IRIS Accounts Production v25.4.12.37 05694539 Board of Directors 1.1.25 31.12.25 31.12.25 31.3.2026 false true false false false true false Auditors Opinion iso4217:GBP iso4217:USD iso4217:EUR xbrli:shares xbrli:pure utr:tonnes utr:kWh 05694539 2024-12-31 05694539 2025-12-31 05694539 2025-01-01 2025-12-31 05694539 2023-12-31 05694539 2024-01-01 2024-12-31 05694539 2024-12-31 05694539 ns15:EnglandWales 2025-01-01 2025-12-31 05694539 ns14:PoundSterling 2025-01-01 2025-12-31 05694539 ns10:Director1 2025-01-01 2025-12-31 05694539 ns10:PrivateLimitedCompanyLtd 2025-01-01 2025-12-31 05694539 ns10:SmallEntities 2025-01-01 2025-12-31 05694539 ns10:Audited 2025-01-01 2025-12-31 05694539 ns10:SmallCompaniesRegimeForDirectorsReport 2025-01-01 2025-12-31 05694539 ns10:SmallCompaniesRegimeForAccounts 2025-01-01 2025-12-31 05694539 ns10:AbridgedAccounts 2025-01-01 2025-12-31 05694539 1 2025-01-01 2025-12-31 05694539 ns10:Director2 2025-01-01 2025-12-31 05694539 ns10:Director3 2025-01-01 2025-12-31 05694539 ns10:CompanySecretary1 2025-01-01 2025-12-31 05694539 ns10:RegisteredOffice 2025-01-01 2025-12-31 05694539 ns5:ShareCapital 2025-12-31 05694539 ns5:ShareCapital 2024-12-31 05694539 ns5:SharePremium 2025-12-31 05694539 ns5:SharePremium 2024-12-31 05694539 ns5:RetainedEarningsAccumulatedLosses 2025-12-31 05694539 ns5:RetainedEarningsAccumulatedLosses 2024-12-31 05694539 ns5:CurrentFinancialInstruments 2025-12-31 05694539 ns5:CurrentFinancialInstruments 2024-12-31 05694539 ns5:Non-currentFinancialInstruments 2025-12-31 05694539 ns5:Non-currentFinancialInstruments 2024-12-31 05694539 ns5:IntangibleAssetsOtherThanGoodwill 2025-01-01 2025-12-31

REGISTERED NUMBER: 05694539 (England and Wales)

AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

LINGUAPHONE GROUP LIMITED

LINGUAPHONE GROUP LIMITED (REGISTERED NUMBER: 05694539)

CONTENTS OF THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

Page |

Company information | 1 |

Abridged balance sheet | 2 |

Notes to the financial statements | 3 |

LINGUAPHONE GROUP LIMITED

COMPANY INFORMATION

FOR THE YEAR ENDED 31 DECEMBER 2025

| DIRECTORS: | A A S Aldryaan

| P N B Munro

| D S Price

| SECRETARY: | P N B Munro

| REGISTERED OFFICE: | Sutton Point 6 Sutton Plaza

| Sutton Court Road

| Sutton

| SM1 4FS

| REGISTERED NUMBER: | 05694539 (England and Wales)

| SENIOR STATUTORY AUDITOR: | J Stuart Thomson CA, FCT, MCSI, ATT

| AUDITORS: | Johnsons Chartered Accountants

| Statutory Auditor

| 1-2 Craven Road

| Ealing

| London

| W5 2UA

LINGUAPHONE GROUP LIMITED (REGISTERED NUMBER: 05694539)

