IRIS Accounts Production v26.1.0.640 02826785 Board of Directors 31.7.24 30.7.25 30.7.25 false true false false true false iso4217:GBP iso4217:USD iso4217:EUR xbrli:shares xbrli:pure utr:tonnes utr:kWh 02826785 2024-07-30 02826785 2025-07-30 02826785 2024-07-31 2025-07-30 02826785 2023-07-30 02826785 2023-07-31 2024-07-30 02826785 2024-07-30 02826785 ns15:EnglandWales 2024-07-31 2025-07-30 02826785 ns14:PoundSterling 2024-07-31 2025-07-30 02826785 ns10:Director1 2024-07-31 2025-07-30 02826785 ns10:PrivateLimitedCompanyLtd 2024-07-31 2025-07-30 02826785 ns10:SmallEntities 2024-07-31 2025-07-30 02826785 ns10:AuditExempt-NoAccountantsReport 2024-07-31 2025-07-30 02826785 ns10:SmallCompaniesRegimeForDirectorsReport 2024-07-31 2025-07-30 02826785 ns10:SmallCompaniesRegimeForAccounts 2024-07-31 2025-07-30 02826785 ns10:FullAccounts 2024-07-31 2025-07-30 02826785 ns5:CurrentFinancialInstruments 2025-07-30 02826785 ns5:CurrentFinancialInstruments 2024-07-30 02826785 ns5:ShareCapital 2025-07-30 02826785 ns5:ShareCapital 2024-07-30 02826785 ns5:PlantMachinery 2024-07-31 2025-07-30 02826785 ns5:PlantMachinery 2024-07-30 02826785 ns5:PlantMachinery 2025-07-30 02826785 ns5:PlantMachinery 2024-07-30 02826785 ns5:WithinOneYear ns5:CurrentFinancialInstruments 2025-07-30 02826785 ns5:WithinOneYear ns5:CurrentFinancialInstruments 2024-07-30 02826785 ns5:CurrentFinancialInstruments 2024-07-31 2025-07-30 02826785 1 2024-07-31 2025-07-30

REGISTERED NUMBER: 02826785 (England and Wales)

UNAUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JULY 2025

FOR

SAM LEARNING LTD.

SAM LEARNING LTD. (REGISTERED NUMBER: 02826785)

CONTENTS OF THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JULY 2025

| Page |

Statement of Financial Position | 1 |

Notes to the Financial Statements | 2 |  | to |  | 5

SAM LEARNING LTD. (REGISTERED NUMBER: 02826785)

STATEMENT OF FINANCIAL POSITION

30 JULY 2025

| 30.7.25 |  | 30.7.24

| Notes | £ | £ |

FIXED ASSETS

Tangible assets | 4 | 2,689 |  | 3,205 |  |

CURRENT ASSETS

Debtors | 5 | 190,189 |  | 154,424 |  |

Cash at bank | 56,426 |  | 30,992 |  |

246,615 |  | 185,416 |  |

CREDITORS

Amounts falling due within one year | 6 | (149,304 | ) | (88,621 | ) |

NET CURRENT ASSETS | 97,311 |  | 96,795 |  |

TOTAL ASSETS LESS CURRENT LIABILITIES | 100,000 |  | 100,000 |  |

CAPITAL AND RESERVES

Called up share capital | 100,000 |  | 100,000 |  |

100,000 |  | 100,000 |  |

The company is entitled to exemption from audit under Section 477 of the Companies Act 2006 for the year ended 30 July 2025.

The members have not required the company to obtain an audit of its financial statements for the year ended 30 July 2025 in accordance with Section 476 of the Companies Act 2006.

The directors acknowledge their responsibilities for:

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

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

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

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

The financial statements were approved by the Board of Directors and authorised for issue on 6 March 2026 and were signed on its behalf by:

D A Jaffa - Director

SAM LEARNING LTD. (REGISTERED NUMBER: 02826785)

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEAR ENDED 30 JULY 2025

1. | STATUTORY INFORMATION

| The company is a private company limited by shares, registered in England and Wales. The address of the registered office is 3rd Floor, 1 Ashley Road, Altrincham, WA14 2DT. The principal activity of the company during the year was that of development, sale and support of e-learning software services and training to schools and local education authorities.

2. | ACCOUNTING POLICIES

| BASIS OF PREPARING THE FINANCIAL STATEMENTS

| The financial statements have been prepared on the historical cost basis, as modified by the revaluation of certain financial assets and liabilities and investment properties measured at fair value through profit or loss.

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

| SIGNIFICANT JUDGEMENTS AND ESTIMATES

| The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported. These estimates and judgements are continually reviewed and are based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances

| Key sources of estimation uncertainty

| Accounting estimates and assumptions are made concerning the future and, by their nature, will rarely equal the related actual outcome. The key assumptions and other 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:

| As described in the accounting policies of the financial statements, depreciation of tangible fixed assets has been based on estimated useful lives and residual values deemed appropriate by the directors. Estimated useful lives and residual values are reviewed annually and revised as appropriate. Revisions take in to account actual asset lives and residual values as evidenced by disposals during current and prior accounting periods.

| REVENUE RECOGNITION

| Turnover represents the total value, excluding value added tax, of sales made during the year.

| Some contracts require up-front payment for subscriptions lasting more than 1 year (typically 3 years). The revenue from 3-year upfront deals are recognised in full in the month the subscription starts.

| TANGIBLE FIXED ASSETS

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

| Plant and machinery | - | 25% on cost

| Tangible assets are initially recorded at cost, and subsequently stated at cost less any accumulated depreciation and impairment losses. Any tangible assets carried at revalued amounts are recorded at the fair value at the date of revaluation less any subsequent accumulated depreciation and subsequent accumulated impairment losses.

