For the financial period ending 31 December 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.

These financial statements have been prepared in accordance with Financial Reporting Standard 102 Section 1A smaller entities - 'The Financial Reporting Standard applicable in the United Kingdom and Republic of Ireland' and the Companies Act 2006 (as applicable to companies subject to the small companies' regime).

These financial statements have been prepared using the historical cost convention except that as disclosed in the accounting policies certain items are shown at fair value.

The financial statements are prepared in Pounds Sterling, which is the functional currency of the company.
Monetary amounts in these financial statements are rounded to the nearest £1.

Disclosure of long or short period

Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.

Investments in equity shares which are publicly traded or where the fair value can be measured reliably are initially measured at fair value, with changes in fair value recognised in profit or loss. Investments in equity shares which are not publicly traded and where fair value cannot be measured reliably are measured at cost less impairment.


Interest income on debt securities, where applicable, is recognised in income using the effective interest method. Dividends on equity securities are recognised in income when receivable.

Trade debtors are amounts due from customers for merchandise sold or services performed in the ordinary course of business.

Trade debtors are recognised initially at the transaction price. They are subsequently measured at amortised cost using the effective interest method, less provision for impairment. A provision for the impairment of trade debtors is established when there is objective evidence that the company will not be able to collect all amounts due according to the original terms of the receivables.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Accounts payable are classified as current liabilities if the company does not have an unconditional right, at the end of the reporting period, to defer settlement of the creditor for at least twelve months after the reporting date. 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.

Trade creditors are recognised initially at the transaction price and subsequently measured at amortised cost using the effective interest method.

Ordinary shares are classified as equity. Equity instruments are measured at the fair value of the cash or other resources received or receivable, net of the direct costs of issuing the equity instruments. If payment is deferred and the time value of money is material, the initial measurement is on a present value basis.

Preference shares are recognised as either debt, equity or hybrid financial instruments based on the terms associated with those instruments.

Dividend distribution to the company’s shareholders is recognised as a liability in the financial statements in the reporting period in which the dividends are declared.

The Group operates equity-settled share-based payment arrangements under which share options are granted to employees of its trading subsidiary (including Enterprise Management Incentive (“EMI”) schemes).

Equity-settled share-based payments are measured at the fair value of the equity instruments at the grant date. Fair value is determined using an appropriate valuation technique, being the Black‑Scholes option pricing model, taking into account the terms and conditions upon which the options were granted. These include, where relevant, assumptions regarding expected volatility, expected option life, risk-free interest rate, expected dividends, and the probability of vesting conditions being satisfied.

The fair value determined at the grant date is recognised as an employee expense over the vesting period, with a corresponding increase in equity, on a straight-line basis, based on the Group’s estimate of the number of instruments expected to vest. The charge is adjusted at each reporting date to reflect changes in estimates of the number of options expected to vest due to non-market vesting conditions, with a corresponding adjustment recognised in equity.
No adjustment is made for market-based vesting conditions once the grant date fair value has been established.

Where share options are granted by the parent company to employees of its trading subsidiary, the subsidiary recognises the employee expense over the vesting period with a corresponding credit recognised as a capital contribution from the parent.
In the parent company financial statements, the investment in the subsidiary is increased by an equivalent amount, representing the capital contribution arising from the share-based payment arrangement.

The arrangements are classified as equity-settled as the Group has no obligation to settle the awards in cash or other assets.

Where options lapse or are forfeited before vesting, any expense previously recognised is reversed in the income statement in the period of lapse. Where options are cancelled or settled during the vesting period, the remaining unrecognised expense is recognised immediately.

The Group’s EMI options are subject to specific contractual terms and conditions, including service-based vesting conditions linked to continued employment within the trading subsidiary. These are treated as non-market vesting conditions and are reflected through adjustments to the number of options expected to vest.