ABRIDGED BALANCE SHEET

31 DECEMBER 2025

| 2025 |  | 2024

| Notes | £ | £ |

ASSETS

FIXED ASSETS

Intangible assets | 5 | 812,870 |  | 907,354 |  |

Tangible assets | 6 | 2,641 |  | 4,737 |  |

815,511 |  | 912,091 |  |

CURRENT ASSETS

Stocks | 71,804 |  | 47,661 |  |

Debtors | 845,140 |  | 660,916 |  |

Cash at bank and in hand | 153,402 |  | 128,753 |  |

1,070,346 |  | 837,330 |  |

1,885,857 |  | 1,749,421 |  |

CAPITAL, RESERVES AND LIABILITIES

CAPITAL AND RESERVES

Called up share capital | 615,684 |  | 615,684 |  |

Share premium | 990,956 |  | 990,956 |  |

Retained earnings | (3,668,836 | ) | (3,891,928 | ) |

(2,062,196 | ) | (2,285,288 | ) |

CREDITORS

Amounts falling due within one year | 966,320 |  | 990,768 |  |

Amounts falling due after more than one year | 2,981,733 |  | 3,043,941 |  |

1,885,857 |  | 1,749,421 |  |

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

All the members have consented to the preparation of an abridged Balance sheet for the year ended 31 December 2025 in accordance with Section 444(2A) of the Companies Act 2006.

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

The financial statements were approved by the Board of Directors and authorised for issue on 31 March 2026 and were signed on its behalf by:

D S Price - Director

LINGUAPHONE GROUP LIMITED (REGISTERED NUMBER: 05694539)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31 DECEMBER 2025

1. | STATUTORY INFORMATION

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

| The presentation currency of the financial statements is the Pound Sterling (£).

2. | ACCOUNTING POLICIES

| Basis of preparing the financial statements

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

LINGUAPHONE GROUP LIMITED (REGISTERED NUMBER: 05694539)

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

2. | ACCOUNTING POLICIES - continued

| Turnover

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

| Revenue from product sales is recognised when goods are dispatched and the Company's contractual obligations have been met.

| Master license fee revenues are recognised once the fee represents an unconditional legal debt due to the Company, and after the Company has met its initial obligations under the terms of the master license agreement enabling the master licensee to start trading.

| Revenue from royalties is recognised on an accruals basis.

| Where online subscription revenue received from customers is in respect of a future period, the income is deferred and then recognised as revenue during that subscription period.

| Online teaching revenues are measured in terms of the number of classes that have taken place in that particular month, invoiced in arrears. Income in respect of classes taught that have not yet been invoiced is accrued.

| Intangible assets

| Registered trademarks

| Expenditure incurred to register trademarks is capitalised and held as an intangible asset where future income is expected to be received from the country of registration. All costs associated with maintaining and defending registered trademarks are written off as they are incurred.

| Capitalised trademark expenditure is amortised over a period of 3 to 20 years in line with the life of the

| corresponding trademark registration. No amortisation is charged to the profit and loss account where the trademark registration process is not yet complete at the year-end. If the application to register a trademark is rejected at any stage in the registration process then any capitalised costs are immediately written-off.

| Investment in product for future sales and amortisation

| All expenditure in respect of the maintenance of existing courses and the research of future course concepts is written off in the period in which it is incurred. Product investment expenditure incurred on the publication of new language courses and the creation of product manufacturing masters is capitalised where future profitable sales revenue can be foreseen with reasonable assurance. This investment in product mainly comprises the cost of work performed by third party contractors, but also includes the identifiable salary costs of those staff employed on product development projects.

| Investment in product is amortised over a period of 3 to 15 years in line with the expected profit contribution from each of the related language courses. In addition, each year a review of the anticipated profit contribution from each product is performed by the directors; if required the capitalised cost of the product is written down to the estimated future profitability of that product over its remaining life.

LINGUAPHONE GROUP LIMITED (REGISTERED NUMBER: 05694539)

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

2. | ACCOUNTING POLICIES - continued

| 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. Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.

| The estimated useful lives range as follows:

| Fixtures and fittings - 2 to 5 years

| Computer equipment - 2 to 5 years

| 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.

| Stocks

| Stocks are stated at the lower of cost and net realisable value, being the estimated selling price less costs to complete and sell. Cost is based on the cost of purchase on a first in, first out basis.

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

| Taxation

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

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

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

| Deferred tax

| Deferred tax balances are recognised in respect of all timing differences that have originated but not reversed by the reporting date, except that:

| - The recognition of deferred tax assets is limited to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits; and

| - Any deferred tax balances are reversed if and when all conditions for retaining associated tax allowances have been met.

| Deferred tax balances are not recognised in respect of permanent differences except in respect of business

| combinations, when deferred tax is recognised on the differences between the fair values of assets acquired and the future tax deductions available for them and the differences between the fair values of liabilities acquired and the amount that will be assessed for tax. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.

