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Registered number: 06907257 CLOUD 21 LIMITED ANNUAL REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
CLOUD 21 LIMITED COMPANY INFORMATION
Directors | B D Cahill
| K J Dean
| N Gasco
| R A Wixson
Registered number | 06907257
Registered office | Suite 1
| 40 Churchill Square
| Kings Hill
| West Malling
| Kent
| ME19 4YU
Independent auditors | James Cowper Kreston Audit
| Chartered Accountants and Statutory Auditor
| Apex
| Forbury Road
| Reading
| Berkshire
| RG1 1AX
CLOUD 21 LIMITED CONTENTS
| Page
Group strategic report | 1 - 3
Directors' report | 4 - 5
Independent auditors' report | 6 - 9
Consolidated statement of comprehensive income | 10
Consolidated balance sheet | 11
Company balance sheet | 12
Consolidated statement of changes in equity | 13
Company statement of changes in equity | 14
Consolidated statement of cash flows | 15 - 16
Consolidated analysis of net debt | 17
Notes to the financial statements | 18 - 36
CLOUD 21 LIMITED GROUP STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2025
Introduction
The Directors present their strategic report and financial statements for the year ending 31 December 2025. Principal activities and business review Cloud21 Limited (‘the Company’) is a UK-incorporated company providing specialist digital and IT services to healthcare and social care organisations. The Company supports clients across the full lifecycle of digital transformation, including consulting, managed services, software, and complex technology delivery, with a particular focus on improving digital maturity within the NHS.” The Company’s registered office is Suite 01, 40 Churchill Square, Kings Hill, West Malling ME19 4YU. As of 31 December 2025, the company’s immediate parent undertaking was Tegria Services Group Inc, a company incorporated in the United States. The ultimate parent undertaking and controlling party at the reporting date was Providence St Joesph Health, a not-for-profit health system based in the United States. Subsequent to the year end, on 2nd January 2026, the entire share capital of Tegria Services Group Inc, was acquired by Altaris, LLC. Consequently, from that date forward, Altaris, LLC is considered the company’s ultimate controlling party.
Business review
These results are for January 2025 to December 2025. These are set out in the consolidated Statement of Comprehensive Income on page 10. Turnover for the year was £28.2m. The Company reported a profit for the year ending December 2025 of £0.6m (2024: £1.1m). Page 1
CLOUD 21 LIMITED GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Principal risks and uncertainties
1. Organisational scale and maturity As the Company transitions from an SME to a medium-sized organisation, there is a risk that systems, processes, and culture do not mature at the required pace, potentially impacting operational efficiency and governance. This risk is mitigated through planned investment in business systems, leadership development, and an Executive Leadership Team–led cultural change programme. The Company continues to recognise the importance of the health, safety, and welfare of its staff. A restructure has been completed to ensure that there are clarity of roles and responsibilities and team management. In addition, investment has been made in a Wellbeing Team who work with the people team to ensure there is a focus on staff wellbeing. The Company’s Reward Strategy is continually reviewed by the Executive Leadership Team to ensure that the Company is attractive to recruit and retain high quality staff in a tight labour market. Most of the Company’s income is from a steady repeated customer base, there remains a potential risk in the lack of diversifying this customer base. This is being mitigated by investment on the Commercial Team, reviewing the Company’s ‘go to market’ strategy that meets the NHS requirements and funding streams to deliver it digital maturity strategy. 2. Financial Risk The key financial risk facing a growing company is cashflow. To manage this risk the Company monitors its debtors and sets annual budgets and forecasts, which are reviewed monthly and updated on a half yearly basis. Pension Liabilities Details of the pension liabilities and administration of the pension scheme are shown in note 22 of the accounts. Employees Employees are encouraged to maximise their contribution to the Company and the wider NHS. The company has achieved the Investors in People standard and has the ambition to achieve IIP silver in 2027. An internal transformation programme is underway that is supporting employees to participate and to help to shape the growing business. The views of employees are considered when making decisions that might affect their interests. All employees are eligible to participate in a defined contribution pension scheme. Page 2
CLOUD 21 LIMITED GROUP STRATEGIC REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
Equality and Diversity The Company continues to review its Talent acquisition policy such that the Company employs the best candidate in every position, regardless of gender, ethnic group, or background. This includes recruitment and on-going promotion with the Company. Political and Charitable contributions During the year ending December 2025, the company made charitable contributions amounting to £5k. No political contributions were made. Streamlined Energy and Carbon Reporting (SECR) The company now has a Corporate Social Responsibility (CSR) strategy and plan this includes its Environmental Management system and carbon reduction plan. Future developments The Company is actively looking at increasing its scope of services for the broader healthcare market. The Company continues to successfully expand the portfolio of services on offer. The Company is aiming to acquire new customers for its services in the UK and internationally. Directors’ statement of compliance with duty to promote the success of the Company The Board of Directors, in line with their duties under s172 of the Companies Act 2006, act in a way they, consider in good faith, would be most likely to promote the success of the Company for the benefit of its members. In doing so, the Directors consider a range of matters when making decisions for the long term. Key decisions and matters that are of strategic importance to the Company are appropriately informed by s172 factors. The Board and senior leadership team make decisions with a long-term view. There is an open dialogue with shareholders through group meetings, one to one meetings and quarterly Board meetings, covering a wide range of subject matter. The shareholder views and feedback are considered in decision making. We have built a strong service-oriented relationships with our customers, with the focus around their requirements and customer satisfaction. There is emphasis on continually improving our service offer to our customers and adding value. To achieve this the senior leadership team are taking the time to understand the real and perceive need of our primary customer, the NHS. The NHS is focussing on increasing the digital maturity of organisations, this is demonstrated by the investment in electronic patient record systems and initiatives such as front-line digital which the Company are involved. This report was approved by the board and signed on its behalf.