SAM LEARNING LTD. (REGISTERED NUMBER: 02826785)

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 30 JULY 2025

2. | ACCOUNTING POLICIES - continued

| FINANCIAL INSTRUMENTS

| A financial asset or a financial liability is recognised only when the entity becomes a party to the contractual provisions of the instrument.

| Basic financial instruments are initially recognised at the transaction price, unless the arrangement constitutes a financing transaction, where it is recognised at the present value of the future payments discounted at a market rate of interest for a similar debt instrument.

| Debt instruments are subsequently measured at amortised cost.

| Financial assets that are measured at cost or amortised cost are reviewed for objective evidence of impairment at the end of each reporting date. If there is objective evidence of impairment, an impairment loss is recognised in profit or loss immediately.

| 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 entity after deducting all of its financial liabilities.

| Where the contractual obligations of financial instruments (including share capital) are equivalent to a similar debt instrument, those financial instruments are classed as financial liabilities. Financial liabilities are presented as such in the balance sheet. Finance costs and gains or losses relating to financial liabilities are included in the profit and loss account. Finance costs are calculated so as to produce a constant rate of return on the outstanding liability.

| Where the contractual terms of share capital do not have any terms meeting the definition of a financial liability then this is classed as an equity instrument. Dividends and distributions relating to equity instruments are debited direct to equity.

| CORPORATION TAX

| The taxation expense represents the aggregate amount of current and deferred tax recognised in the reporting period. Tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, tax is recognised in other comprehensive income or directly in equity, respectively.

| Current tax is recognised on taxable profit for the current and past periods. Current tax is measured at the amounts of tax expected to pay or recover using the tax rates and laws that have been enacted or substantively enacted at the reporting date.

| Deferred tax is recognised in respect of all timing differences at the reporting date. Unrelieved tax losses and other 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. Deferred tax is measured using the tax rates and laws that have been enacted or substantively enacted by the reporting date that are expected to apply to the reversal of the timing difference.

| DEFERRED TAX

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

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

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

SAM LEARNING LTD. (REGISTERED NUMBER: 02826785)

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 30 JULY 2025

2. | ACCOUNTING POLICIES - continued

| RESEARCH AND DEVELOPMENT

| Expenditure on research and development is written off in the year in which it is incurred.

| FOREIGN CURRENCIES

| Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the statement of financial position date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

| HIRE PURCHASE AND LEASING COMMITMENTS

| Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

| PENSION COSTS AND OTHER POST-RETIREMENT BENEFITS

| Contributions to defined contribution plans are recognised as an expense in the period in which the related service is provided. Prepaid contributions are recognised as an asset to the extent that the prepayment will lead to a reduction in future payments or a cash refund.

| When contributions are not expected to be settled wholly within 12 months of the end of the reporting date in which the employees render the related service, the liability is measured on a discounted present value basis. The unwinding of the discount is recognised as a finance cost in profit or loss in the period in which it arises.

| EMPLOYEE BENEFITS

| The company provides a range of benefits to employees.

| Short term benefits, including holiday pay, are recognised as an expense in the profit and loss account in the period in which they are incurred.

3. | EMPLOYEES AND DIRECTORS

| The average number of employees during the year was 4 (2024 - 4 ) .

4. | TANGIBLE FIXED ASSETS

| Plant and

| machinery

£ |

| COST

| At 31 July 2024 | 10,141 |  |

| Additions | 737 |  |

| At 30 July 2025 | 10,878 |  |

| DEPRECIATION

| At 31 July 2024 | 6,936 |  |

| Charge for year | 1,253 |  |

| At 30 July 2025 | 8,189 |  |

| NET BOOK VALUE

| At 30 July 2025 | 2,689 |  |

| At 30 July 2024 | 3,205 |  |

SAM LEARNING LTD. (REGISTERED NUMBER: 02826785)

NOTES TO THE FINANCIAL STATEMENTS - continued

FOR THE YEAR ENDED 30 JULY 2025

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

| 30.7.25 |  | 30.7.24

£ | £ |

| Trade debtors | 184,710 |  | 49,098 |  |

| Amounts owed by group undertakings | - |  | 97,711 |  |

| Prepayments and accrued income | 5,479 |  | 7,615 |  |

190,189 |  | 154,424 |  |

| Amounts due from group undertakings are unsecured, interest free and repayable on demand.

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

| 30.7.25 |  | 30.7.24

£ | £ |

| Trade creditors | 6,533 |  | 12,021 |  |

| Amounts owed to group undertakings | 67,306 |  | - |  |

| Taxation and social security | 1,812 |  | 1,657 |  |

| VAT | 30,610 |  | 19,264 |  |

| Other creditors | 448 |  | 425 |  |

| Accruals and deferred income | 42,595 |  | 55,254 |  |

149,304 |  | 88,621 |  |

| Amounts due to group undertakings are unsecured, interest free and repayable on demand.

7. | EVENTS AFTER THE REPORTING PERIOD

| There were no other significant events up to the date of approval of the financial statements by the Board.

8. | ULTIMATE CONTROLLING PARTY

| The company is a wholly-owned subsidiary of SAM Learning Holdings Limited, a company incorporated in England and Wales.