
Tax on consolidation adjustments
107,864
111,566
Disallowable provision adjustment - trade
-
0
(3,366)
Car leasing disallowance - trade
215
296
Fixed asset difference in tax value
-
0
(38,376)
Rounding difference
-
(1)
CT refund
-
(42)
Taxation charge
206,407
182,773
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 26 -
11
Dividends
2025
2024
Recognised as distributions to equity holders:
£
£
Final paid
-
145,121
Interim paid
168,998
-
168,998
145,121
12
Intangible fixed assets
Group
Goodwill
£
Cost
At 1 July 2024 and 30 June 2025
4,709,565
Amortisation and impairment
At 1 July 2024
2,623,002
Amortisation charged for the year
472,857
At 30 June 2025
3,095,859
Carrying amount
At 30 June 2025
1,613,706
At 30 June 2024
2,086,563
Company
Goodwill
£
Cost
At 1 July 2024 and 30 June 2025
395,000
Amortisation and impairment
At 1 July 2024
241,500
Amortisation charged for the year
41,400
At 30 June 2025
282,900
Carrying amount
At 30 June 2025
112,100
At 30 June 2024
153,500
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 27 -
13
Tangible fixed assets
Group
Leasehold improvements
Fixtures and fittings
Computers
Total
£
£
£
£
Cost
At 1 July 2024
132,835
19,795
186,255
338,885
Additions
1,155
3,237
22,356
26,748
Disposals
-
0
-
0
(112,233)
(112,233)
At 30 June 2025
133,990
23,032
96,378
253,400
Depreciation and impairment
At 1 July 2024
122,207
14,846
160,840
297,893
Depreciation charged in the year
5,004
3,354
18,851
27,209
Eliminated in respect of disposals
-
0
-
0
(112,233)
(112,233)
At 30 June 2025
127,211
18,200
67,458
212,869
Carrying amount
At 30 June 2025
6,779
4,832
28,920
40,531
At 30 June 2024
10,628
4,949
25,415
40,992
The company had no tangible fixed assets at 30 June 2025 or 30 June 2024.
14
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
15
-
0
-
0
4,997,093
6,390,724
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
14
Fixed asset investments
(Continued)
- 28 -
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 July 2024 and 30 June 2025
6,390,724
Impairment
At 1 July 2024
-
Impairment losses
1,393,631
At 30 June 2025
1,393,631
Carrying amount
At 30 June 2025
4,997,093
At 30 June 2024
6,390,724

The impairment is in respect of the investment in the subsidiary company, Century One Publishing Limited which was dissolved on 16 September 2025. The impairment reduces the investment in Century One Publishing to the carrying value of the recoverable amount of its own balance sheet as at 30 June 2025.

15
Subsidiaries

Details of the company's subsidiaries at 30 June 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
CPL One Limited
England
Ordinary
100.00
Century One Publishing Limited
England
Ordinary
100.00
Cabbells Limited
England
Ordinary
100.00
16
Stocks
Group
Company
2025
2024
2025
2024
£
£
£
£
Raw materials and consumables
8,350
11,483
-
-
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 29 -
17
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
843,916
688,135
-
0
-
0
Corporation tax recoverable
-
0
42
-
0
-
0
Other debtors
131,897
386,518
-
0
-
0
Prepayments and accrued income
152,401
127,945
-
0
-
0
1,128,214
1,202,640
-
-
18
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans
20
-
0
90,000
-
0
50,000
Trade creditors
666,812
786,170
-
0
-
0
Amounts owed to group undertakings
-
0
-
0
933,835
933,835
Corporation tax payable
111,144
176,111
-
0
-
0
Other taxation and social security
275,164
273,464
-
-
Dividends payable
168,998
145,121
168,998
145,121
Other creditors
550,784
546,112
218,747
226,917
Accruals and deferred income
444,415
500,967
7,503
11,713
2,217,317
2,517,945
1,329,083
1,367,586
19
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Debenture loans
20
1,008,000
1,008,000
1,008,000
1,008,000
Bank loans and overdrafts
20
-
0
43,333
-
0
-
0
Other creditors
-
0
218,737
-
0
218,737
1,008,000
1,270,070
1,008,000
1,226,737
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 30 -
20
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Debenture loans
1,008,000
1,008,000
1,008,000
1,008,000
Bank loans
-
0
133,333
-
0
50,000
1,008,000
1,141,333
1,008,000
1,058,000
Payable within one year
-
0
90,000
-
0
50,000
Payable after one year
1,008,000
1,051,333
1,008,000
1,008,000