K J Dean Director
Date: 8 April 2026
Page 3
CLOUD 21 LIMITED DIRECTORS' REPORT FOR THE YEAR ENDED 31 DECEMBER 2025 The directors present their report and the financial statements for the year ended 31 December 2025.
Results and dividends
The profit for the year, after taxation, amounted to £620,405 (2024 - £1,077,063).
Directors
The directors who served during the year were:
B D Cahill
K J Dean
N Gasco
R A Wixson
Directors' responsibilities statement
The directors are responsible for preparing the Group strategic report, the Directors' report and the consolidated financial statements in accordance with applicable law and regulations. Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with applicable law and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice), including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland'. Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and the Group 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 for the Group's financial statements and then apply them consistently; ∙make judgments and accounting estimates that are reasonable and prudent; ∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business. The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Disclosure of information to auditors
Each of the persons who are directors at the time when this Directors' report is approved has confirmed that: ∙so far as the director is aware, there is no relevant audit information of which the Company and the Group's auditors are unaware, and ∙the director has taken all the steps that ought to have been taken as a director in order to be aware of any relevant audit information and to establish that the Company and the Group's auditors are aware of that information.
Auditors
The auditors, James Cowper Kreston Audit, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006. Page 4
CLOUD 21 LIMITED DIRECTORS' REPORT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025 This report was approved by the board and signed on its behalf.
K J Dean Director
Date: 8 April 2026
Page 5
CLOUD 21 LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CLOUD 21 LIMITED
Opinion
We have audited the financial statements of Cloud 21 Limited (the 'parent Company') and its subsidiaries (the 'Group') for the year ended 31 December 2025, which comprise the Group Statement of comprehensive income, the Group and Company Balance sheets, the Group Statement of cash flows, the Group and Company Statement of changes in equity and the related notes, 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's affairs as at 31 December 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 United Kingdom, including the Financial Reporting Council's Ethical Standard and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors' use of the going concern basis of accounting in the preparation of the financial statements is appropriate. Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group's or 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 directors with respect to going concern are described in the relevant sections of this report.
Other information
The other information comprises the information included in the Annual Report other than the financial statements and our Auditors' report thereon. The directors are responsible for the other information contained within the Annual 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. Page 6
CLOUD 21 LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CLOUD 21 LIMITED (CONTINUED)
Opinion on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of the audit: ∙the information given in the Group strategic report and the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and ∙the Group 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 its environment obtained in the course of the audit, we have not identified material misstatements in the Group strategic report or the Directors' report. We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if, in our opinion: ∙adequate accounting records have not been kept 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' responsibilities statement set out on page 4, 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 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 directors either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so. Page 7
CLOUD 21 LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CLOUD 21 LIMITED (CONTINUED)
Auditors' responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditors' report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Group financial statements. Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation. The specific procedures for this engagement that we designed and performed to detect material misstatements in respect of irregularities, including fraud, were as follows: ∙Enquiry of management and those charged with governance around actual and potential litigation and claims; ∙Enquiry of management and those charged with governance to identify any material instances of non-compliance with laws and regulations; ∙Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations; ∙Performing audit work to address the risk of irregularities due to management override of controls, including testing of journal entries and other adjustments for appropriateness, evaluating the business rationale of significant transactions outside the normal course of business and reviewing accounting estimates for evidence of bias. A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditors' report. Page 8
CLOUD 21 LIMITED INDEPENDENT AUDITORS' REPORT TO THE MEMBERS OF CLOUD 21 LIMITED (CONTINUED)
Use of our report
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 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 an Auditors' report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed. Darren O'Connor BSc(Hons) ACA FCCA (Senior Statutory Auditor) for and on behalf of James Cowper Kreston Audit Chartered Accountants and Statutory Auditor Apex Forbury Road Reading Berkshire RG1 1AX 14 April 2026 Page 9
CLOUD 21 LIMITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2025
| 2025 | 2024
Note | £ | £
Turnover | 4 | 28,155,767 | 33,045,988
Cost of sales |  | (16,336,625) | (21,597,028)
Gross profit |  | 11,819,142 | 11,448,960
Administrative expenses |  | (11,001,198) | (9,830,820)
Operating profit | 5 | 817,944 | 1,618,140
Interest receivable and similar income |  | 30,019 | 22,960
Interest payable and similar expenses |  | (1,185) | (27,346)
Profit before tax |  | 846,778 | 1,613,754
Tax on profit | 9 | (226,373) | (536,691)
Profit for the financial year |  | 620,405 | 1,077,063
Profit for the year attributable to: |  |  |
Owners of the Parent Company |  | 620,405 | 1,077,063
|  | 620,405 | 1,077,063
There was no other comprehensive income for 2025 (2024:£NIL).
