Company registration number 06165906 (England and Wales)
INDIGO SERVICE SOLUTIONS LIMITED
ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
INDIGO SERVICE SOLUTIONS LIMITED
COMPANY INFORMATION
Directors
Mr R Anderson
Mr I Cole-Wilkins
Mr M W Bennett
(Appointed 20 March 2025)
Ms K M Hunston
(Appointed 20 March 2025)
Mr R G Jenkins
(Appointed 9 April 2025)
Mr H Davies
(Appointed 19 January 2026)
Company number
06165906
Registered office
Bradbury House
Mission Court
Newport
Gwent
NP20 2DW
Auditor
PKF Francis Clark
90 Victoria Street
Bristol
BS1 6DP
Business address
4th Floor Suite
Harlequin House
7 High Street
Teddington
TW11 8EE
INDIGO SERVICE SOLUTIONS LIMITED
CONTENTS
Page
Strategic report
1 - 5
Directors' report
6
Directors' responsibilities statement
7
Independent auditor's report
8 - 10
Profit and loss account
11
Statement of comprehensive income
12
Balance sheet
13
Statement of changes in equity
14
Notes to the financial statements
15 - 28
INDIGO SERVICE SOLUTIONS LIMITED
STRATEGIC REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 1 -

The directors present the strategic report for the year ended 30 September 2025.

Review of the business

The principal activity of the company remained the provision of commercial subcontracting services.

 

The year saw continued momentum across the business, reflecting the strength of Indigo Service Solutions’ position within the commercial subcontracting sector. Growth was driven by the successful onboarding of new clients, alongside deeper engagement and increased demand from the existing customer base. This expansion was supported by a sustained focus on service quality, operational responsiveness, and delivery reliability — all of which remain central to the company’s reputation in a highly competitive market. To meet the rising volume of work, the company expanded its subcontractor base, ensuring it could maintain performance standards while scaling operations. The company’s continued development of its digital platform also contributed to improve service delivery by enhancing communication, simplifying onboarding, and streamlining engagement with both clients and subcontractors. This combination of scalable resource and technology-​enabled service has further strengthened the company’s position in the market.

 

The business development team gained further investment through further headcount, with several staff currently completing their training period, which should conclude during the next financial year. It is therefore expected that in turn this will fuel the continued growth of Indigo, particularly through the ability to cover a wider geographical area effectively.

 

The synergy strategy between the company and the recently acquired BMSL Group continues, with the companies increasingly working together to offer cross-​services to their respective client bases, which is expected to further enhance group-​wide value creation and market reach. Further synergies are expected from the recent investment in the business development team of Ovio Solutions, which should further increase revenue for the company.

 

Turnover for the year grew to £444,691,716 a 8% increase from the prior year (2024 – £410,885,653). Profit before tax for the year decreased to £202,343 from £1,569,076 in the prior year. Although, this is due in part to a £523,727 loss on the sale of investment property and a £100,000 loss on investment in the year.

 

At the balance sheet date, the company held net current assets of £3,900,755 (2024 – £10,552,754) and net assets of £3,962,114 (2024 – £11,027,588).

 

Going concern

The financial statements have been prepared on a going concern basis. At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. This conclusion is based on a detailed assessment of the company’s current financial position, future forecasts, liquidity requirements, and potential risks.

 

Profitability and Trading Performance
The company has continued to operate profitably, generating positive results for the year ended 30 September 2025. Since the year end, trading has remained strong and in line with expectations. The quarter ended December 2025 management accounts report a 16.73% year-​on-​year increase in turnover and an 15.57% increase in gross profit. Year ended 30 September 2026 is forecasted to be another record-breaking year for the company, with turnover forecasted to be above £500 million for the first time, with profitability also forecasted to rise year-on-year.

 

Forecasting and Liquidity Management
Detailed budgets and financial forecasts have been reviewed as part of the going concern assessment, covering a period of at least 12 months from the date of approval of the financial statements. These forecasts reflect continued revenue growth and profitability, underpinned by strong trading performance and a healthy pipeline of opportunities. The directors actively assess the company’s funding and operational needs to ensure appropriate resources are in place to support operational and strategic objectives.

 

In addition, weekly cash flow forecasts are reviewed by management to monitor short-​term liquidity and ensure that any emerging risks are identified and addressed promptly.

INDIGO SERVICE SOLUTIONS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 2 -

Funding Structure
The company is funded through a combination of retained earnings and external facilities. The directors regularly monitor the company’s liquidity position and maintain close relationships with banking partners to ensure that sufficient funding is available to support ongoing operations. As the business grows, the directors are exploring options to expand existing facilities or secure new funding arrangements to meet increasing working capital needs and maintain financial flexibility.

 

The company is also part of the ICF Group, which operates an integrated treasury function. The going concern assessment takes into account the financial position and ongoing support of the wider Group, including access to intra-​group funding arrangements where required.