The long-term loans are secured by cross guarantee and debenture between Century One Publishing Limited, CPL One Limited dated 17/10/2022.

Included within Bank loans are secured term loans with balances of £Nil (2024 - £50,000). Interest varies from 8% to 8.25% per annum.

Included within Bank loans are unsecured term loans with balances of £Nil (2024 - £83,333). Interest on the unsecured loans varies from 3.49% to 3.99% over the Bank of England base rate.

The total nominal amount of £1,008,000 debenture notes are held by Mike Sewell.

The interest rate of 1% is charged on the debenture notes and paid quarterly by the company.

The debenture notes are repayable on the sooner of the closure of the company or the 10th anniversary of the creation of the notes, which is 22nd December 2026.

21
Provisions for liabilities
Group
Company
2025
2024
2025
2024
£
£
£
£
Dilapidation Provision
52,000
26,000
-
-
Deferred Tax
(5,579)
(4,431)
-
-
46,421
21,569
-
-
CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
21
Provisions for liabilities
(Continued)
- 31 -
Movements on provisions:
Dilapidation Provision
Deferred Tax
Total
Group
£
£
£
At 1 July 2024
26,000
-
26,000
Additional provisions in the year
26,000
-
26,000
Other movements
-
(5,579)
(5,579)
At 30 June 2025
52,000
(5,579)
46,421
22
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
62,826
61,298

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

23
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary Shares of 10p each
1,000
1,000
100
100
24
Reserves
Share premium

The share premium account records the amount above the nominal value received for shares, less transaction costs. This is non-distributable.

Profit and loss account

The profit and loss account includes all current and prior periods retained profits and losses, net of dividends paid.

CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 32 -
25
Operating lease commitments
Lessee

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

Group
Company
2025
2024
2025
2024
£
£
£
£
Within one year
147,841
146,865
-
-
Between two and five years
422,989
495,885
-
-
In over five years
36,863
110,588
-
-
607,693
753,338
-
-
Lessor

At the reporting end date the group had contracted with tenants for the following minimum lease payments:

Group
Company
2025
2024
2025
2024
£
£
£
£
Within one year
11,000
21,875
-
-
Between two and five years
-
27,500
-
-
11,000
49,375
-
-
26
Events after the reporting date

Post year end one of the subsidiaries within the group, Century One Publishing Limited was struck off on 16th September 2025.

CPL ONE GROUP LIMITED AND ITS SUBSIDIARY UNDERTAKINGS
NOTES TO THE GROUP FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 JUNE 2025
- 33 -
27
Cash generated from group operations
2025
2024
£
£
Profit after taxation
146,970
50,721
Adjustments for:
Taxation charged
206,407
182,773
Finance costs
21,368
37,986
Investment income
(8,259)
(757)
(Gain)/loss on disposal of tangible fixed assets
(893)
52
Amortisation and impairment of intangible assets
472,857
472,856
Depreciation and impairment of tangible fixed assets
27,209
39,120
Increase in provisions
24,852
6,569
Movements in working capital:
Decrease/(increase) in stocks
3,133
(11,483)
Decrease in debtors
74,384
238,520
Decrease in creditors
(388,275)
(628,884)
Cash generated from operations
579,753
387,473
28
Analysis of changes in net debt - group
1 July 2024
Cash flows
30 June 2025
£
£
£
Cash at bank and in hand
998,759
(8,997)
989,762
Borrowings excluding overdrafts
(1,141,333)
133,333
(1,008,000)
(142,574)
124,336
(18,238)
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