Company No: 01788139 (England and Wales)

Contents

• Directors' Report
• Balance Sheet
• Notes to the Financial Statements

The directors present their annual report and the unaudited financial statements of the Company for the financial year ended 31 August 2025.

PRINCIPAL ACTIVITIES

The principal activity of the Company during the financial year was the running of St Peter's school.

GOING CONCERN

The directors have prepared the financial statements on the going concern basis. Further details are provided in the notes to the financial statements.

OPERATING REPORT

The company’s long term strategy is to support parents by providing education and childcare for children from the age of 3 to 13 years of age, throughout the year. St Peter’s School is, in effect, open 5 days per week for some 46 weeks of the year making it unique in the Westcountry in offering such a comprehensive service.

The average number of children attending the school for the year under review was 311, our highest recorded.

Looking at the year ahead there have been a number of disruptions to our marketplace as a consequence of the Government decision to impose VAT on private school fees with effect from 1 January 2025 and the imposition of a material increase in employer National Insurance Contributions (NICs) with effect from 5 April 2025. The State teacher pay award was above inflation. Similarly, the National Living Wage and the Living Wage Foundation increased their pay at a rate above inflation expectations. These are significant inflationary pressures. Whilst our enquiry rate for prospective pupils has recovered to normal levels there was a period when it was clear that parents held back on their decision making. This was especially associated with period during which VAT on school fees was introduced.

The trading year was sound enough at the cash level although our high level of depreciation, a non-cash item, affects the accounting figures. This will be resolved in due course with substantial levels of depreciation unwinding in the next 15 months.

Confidence is returning to our local marketplace with a good level of serious enquiries being received. A good indication of the long term sustainability of the current school set up. In the meantime, the business is taking a cautious view for the year ahead but without the need to shrink staffing through redundancy. That said, the position has to and will remain under review.

DIRECTORS

The directors, who served during the financial year and to the date of this report except as noted, were as follows:

C P Johnston	(Appointed 15 October 2024)
J R Middleton

This Directors' Report has been prepared in accordance with the provisions applicable to companies entitled to the small companies' exemption provided by section 415A of the Companies Act 2006.

Approved by the Board of Directors and signed on its behalf by:

J R Middleton Director

30 January 2026

	Note	2025		2024
		£		£
Fixed assets
Intangible assets	3	25,991		48,385
Tangible assets	4	800,549		751,366
		826,540		799,751
Current assets
Stocks		172		1,686
Debtors	5	306,036		386,469
Cash at bank and in hand		4,248		82,447
		310,456		470,602
Creditors: amounts falling due within one year	6	( 1,188,657)		( 1,342,063)
Net current liabilities		(878,201)		(871,461)
Total assets less current liabilities		(51,661)		(71,710)
Provision for liabilities		( 89,509)		( 38,336)
Net liabilities		( 141,170)		( 110,046)
Capital and reserves
Called-up share capital		11,111		10,000
Share premium account		228,639		225,000
Undistributable reserve		161,900		0
Profit and loss account		( 542,820 )		( 345,046 )
Total shareholders' deficit		( 141,170)		( 110,046)

For the financial year ending 31 August 2025 the Company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

Directors' responsibilities:

• The members have not required the Company to obtain an audit of its financial statements for the financial year in accordance with section 476;
• The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements; and
• These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime and a copy of the Profit and Loss Account has not been delivered.

The financial statements of SPL Education Limited (registered number: 01788139) were approved and authorised for issue by the Board of Directors on 30 January 2026. They were signed on its behalf by:

J R Middleton Director

1. Accounting policies

The principal accounting policies are summarised below. They have all been applied consistently throughout the financial year and to the preceding financial year, unless otherwise stated.

General information and basis of accounting

SPL Education Limited (the Company) is a private company, limited by shares, incorporated in the United Kingdom under the Companies Act 2006 and is registered in England and Wales. The address of the Company's registered office is St Peters School, Harefield, Lympstone, EX8 5AU, United Kingdom.

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 items at fair value, and in accordance with Section 1A of Financial Reporting Standard 102 (FRS 102) ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland’ issued by the Financial Reporting Council and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime.

The financial statements are presented in pounds sterling which is the functional currency of the Company and rounded to the nearest £.

Going concern

The directors have assessed the Balance Sheet and likely future cash flows at the date of approving these financial statements. The directors have a reasonable expectation that the Company has adequate resources to continue in operational existence and to meet its financial obligations as they fall due for at least 12 months from the date of signing these financial statements. Accordingly, they continue to adopt the going concern basis in preparing the financial statements.