 

Disposals to Support Liquidity
To enhance the company’s liquidity position and reduce reliance on debt, the directors have taken active steps, including:

 

Principal Risks and Mitigating Actions
The directors acknowledge that there is inherent uncertainty in the ability to achieve forecasts. Key risks include slower-​than-​expected growth, external market factors, seasonality or unforeseen delays in customer payments. If performance were to fall significantly below forecast, the directors have identified mitigating actions which may include:

 

Assessment Period and Post-Year-End Events
The directors have considered events occurring after the reporting period up to the date of approval of these financial statements. These include the consideration noted above and continued positive trading performance. No events have been identified that cast significant doubt on the company’s ability to continue as a going concern.

 

Conclusion
Having assessed the company’s financial position, forecasts, and liquidity risk, the directors are satisfied that the company will be able to meet its liabilities as they fall due for a period of at least 12 months from the date of approval of these financial statements. They have therefore adopted the going concern basis in preparing the financial statements.

The directors confirm that there are no material uncertainties that would cast significant doubt on the company’s ability to continue as a going concern.

INDIGO SERVICE SOLUTIONS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 3 -
Principal risks and uncertainties

There are a number of potential risks and uncertainties which could have an impact on the company’s performance. These risks and uncertainties are monitored by the Board on a regular basis.

 

The Board and management team consider the risk implications of all significant business decisions and risks are re-​assessed on a regular basis to ensure that any changes in the company’s operations, or the external environment, are identified and appropriately managed. The key risks affecting the business are as follows:

 

Key performance indicators

Financial KPIs:

 

 

Non-financial KPIs:

 

 

INDIGO SERVICE SOLUTIONS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 4 -
Promoting the success of the company

In accordance with Section 172(1) of the Companies Act 2006, the directors have acted to promote the long-​term success of the company for the benefit of its members as a whole, while having regard to the interests of employees, customers, suppliers, and other stakeholders.

 

The Board takes stakeholder interests and long-​term consequences into account when making decisions. During the year, key Board matters included:

 

 

The Board also considers the company’s environmental and social impact as part of its wider responsibilities, alongside maintaining a reputation for high standards of business conduct.

 

The Board meets regularly to review operational performance, stakeholder feedback, and the company’s strategic direction. Decisions are taken with careful consideration of long-​term impact, particularly in relation to service quality, growth sustainability, and financial resilience. These decisions reflect the company’s commitment to innovation, financial discipline, and strategic alignment with broader group objectives.

Employee engagement

The Board is committed to fostering a high-​performance and collaborative work environment. During the year:

 

Other stakeholder engagement

 

Community and environmental matters

The Board is mindful of its responsibilities to the wider community and environment. The company continues to:

 

INDIGO SERVICE SOLUTIONS LIMITED
STRATEGIC REPORT (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 5 -

On behalf of the board

Mr I Cole-Wilkins
Director
25 June 2026
INDIGO SERVICE SOLUTIONS LIMITED
DIRECTORS' REPORT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 6 -

The directors present their annual report and financial statements for the year ended 30 September 2025.

Principal activities

The principal activity of the company during the year remained to be commercial subcontracting.

Results and dividends

The results for the year are set out on page 12; a review of business is set out in the strategic report on page 1.

Ordinary dividends were paid amounting to £7,072,026. The directors do not recommend payment of a final dividend.

Directors

The directors who held office during the year and up to the date of signature of the financial statements were as follows:

Mr R Anderson
Mr I Cole-Wilkins
Ms L Gratton
(Resigned 9 October 2025)
Mr M W Bennett
(Appointed 20 March 2025)
Ms K M Hunston
(Appointed 20 March 2025)
Mr R G Jenkins
(Appointed 9 April 2025)
Mr H Davies
(Appointed 19 January 2026)
Post reporting date events

Subsequent to the year end, the company appointed Huw Davies to the Board of Directors. Huw joined the company in October 2025 with the role of leading the financial strategy of the Indigo Group moving forward, supported by other financial leaders, playing a key part in supporting the business’s ongoing growth objectives.

Auditor

PKF Francis Clark were appointed as auditor to the company and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.

Energy and carbon report

As the company has not consumed more than 40,000 kWh of energy in this reporting period, it qualifies as a low energy user under these regulations and is not required to report on its emissions, energy consumption or energy efficiency activities.

Strategic report

The company has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the company's strategic report information required by Large and Medium-sized Companies and Groups (Accounts and Reports) Regulations 2008, Sch. 7 to be contained in the directors' report. It has done so in respect of going concern, future trading, risks and uncertainties, KPIs and the decisions of the board.

Statement of disclosure to auditor

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

On behalf of the board
Mr I Cole-Wilkins
Director
25 June 2026
INDIGO SERVICE SOLUTIONS LIMITED
DIRECTORS' RESPONSIBILITIES STATEMENT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 7 -

The directors are responsible for preparing the annual report and the 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 United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). 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 of the profit or loss of the company for that period.