LINGUAPHONE GROUP LIMITED (REGISTERED NUMBER: 05694539)

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

2. | ACCOUNTING POLICIES - continued

| 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.

| Foreign currencies

| 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 nonmonetary items measured at fair value are measured using the exchange rate when fair value was determined.

| Pension costs and other post-retirement benefits

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

| Going concern

| The Company made a profit before tax of £223,092 (2024: £147,131). The company's net current asset position as of 31 December 2025 is £104,026 (2024 net current liability position £153,438).

| The Directors have prepared forecasts for a period of 2 years from the balance sheet date of these financial statements which indicate that the Company with appropriate additional shareholder support has sufficient funding to meet its highest forecast cash requirement over the next 2 years.

| The Company’s only shareholder and parent company, Al-Khaleej Training and Education, has confirmed that it will continue to provide financial support to the Company to enable it to meet its liabilities as they fall due for a period of twelve months from the date of singing of the financial statements. The shareholder also confirmed that it will not recall any amounts owed to it until the Company has sufficient liquid resources to ensure that any repayment will not impair the Company’s ability to meet the payment of its third-party liabilities as they fall due.

| The directors are confident that the Company will have sufficient funds to continue to meet its liabilities as they fall due for at least 12 months from the date of approval of financial statements, and therefore have prepared the financial statements on a going concern basis.

3. | EMPLOYEES AND DIRECTORS

| The average number of employees during the year was 9 (2024 - 9 ) .

4. | AUDITORS' REMUNERATION

|  | 2025 |  | 2024 |  |

| £ |  | £ |  |

| Auditors remuneration |  | 27,500 |  | 26,000 |  |

| Non-audit fees |  | 10,900 |  | 10,000 |  |

|  | 38,400 |  | 36,000 |  |

LINGUAPHONE GROUP LIMITED (REGISTERED NUMBER: 05694539)

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

5. | INTANGIBLE FIXED ASSETS

| Totals

£ |

| Cost

| At 1 January 2025 | 2,967,380 |  |

| Additions | 17,822 |  |

| At 31 December 2025 | 2,985,202 |  |

| Amortisation

| At 1 January 2025 | 2,060,026 |  |

| Amortisation for year | 112,306 |  |

| At 31 December 2025 | 2,172,332 |  |

| Net book value

| At 31 December 2025 | 812,870 |  |

| At 31 December 2024 | 907,354 |  |

6. | TANGIBLE FIXED ASSETS

| Totals

£ |

| Cost

| At 1 January 2025 | 380,970 |  |

| Additions | 1,243 |  |

| At 31 December 2025 | 382,213 |  |

| Depreciation

| At 1 January 2025 | 376,233 |  |

| Charge for year | 3,339 |  |

| At 31 December 2025 | 379,572 |  |

| Net book value

| At 31 December 2025 | 2,641 |  |

| At 31 December 2024 | 4,737 |  |

7. | DISCLOSURE UNDER SECTION 444(5B) OF THE COMPANIES ACT 2006

| The Report of the auditors was unqualified.

| J Stuart Thomson CA, FCT, MCSI, ATT (Senior Statutory Auditor)

| for and on behalf of Johnsons Chartered Accountants

8. | CAPITAL COMMITMENTS

| Total financial commitments, guarantees and contingencies which are not included in the statement of financial position amount to £1,806,747 (2024 restated : £1,919,,590). These represent fixed contractual outflows of company arising from the licencing agreements and continue over the remaining term of the arrangements.

LINGUAPHONE GROUP LIMITED (REGISTERED NUMBER: 05694539)

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 31 DECEMBER 2025

9. | PARENT COMPANY CONTROLLING PARTY

| The parent company of the smallest group in which the company is a member, and for which group accounts are made up, is Al Khaleej Training and Education Co. The consolidated financial statements are publicly available and can be obtained from P.O.Box 295300, Riyadh 11351, Kingdom of Saudi Arabia.