Turnover

Turnover represents amounts receivable in respect of the provision of education at the school and nurseries.

Amounts recoverable , which are included in debtors, are stated at the net sales value of the services provided after provision for contingencies and anticipated future losses, less amounts received as payments on account, excess payments on account are included in creditors as payments on account.

Employee benefits

Defined contribution schemes
The Company operates a defined contribution scheme. The amount charged to the Profit and Loss Account in respect of pension costs and other post-retirement benefits is the contributions payable in the financial year. Differences between contributions payable in the financial year and contributions actually paid are included as either accruals or prepayments in the Balance Sheet.

Defined benefit schemes
The School participates in the Teachers’ Pension Scheme (“the TPS”) for its teaching staff.

The TPS is an unfunded multi-employer defined benefits pension scheme governed by The Teachers’ Pensions Regulations 2010 (as amended) and The Teachers’ Pension Scheme Regulations 2014 (as amended). Members contribute on a “pay as you go” basis with contributions from members and the employer being credited to the Exchequer. Retirement and other pension benefits are paid by public funds provided by Parliament.

The employer contribution rate is set by the Secretary of State following scheme valuations undertaken by the Government Actuary’s Department. The most recent actuarial valuation of the TPS was prepared as at 31 March 2020 and the Valuation Report was published in October 2023. The Valuation Report shows notional assets of £222.2bn and liabilities of £262bn, resulting in a scheme deficit of £39.8bn.

The employer contribution rate for the TPS is 28.6%, and employers are also required to pay a scheme administration levy of 0.08% giving a total employer contribution rate of 28.68%.

Taxation

Current tax
Current tax is provided at amounts expected to be paid (or recoverable) using the tax rates and laws that have been enacted or substantively enacted at the Balance Sheet date. Tax is recognised in the profit and loss account, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.

Deferred tax
Deferred tax arises as a result of including items of income and expenditure in taxation computations in periods different from those in which they are included in the Company's financial statements. Deferred tax is provided in full on timing differences which result in an obligation to pay more or less tax at a future date, at the tax rates and laws that have been enacted or substantively enacted by the Balance Sheet date that are expected to apply when the timing differences reverse. Deferred tax assets and liabilities are not discounted.

Intangible assets

Intangible assets are stated at cost or valuation, net of amortisation and any provision for impairment. Amortisation is provided on all intangible assets at rates to write off the cost or valuation of each asset over its expected useful life as follows:

Goodwill	22 years straight line
Other intangible assets	10 years straight line

Goodwill

Goodwill arises on business combinations and represents any excess of consideration given over the fair value of the identifiable assets and liabilities acquired. Goodwill is initially recognised as an intangible asset at cost and is subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

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.

Tangible fixed assets

Tangible fixed assets are stated at cost or valuation, net of depreciation and any provision for impairment. The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation. Depreciation is provided on all tangible fixed assets, other than investment property and freehold land, at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight-line or reducing balance basis over its expected useful life, as follows:

Land and buildings	not depreciated
Leasehold improvements	depreciated over the life of the lease
Vehicles	15 % reducing balance
Fixtures and fittings	15 % reducing balance

Residual value represents the estimated amount which would currently be obtained from disposal of an asset, after deducting estimated costs of disposal, if the asset were already of the age and in the condition expected at the end of its useful life.

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Borrowing costs

Borrowing costs that are directly attributable to acquisition, construction or production of qualifying assets, are capitalised as part of the cost of those assets. Capitalisation begins when both finance costs and expenditures for the asset are being incurred and activities that are necessary to get the asset ready for use are in progress. Capitalisation ceases when substantially all the activities that are necessary to get the asset ready for use are complete.

All other borrowing costs are recognised in profit or loss in the period in which they are incurred.

Leases

The Company as lessee
Assets held under finance leases, hire purchase contracts and other similar arrangements, which confer rights and obligations similar to those attached to owned assets, are capitalised as tangible fixed assets at the fair value of the leased asset (or, if lower, the present value of the minimum lease payments as determined at the inception of the lease) and are depreciated over the shorter of the lease terms and their useful lives. The capital elements of future lease obligations are recorded as liabilities, while the interest elements are charged to the Profit and Loss Account over the period of the leases to produce a constant periodic rate of interest on the remaining balance of the liability.

Rentals under operating leases are charged on a straight-line basis over the lease term, even if the payments are not made on such a basis. Benefits received and receivable as an incentive to sign an operating lease are similarly spread on a straight-line basis over the lease term.