The notes on pages 18 to 36 form part of these financial statements.
Page 10
CLOUD 21 LIMITED REGISTERED NUMBER: 06907257 CONSOLIDATED BALANCE SHEET AS AT 31 DECEMBER 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Intangible assets | 11 |  | 3,542,085 |  | 3,645,306
Tangible assets | 12 |  | 155,083 |  | 166,683
|  |  | 3,697,168 |  | 3,811,989
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 14 | 3,313,054 |  | 4,800,467 |
Cash at bank and in hand | 15 | 2,643,316 |  | 5,192,110 |
|  | 5,956,370 |  | 9,992,577 |
Creditors: amounts falling due within one year | 16 | (4,998,085) |  | (9,269,518) |
Net current assets |  |  | 958,285 |  | 723,059
Total assets less current liabilities |  |  | 4,655,453 |  | 4,535,048
Creditors: amounts falling due after more than one year | 17 |  | - |  | (500,000)
Provisions for liabilities |  |  |  |  |
Net assets |  |  | 4,655,453 |  | 4,035,048
Capital and reserves |  |  |  |  |
Called up share capital | 20 |  | 350,950 |  | 350,950
Capital redemption reserve | 21 |  | (12,500) |  | (12,500)
Profit and loss account | 21 |  | 4,317,003 |  | 3,696,598
|  |  | 4,655,453 |  | 4,035,048
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
K J Dean
Director
Date: 8 April 2026
The notes on pages 18 to 36 form part of these financial statements. Page 11
CLOUD 21 LIMITED REGISTERED NUMBER: 06907257 COMPANY BALANCE SHEET AS AT 31 DECEMBER 2025
|  | 2025 |  | 2024
Note |  | £ |  | £
Fixed assets |  |  |  |  |
Intangible assets | 11 |  | 4,949,345 |  | 5,279,568
Tangible assets | 12 |  | 155,083 |  | 161,036
Investments | 13 |  | - |  | 275
|  |  | 5,104,428 |  | 5,440,879
Current assets |  |  |  |  |
Debtors: amounts falling due within one year | 14 | 3,313,054 |  | 4,797,962 |
Cash at bank and in hand | 15 | 2,643,316 |  | 5,178,197 |
|  | 5,956,370 |  | 9,976,159 |
Creditors: amounts falling due within one year | 16 | (4,998,085) |  | (9,172,596) |
Net current assets |  |  | 958,285 |  | 803,563
Total assets less current liabilities |  |  | 6,062,713 |  | 6,244,442
Creditors: amounts falling due after more than one year | 17 |  | - |  | (500,000)
Net assets |  |  | 6,062,713 |  | 5,744,442
Capital and reserves |  |  |  |  |
Called up share capital | 20 |  | 350,950 |  | 350,950
Capital redemption reserve | 21 |  | (12,500) |  | (12,500)
Profit and loss account | 21 |  | 5,724,263 |  | 5,405,992
|  |  | 6,062,713 |  | 5,744,442
The financial statements were approved and authorised for issue by the board and were signed on its behalf by:
K J Dean
Director
Date: 8 April 2026
The notes on pages 18 to 36 form part of these financial statements. Page 12
CLOUD 21 LIMITED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
| Called up share capital | Capital redemption reserve | Profit and loss account | Total equity
| £ | £ | £ | £
At 1 January 2025 | 350,950 | (12,500) | 3,696,598 | 4,035,048
Comprehensive income for the year |  |  |  |
Profit for the year | - | - | 620,405 | 620,405
At 31 December 2025 | 350,950 | (12,500) | 4,317,003 | 4,655,453
| The notes on pages 18 to 36 form part of these financial statements.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2024
| Called up share capital | Capital redemption reserve | Profit and loss account | Total equity
| £ | £ | £ | £
At 1 January 2024 | 350,950 | (12,500) | 2,619,535 | 2,957,985
Comprehensive income for the year |  |  |  |
Profit for the year | - | - | 1,077,063 | 1,077,063
At 31 December 2024 | 350,950 | (12,500) | 3,696,598 | 4,035,048
| The notes on pages 18 to 36 form part of these financial statements.
Page 13
CLOUD 21 LIMITED COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2025
| Called up share capital | Capital redemption reserve | Profit and loss account | Total equity
| £ | £ | £ | £
At 1 January 2025 | 350,950 | (12,500) | 5,405,992 | 5,744,442
Comprehensive income for the year |  |  |  |
Profit for the year | - | - | 318,271 | 318,271
At 31 December 2025 | 350,950 | (12,500) | 5,724,263 | 6,062,713
| The notes on pages 18 to 36 form part of these financial statements.
COMPANY STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2024
| Called up share capital | Capital redemption reserve | Profit and loss account | Total equity
| £ | £ | £ | £
At 1 January 2024 | 350,950 | (12,500) | 2,226,938 | 2,565,388
Comprehensive income for the year |  |  |  |
Profit for the year | - | - | 3,179,054 | 3,179,054
At 31 December 2024 | 350,950 | (12,500) | 5,405,992 | 5,744,442
| The notes on pages 18 to 36 form part of these financial statements.
Page 14
CLOUD 21 LIMITED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31 DECEMBER 2025
|  |  | 2025 | 2024
|  |  | £ | £
Cash flows from operating activities |  |
Profit for the financial year | 620,405 | 1,077,063
Adjustments for: |  |
Amortisation of intangible assets | 441,947 | 457,365
Depreciation of tangible assets | 40,738 | 52,196
Loss on disposal of tangible assets | 6,699 | 36,073
Interest paid | 30,019 | 27,346
Interest received | (1,185) | (22,960)
Taxation charge | 226,373 | 536,691
Decrease in debtors | 1,536,690 | 3,841,610
(Decrease) in creditors | (4,728,097) | (3,237,645)
Increase in amounts owed to group undertakings | 154,499 | -
Corporation tax (paid) | (466,903) | (746,424)
Net cash generated from operating activities | (2,138,815) | 2,021,315
Cash flows from investing activities |  |
Purchase of intangible fixed assets | (338,726) | (8,799)
Purchase of tangible fixed assets | (38,602) | (73,733)
Sale of tangible fixed assets | (3,817) | 21,793
Purchase of fixed asset investments | - | 112,840
Interest received | 1,185 | 22,960
Net cash from investing activities | (379,960) | 75,061
Cash flows from financing activities |  |
Repayment of other loans | - | (127,260)
Interest paid | (30,019) | (27,346)
Net cash used in financing activities | (30,019) | (154,606)
Net (decrease)/increase in cash and cash equivalents | (2,548,794) | 1,941,770
Page 15
CLOUD 21 LIMITED CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2025
|  | 2025 | 2024
|  | £ | £
Cash and cash equivalents at beginning of year | 5,192,110 | 3,250,340
Cash and cash equivalents at the end of year | 2,643,316 | 5,192,110
Cash and cash equivalents at the end of year comprise: |  |
Cash at bank and in hand | 2,643,316 | 5,192,110
| 2,643,316 | 5,192,110
The notes on pages 18 to 36 form part of these financial statements.
Page 16
CLOUD 21 LIMITED CONSOLIDATED ANALYSIS OF NET DEBT FOR THE YEAR ENDED 31 DECEMBER 2025
| At 1 January 2025 | Cash flows | At 31 December 2025
| £ | £ | £
Cash at bank and in hand | 5,192,110 | (2,548,794) | 2,643,316
| 5,192,110 | (2,548,794) | 2,643,316
The notes on pages 18 to 36 form part of these financial statements.
Page 17
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
1. | General information
Cloud 21 Limited is a private company, limited by shares, registered in England and Wales. The company’s registered number and registered office address is Suite 1 40 Churchill Square, Kings Hill, West Malling, Kent, ME19 4YU. 2.Accounting policies
| 2.1 | Basis of preparation of financial statements
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the Companies Act 2006. The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements.
| 2.2 | Basis of consolidation
The consolidated financial statements present the results of the Company and its own subsidiaries ("the Group") as if they form a single entity. Intercompany transactions and balances between group companies are therefore eliminated in full. The consolidated financial statements incorporate the results of business combinations using the purchase method. In the Balance sheet, the acquiree's identifiable assets, liabilities and contingent liabilities are initially recognised at their fair values at the acquisition date. The results of acquired operations are included in the Consolidated statement of comprehensive income from the date on which control is obtained. They are deconsolidated from the date control ceases. Page 18
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.3 | Foreign currency translation
Functional and presentation currency The Company's functional and presentational currency is GBP. Transactions and balances Foreign currency transactions are translated into the functional currency using the spot exchange rates at the dates of the transactions. At each period end foreign currency monetary items are translated using the closing rate. Non-monetary items measured at historical cost are translated using the exchange rate at the date of the transaction and non-monetary items measured at fair value are measured using the exchange rate when fair value was determined. Foreign exchange gains and losses resulting from the settlement of transactions and from the translation at period-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss except when deferred in other comprehensive income as qualifying cash flow hedges. Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the Consolidated statement of comprehensive income within 'finance income or costs'. All other foreign exchange gains and losses are presented in profit or loss within 'other operating income'. On consolidation, the results of overseas operations are translated into Sterling at rates approximating to those ruling when the transactions took place. All assets and liabilities of overseas operations are translated at the rate ruling at the reporting date. Exchange differences arising on translating the opening net assets at opening rate and the results of overseas operations at actual rate are recognised in other comprehensive income.