Impairment of assets

Assets, other than those measured at fair value, are assessed for indicators of impairment at each Balance Sheet date. If there is objective evidence of impairment, an impairment loss is recognised in the Profit and Loss Account as described below.

Stocks

Stocks are stated at the lower of cost and estimated selling price less costs to sell, which is equivalent to the net realisable value. Cost includes materials, direct labour and an attributable proportion of manufacturing overheads based on normal levels of activity. Cost is calculated using the FIFO (first-in, first-out) method. Provision is made for obsolete, slow-moving or defective items where appropriate.

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.

Trade and other debtors

Trade and other debtors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest method less impairment losses for bad and doubtful debts, except where the effect of discounting would be immaterial. In such cases the receivables are stated at cost less impairment losses for bad and doubtful debts.

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 creditors: amounts falling due within one year.

Trade and other creditors

Trade and other creditors are initially recognised at fair value and thereafter stated at amortised cost using the effective interest rate method, unless the effect of discounting would be immaterial, in which case they are stated at cost. If there is an unconditional right to defer settlement for at least twelve months after the reporting date, they are presented as non-current liabilities.

Ordinary share capital

The ordinary share capital of the Company is presented as equity.

2. Employees

	2025		2024
	Number		Number
Monthly average number of persons employed by the Company during the year, including directors	100		95

3. Intangible assets

	Goodwill		Other intangible assets		Total
	£		£		£
Cost
At 01 September 2024	360,000		20,699		380,699
VAT Adjustments	0		( 2,901)		( 2,901)
At 31 August 2025	360,000		17,798		377,798
Accumulated amortisation
At 01 September 2024	327,280		5,034		332,314
Charge for the financial year	14,023		5,470		19,493
At 31 August 2025	341,303		10,504		351,807
Net book value
At 31 August 2025	18,697		7,294		25,991
At 31 August 2024	32,720		15,665		48,385

4. Tangible assets

	Land and buildings		Leasehold improve- ments		Vehicles		Fixtures and fittings		Total
	£		£		£		£		£
Cost
At 01 September 2024	44,133		1,222,479		143,843		1,020,834		2,431,289
Additions	0		0		594		103,717		104,311
Revaluations	215,867		0		0		0		215,867
Disposals	0		0		( 21,341)		0		( 21,341)
VAT Adjustment	0		( 6,311)		( 11,780)		( 23,646)		( 41,737)
At 31 August 2025	260,000		1,216,168		111,316		1,100,905		2,688,389
Accumulated depreciation
At 01 September 2024	0		919,875		84,580		675,468		1,679,923
Charge for the financial year	0		158,912		6,873		58,986		224,771
Disposals	0		0		( 16,854)		0		( 16,854)
At 31 August 2025	0		1,078,787		74,599		734,454		1,887,840
Net book value
At 31 August 2025	260,000		137,381		36,717		366,451		800,549
At 31 August 2024	44,133		302,604		59,263		345,366		751,366

Revaluation of tangible assets

Freehold land and buildings with a carrying amount of £260,000 (2024 - £44,133) have been revalued by Savills, a firm of independent chartered surveyors not connected with the company, on the basis of market value. The valuations conform to International Valuation Standards and were based on recent market transactions on arm's length terms. The directors are satisfied that the carrying amount represents the market value as at the balance sheet date.

If revalued assets were stated on historical cost basis rather than a fair value basis, the total amounts included would have been as follows:

	2025		2024
	£		£
Historical cost	44,133		44,133
Carrying value	44,133		44,133

5. Debtors

	2025		2024
	£		£
Trade debtors	121,009		137,449
Amounts owed by Group undertakings	104,396		46,250
Other debtors	80,631		202,770
	306,036		386,469

6. Creditors: amounts falling due within one year

	2025		2024
	£		£
Trade creditors	47,430		54,930
Taxation and social security	401,055		95,737
Other creditors	740,172		1,191,396
	1,188,657		1,342,063

7. Financial commitments

Commitments

	2025		2024
	£		£
Total future minimum lease payments under non-cancellable operating leases	185,185		95,667

The company has a non-cancellable operating lease in respect of land and buildings and vehicles.

8. Related party transactions

Transactions with the entity's directors

Advances

_C Johnston_

At 1 September 2024 the balance owed from the director was £Nil. During the year, the company made advances to the director amounting to £4,750 and received repayments of £Nil leaving a balance due from the director of £4,750.

The Directors loan accounts are repayable on demand and interest has been charged on overdrawn balances exceeding £10,000 at the official HMRC rates.