| 2.4 | Revenue
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenue is measured as the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes. The following criteria must also be met before revenue is recognised: Rendering of services Revenue from a contract to provide services is recognised in the period in which the services are provided in accordance with the stage of completion of the contract when all of the following conditions are satisfied: ∙the amount of revenue can be measured reliably; ∙it is probable that the Group will receive the consideration due under the contract; ∙the stage of completion of the contract at the end of the reporting period can be measured reliably; and ∙the costs incurred and the costs to complete the contract can be measured reliably. Page 19
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.5 | Operating leases: the Group as lessee
Rentals paid under operating leases are charged to profit or loss on a straight-line basis over the lease term. Benefits received and receivable as an incentive to sign an operating lease are recognised on a straight-line basis over the lease term, unless another systematic basis is representative of the time pattern of the lessee's benefit from the use of the leased asset.
| 2.6 | Research and development
In the research phase of an internal project it is not possible to demonstrate that the project will generate future economic benefits and hence all expenditure on research shall be recognised as an expense when it is incurred. Intangible assets are recognised from the development phase of a project if and only if certain specific criteria are met in order to demonstrate the asset will generate probable future economic benefits and that its cost can be reliably measured. The capitalised development costs are subsequently amortised on a straight-line basis over their useful economic lives, which range from 3 to 6 years. If it is not possible to distinguish between the research phase and the development phase of an internal project, the expenditure is treated as if it were all incurred in the research phase only.
| 2.7 | Interest income
Interest income is recognised in profit or loss using the effective interest method.
| 2.8 | Finance costs
Finance costs are charged to profit or loss over the term of the debt using the effective interest method so that the amount charged is at a constant rate on the carrying amount. Issue costs are initially recognised as a reduction in the proceeds of the associated capital instrument.
| 2.9 | Pensions
Defined contribution pension plan The Group operates a defined contribution plan for its employees. A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity. Once the contributions have been paid the Group has no further payment obligations. The contributions are recognised as an expense in profit or loss when they fall due. Amounts not paid are shown in accruals as a liability in the Balance sheet. The assets of the plan are held separately from the Group in independently administered funds. Page 20
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.10 | Current and deferred taxation
The tax expense for the year comprises current and deferred tax. Tax is recognised in profit or loss except that a charge attributable to an item of income and expense recognised as other comprehensive income or to an item recognised directly in equity is also recognised in other comprehensive income or directly in equity respectively. The current income tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the balance sheet date in the countries where the Company and the Group operate and generate income. Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the balance sheet date, except that: ∙The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; ∙Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met; and ∙Where they relate to timing differences in respect of interests in subsidiaries, associates, branches and joint ventures and the Group can control the reversal of the timing differences and such reversal is not considered probable in the foreseeable future. Deferred tax balances are not recognised in respect of permanent differences except in respect of business combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
| 2.11 | Intangible assets
Goodwill Goodwill represents the difference between amounts paid on the cost of a business combination and the acquirer’s interest in the fair value of the Group's share of its identifiable assets and liabilities of the acquiree at the date of acquisition. Subsequent to initial recognition, goodwill is measured at cost less accumulated amortisation and accumulated impairment losses. Goodwill is amortised on a straight-line basis to the Consolidated statement of comprehensive income over its useful economic life. Other intangible assets Intangible assets are initially recognised at cost. After recognition, under the cost model, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses. All intangible assets are considered to have a finite useful life. If a reliable estimate of the useful life cannot be made, the useful life shall not exceed ten years.
| 2.12 | Tangible fixed assets
Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Page 21
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.12 | Tangible fixed assets (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, on a reducing balance basis. Depreciation is provided on the following basis:
|  |  |  | Fixtures and fittings | - | 25% | reducing balance
|  |  |  | Office equipment | - | 25% | reducing balance
|  |  |  | Computer equipment | - | 25% | reducing balance
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
| 2.13 | Valuation of investments
Investments in subsidiaries are measured at cost less accumulated impairment.
| 2.14 | Debtors
Short-term debtors are measured at transaction price, less any impairment. Loans receivable are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method, less any impairment.
| 2.15 | Cash and cash equivalents
Cash is represented by cash in hand and deposits with financial institutions repayable without penalty on notice of not more than 24 hours. Cash equivalents are highly liquid investments that mature in no more than three months from the date of acquisition and that are readily convertible to known amounts of cash with insignificant risk of change in value. In the Consolidated statement of cash flows, cash and cash equivalents are shown net of bank overdrafts that are repayable on demand and form an integral part of the Group's cash management.
| 2.16 | Creditors
Short-term creditors are measured at the transaction price. Other financial liabilities, including bank loans, are measured initially at fair value, net of transaction costs, and are measured subsequently at amortised cost using the effective interest method.
| 2.17 | Provisions for liabilities
Provisions are recognised when an event has taken place that gives rise to a legal or constructive obligation, a transfer of economic benefits is probable and a reliable estimate can be made. Provisions are measured as the best estimate of the amount required to settle the obligation, taking into account the related risks and uncertainties. Increases in provisions are generally charged as an expense to profit or loss.
| 2.18 | Financial instruments
The Group has elected to apply the provisions of Section 11 “Basic Financial Instruments” of FRS Page 22
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 2.Accounting policies (continued)
| 2.18 | Financial instruments (continued)
102 to all of its financial instruments. Basic financial assets Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Discounting is omitted where the effect of discounting is immaterial. The Group's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments. Basic financial liabilities Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Group after the deduction of all its liabilities. Basic financial liabilities, which include trade and other creditors, bank loans, other loans and loans due to fellow group companies are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial. Debt instruments are subsequently carried at their amortised cost using the effective interest rate method. Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. Page 23
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
3. | Judgements in applying accounting policies and key sources of estimation uncertainty
In applying the Company’s accounting policies, the directors are required to make judgements, estimates and assumptions in determining the carrying amounts of assets and liabilities. The directors’ judgements, estimates and assumptions are based on the best and most reliable evidence available at the time when the decisions are made, and are based on historic experience and other factors that are considered to be applicable. Due to the inherent subjectivity in making such judgements, estimates and assumptions, the actual results and outcomes may differ. The estimates and underlying assumptions are reviewed on an ongoing basis. The key assumptions concerning the future, and other key sources of estimation uncertainty, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are as follows: Determining residual values and useful economic lives of tangible fixed assets The company depreciates tangible fixed assets over their useful economic lives. The estimation of the useful lives of assets is based on historic performance as well as expectations about future use and therefore requires estimates and assumptions to be applied by management. The actual lives of the assets can vary depending on a variety of factors, including technological innovation, product life cycles and maintenance programmes. Judgement is applied by management determining the residual values for property, plant and equipment. When determining the residual value management aim to assess the amount that the company would currently obtain for the disposal of the asset, if it were already in the condition expected at the end of its useful economic life. Where possible this is done with reference to external market prices. Determining residual values and useful economic lives of intangible fixed assets The goodwill capitalised as an intangible asset where it is determined by management’s judgement that the ability to develop the asset is technically feasible, will be completed, and that the asset will generate economic benefit that outweighs is cost. Page 24
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
4. | Turnover
| An analysis of turnover by class of business is as follows:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Consulting | 20,545,636 | 22,788,326
| Data services | 3,353,465 | 5,854,922
| Technology | 4,256,666 | 4,402,740
|  | 28,155,767 | 33,045,988
Analysis of turnover by country of destination:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| United Kingdom | 25,088,665 | 26,253,579
| Rest of Europe | 3,067,102 | 6,792,409
|  | 28,155,767 | 33,045,988
5. | Operating profit
| The operating profit is stated after charging:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Depreciation of tangible fixed assets | 40,738 | 52,196
| Amortisation of intangible fixed assets | 441,947 | 457,365
| Exchange differences | (24,780) | 249,232
| Other operating lease rentals | 68,471 | 75,288
6. | Auditors' remuneration
| During the year, the Group obtained the following services from the Company's auditors:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Fees payable to the Company's auditors for the audit of the consolidated and parent Company's financial statements | 32,000 | 23,100
| Fees payable to the Company's auditors for non-audit services | 8,900 | 8,700
Page 25
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
7. | Employees
| Staff costs, including directors' remuneration, were as follows:
|  | Group | Restated Group | Company | Restated Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Wages and salaries | 13,106,736 | 11,739,632 | 13,106,736 | 11,344,325
| Social security costs | 1,607,280 | 1,357,618 | 1,607,280 | 1,307,993
| Cost of defined contribution scheme | 521,638 | 476,510 | 521,638 | 457,610
|  | 15,235,654 | 13,573,760 | 15,235,654 | 13,109,928
| The average monthly number of employees, including the directors, during the year was as follows:
|  |  | Group | Group | Company | Company
|  |  | 2025 | 2024 | 2025 | 2024
|  |  | No. | No. | No. | No.
|  | Employees | 185 | 174 | 185 | 174
| The comparative figures have been restated to ensure that the disclosures present a true and fair view of employee costs.
8. | Directors' remuneration
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Directors' emoluments | 533,867 | 172,878
| Company contributions to defined contribution pension schemes | 25,750 | 7,469
|  | 559,617 | 180,347
| During the year retirement benefits were accruing to 2 directors (2024 - 3) in respect of defined contribution pension schemes.
| The highest paid director received remuneration of £257,000 (2024 - £81,853).
| The value of the Group's contributions paid to a defined benefit pension scheme in respect of the highest paid director amounted to £15,450 (2024 - £3,408).
| Key management personnel are those persons having authority and responsibility for planning, directing, and controling the activities of the group. The total amount of employee benefits received by key management personnel were £2,941,175 (2024: £1,658,446).
Page 26
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
9. | Taxation
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Corporation tax |  |
| Current tax on profits for the year | 356,429 | 563,110
| Adjustments in respect of previous periods | (80,779) | 2,680
|  | 275,650 | 565,790
| Total current tax | 275,650 | 565,790
| Deferred tax |  |
| Origination and reversal of timing differences | (49,277) | (29,099)
| Total deferred tax | (49,277) | (29,099)
| Tax on profit | 226,373 | 536,691
| Factors affecting tax charge for the year
| The tax assessed for the year is higher than (2024 - higher than) the standard rate of corporation tax in the UK of 25% (2024 - 25%). The differences are explained below:
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
| Profit on ordinary activities before tax | 846,778 | 1,613,754
| Profit on ordinary activities multiplied by standard rate of corporation tax in the UK of 25% (2024 - 25%) | 211,695 | 403,439
| Effects of: |  |
| Expenses not deductible for tax purposes, other than goodwill amortisation and impairment | 77,028 | 6,680
| Capital allowances for year in excess of depreciation | 21,812 | 151,556
| Other timing differences leading to an increase (decrease) in taxation | (84,162) | (24,984)
| Total tax charge for the year | 226,373 | 536,691
| Factors that may affect future tax charges
There were no factors that may affect future tax charges. Page 27
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
10. | Parent company profit for the year
The Company has taken advantage of the exemption allowed under section 408 of the Companies Act 2006 and has not presented its own Statement of comprehensive income in these financial statements. The profit after tax of the parent Company for the year was £318,271 (2024 - £3,179,054).
11. | Intangible assets
| Group
|  | Development expenditure | Computer software | Goodwill | Total
|  | £ | £ | £ | £
| Cost |  |  |  |
| At 1 January 2025 | 803,173 | 105,677 | 4,280,724 | 5,189,574
| Additions | - | 338,726 | - | 338,726
| At 31 December 2025 | 803,173 | 444,403 | 4,280,724 | 5,528,300
| Amortisation |  |  |  |
| At 1 January 2025 | 803,173 | 32,059 | 709,036 | 1,544,268
| Charge for the year | - | 15,837 | 426,110 | 441,947
| At 31 December 2025 | 803,173 | 47,896 | 1,135,146 | 1,986,215
| Net book value |  |  |  |
| At 31 December 2025 | - | 396,507 | 3,145,578 | 3,542,085
| At 31 December 2024 | - | 73,618 | 3,571,688 | 3,645,306
Page 28
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 11.Intangible assets (continued)
| Company
|  | Development expenditure | Computer software | Goodwill | Total
|  | £ | £ | £ | £
| Cost |  |  |  |
| At 1 January 2025 | 803,173 | 105,677 | 6,531,073 | 7,439,923
| Additions | - | 338,726 | - | 338,726
| At 31 December 2025 | 803,173 | 444,403 | 6,531,073 | 7,778,649
| Amortisation |  |  |  |
| At 1 January 2025 | 803,173 | 32,059 | 1,325,123 | 2,160,355
| Charge for the year | - | 15,837 | 653,112 | 668,949
| At 31 December 2025 | 803,173 | 47,896 | 1,978,235 | 2,829,304
| Net book value |  |  |  |
| At 31 December 2025 | - | 396,507 | 4,552,838 | 4,949,345
| At 31 December 2024 | - | 73,618 | 5,205,950 | 5,279,568
Page 29
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
12. | Tangible fixed assets
| Group
|  | Fixtures and fittings | Office equipment | Computer equipment | Total
|  | £ | £ | £ | £
| Cost or valuation |  |  |  |
| At 1 January 2025 | 6,464 | 279,886 | 40,453 | 326,803
| Additions | - | 38,602 | - | 38,602
| Disposals | - | (836) | (40,367) | (41,203)
| At 31 December 2025 | 6,464 | 317,652 | 86 | 324,202
| Depreciation |  |  |  |
| At 1 January 2025 | 3,920 | 125,145 | 31,055 | 160,120
| Charge for the year | 572 | 40,166 | - | 40,738
| Disposals | - | (770) | (30,969) | (31,739)
| At 31 December 2025 | 4,492 | 164,541 | 86 | 169,119
| Net book value |  |  |  |
| At 31 December 2025 | 1,972 | 153,111 | - | 155,083
| At 31 December 2024 | 2,544 | 154,741 | 9,398 | 166,683
Page 30
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025 12.Tangible fixed assets (continued)
| Company
|  | Fixtures and fittings | Office equipment | Computer equipment | Total
|  | £ | £ | £ | £
| Cost or valuation |  |  |  |
| At 1 January 2025 | 6,464 | 279,050 | 3,903 | 289,417
| Additions | - | 38,602 | - | 38,602
| Disposals | - | - | (3,817) | (3,817)
| At 31 December 2025 | 6,464 | 317,652 | 86 | 324,202
| Depreciation |  |  |  |
| At 1 January 2025 | 3,920 | 124,375 | 86 | 128,381
| Charge for the year | 572 | 40,166 | - | 40,738
| At 31 December 2025 | 4,492 | 164,541 | 86 | 169,119
| Net book value |  |  |  |
| At 31 December 2025 | 1,972 | 153,111 | - | 155,083
| At 31 December 2024 | 2,544 | 154,675 | 3,817 | 161,036
Page 31
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
13. | Fixed asset investments
| Company
|  | Investments in subsidiary companies
|  | £
| At 1 January 2025 | 275
| Disposals | (275)
| At 31 December 2025 | -
| Net book value |
| At 31 December 2025 | -
| At 31 December 2024 | 275
Page 32
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
14. | Debtors
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Trade debtors | 1,771,325 | 1,391,924 | 1,771,325 | 1,391,924
| Other debtors | 148,981 | 13,141 | 148,981 | 10,636
| Prepayments and accrued income | 1,323,850 | 3,375,781 | 1,323,850 | 3,375,781
| Deferred taxation | 68,898 | 19,621 | 68,898 | 19,621
|  | 3,313,054 | 4,800,467 | 3,313,054 | 4,797,962
15. | Cash and cash equivalents
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Cash at bank and in hand | 2,643,316 | 5,192,110 | 2,643,316 | 5,178,197
16. | Creditors: Amounts falling due within one year
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Trade creditors | 92,395 | 374,427 | 92,395 | 374,427
| Amounts owed to group undertakings | 251,662 | - | 251,662 | -
| Corporation tax | - | 128,062 | - | 31,140
| Other taxation and social security | 476,424 | 488,636 | 476,424 | 488,636
| Deferred consideration | 500,000 | 500,000 | 500,000 | 500,000
| Other creditors | 117,899 | 109,638 | 117,899 | 109,638
| Accruals and deferred income | 3,559,705 | 7,668,755 | 3,559,705 | 7,668,755
|  | 4,998,085 | 9,269,518 | 4,998,085 | 9,172,596
Page 33
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
17. | Creditors: Amounts falling due after more than one year
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Deferred consideration | - | 500,000 | - | 500,000
|  | - | 500,000 | - | 500,000
18. | Financial instruments
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Financial assets |  |  |  |
| Financial assets that are debt instruments measured at amortised cost | 4,563,622 | 6,597,175 | 4,563,622 | 6,580,757
| Financial liabilities |  |  |  |
| Financial liabilities measured at amortised cost | 461,956 | 484,065 | 461,956 | 484,065
| Financial assets that are debt instruments measured at amortised cost comprise trade debtors, amounts owed by group undertakings, other debtors, cash at bank and in hand. Financial liabilities measured at amortised cost comprise trade creditors, bank loans, other loans, amounts owed to group undertakings and other creditors.
Page 34
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
19. | Deferred taxation
| Group
|  | 2025
|  | £
| At beginning of year | 19,621
| Charged to profit or loss | 49,277
| At end of year | 68,898
| Company
|  | 2025
|  | £
| At beginning of year | 19,621
| Charged to profit or loss | 49,277
| At end of year | 68,898
|  | Group | Group | Company | Company
|  | 2025 | 2024 | 2025 | 2024
|  | £ | £ | £ | £
| Accelerated capital allowances | 68,898 | 19,621 | 68,898 | 19,621
|  | 68,898 | 19,621 | 68,898 | 19,621
Page 35
CLOUD 21 LIMITED NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025
20. | Share capital
|  |  |  |  | 2025 | 2024
|  |  |  |  | £ | £
|  | Allotted, called up and fully paid |  |
|  | 105,285 (2024 - 105,285) Ordinary A shares of £1.00 each | 105,285 | 105,285
|  | 245,665 (2024 - 245,665) Ordinary B shares of £1.00 each | 245,665 | 245,665
|  |  | 350,950 | 350,950
21. | Reserves
Capital redemption reserve This reserve records the nominal value of shares repurchased by the Company. Profit and loss account The profit and loss account represents the cumulative profit available for distribution to shareholders.
22. | Pension commitments
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £521,638 (2024: £476,510). Contributions totalling £98,856 (2024: £93,855) were payable to the fund at the balance sheet date and are included in creditors.
23. | Related party transactions
| The company is exempt under section 33.1A of FRS 102 from disclosing related party transactions with entities that are part of the group headed by Cloud 21 Limited. At the year end, included within amounts owed to group undertaking is a balance of £251,662 (2024: £Nil) owed to Tegria Services Group Inc., the immediate parent entity.
24. | Controlling party
The ultimate beneficial owner of Cloud 21 Limited is Tegria Services Group Inc, by virtue of their majority shareholding. Post year end Tegria Services Group Inc, were bought by Altaris, LLC who are the new ultimate beneficial owners.
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