In preparing these financial statements, the directors are required to:

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 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 hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

INDIGO SERVICE SOLUTIONS LIMITED
INDEPENDENT AUDITOR'S REPORT
TO THE MEMBER OF INDIGO SERVICE SOLUTIONS LIMITED
- 8 -
Opinion

We have audited the financial statements of Indigo Service Solutions Limited (the 'company') for the year ended 30 September 2025 which comprise the profit and loss account, the statement of comprehensive income, the balance sheet, the statement of changes in equity and notes to the financial statements, including 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:

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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC’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 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 auditor's report thereon. 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.

 

In connection with our audit of the financial statements, 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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, based on the work undertaken in the course of our audit:

INDIGO SERVICE SOLUTIONS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF INDIGO SERVICE SOLUTIONS LIMITED
- 9 -
Matters on which we are required to report by exception

In the light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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:

Responsibilities of directors

As explained more fully in the directors' responsibilities statement set out on page 7, 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 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 company or to cease operations, or have no realistic alternative but to do so.

Auditor's 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 auditor's 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 financial statements.

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below.

 

As part of our planning we obtained an understanding of the legal and regulatory framework that is applicable to the company. We gained an understanding of the industry in which the company operates as part of this assessment to identify the key laws and regulations affecting the company. As part of this, we reviewed the company's website for indication of the regulations and certifications in place and discussed these with the relevant individuals responsible for compliance.

 

The key regulations we identified were employment law, health and safety regulations, tax legislation, Environmental Act 2021, and anti-bribery. We have also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as the UK Generally Accepted Accounting Practice and the Companies Act 2006.

 

We discussed with management how the compliance with these laws and regulations is monitored and discussed policies and procedures in place. As part of our planning procedures, we assessed the risk of non-compliance with laws and regulations on the company's ability to continue operating and the risk of material misstatement to the accounts. Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Our procedures involved the following:

 

- Enquiries of management regarding their knowledge of any non-compliance with laws and regulations that could affect the financial statements.

- Review the legal and professional costs to identify any possible non-compliance or legal costs in respect of non-compliance.

- Engaged our tax specialists to review the compliance with corporate and employment tax legislation.

INDIGO SERVICE SOLUTIONS LIMITED
INDEPENDENT AUDITOR'S REPORT (CONTINUED)
TO THE MEMBER OF INDIGO SERVICE SOLUTIONS LIMITED
- 10 -

As part of our enquiries, we discussed with management whether there had been any instances of known or alleged fraud. We remained alert to any indications of fraud or non-compliance with laws and regulations throughout the audit.

 

We assessed the susceptibility of the financial statements to material misstatements through management override or fraud and obtained an understanding of the controls in place to mitigate the manipulation of the financial statements. The key risk we identified was manipulation of results with the principal risks relating to the overstatement of revenue and the related impact on the profitability of the company. Based upon our understanding we designed and conducted audit procedures including:

 

- We audited the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business.

 

-We challenged assumptions and judgements made by management in its significant accounting estimates, in particular provisions and accruals.

 

- Performed occurrence testing on revenue recognised in the year with a sample of sales agreed through to invoice and cash receipt.

 

- Investigated the rationale behind significant or unusual transactions.

 

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. The risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate omissions, collusion, forgery, misrepresentations, or the override of internal controls. We are less likely to become aware of instances of non-compliance with laws and regulations that are closely related to events and transactions reflected in the financial statements.

A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.

Use of our report

This report is made solely to the company's member 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 member those matters we are required to state to the member in an auditor's 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 member, for our audit work, for this report, or for the opinions we have formed.

Paul Putnam (Senior Statutory Auditor)
For and on behalf of PKF Francis Clark, Statutory Auditor
90 Victoria Street
Bristol
BS1 6DP
25 June 2026
INDIGO SERVICE SOLUTIONS LIMITED
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 11 -
2025
2024
Notes
£
£
Turnover
3
444,691,716
410,885,653
Cost of sales
(437,365,707)
(404,092,992)
Gross profit
7,326,009
6,792,661
Administrative expenses
(7,031,139)
(6,055,407)
Other operating income
6
590,766
365,977
Operating profit
4
885,636
1,103,231
Income from shares in group undertakings
9
-
0
527,697
Interest payable and similar expenses
10
(58,128)
(61,852)
Profit or loss on sales of investment property
13
(525,165)
-
Fair value gains and losses on investment
14
(100,000)
Profit before taxation
202,343
1,569,076
Tax on profit
11
(195,791)
(71,772)
Profit for the financial year
6,552
1,497,304

The profit and loss account has been prepared on the basis that all operations are continuing operations.

 

The notes on pages 15 to 28 form an integral part of these financial statements.

INDIGO SERVICE SOLUTIONS LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 12 -
2025
2024
£
£
Profit for the year
6,552
1,497,304
Other comprehensive income
-
-
Total comprehensive income for the year
6,552
1,497,304

The notes on pages 15 to 28 form an integral part of these financial statements.

INDIGO SERVICE SOLUTIONS LIMITED
BALANCE SHEET
AS AT
30 SEPTEMBER 2025
30 September 2025
- 13 -
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
15
74,861
37,697
Investment property
13
-
0
1,400,000
Investments
14
-
0
100,001
74,861
1,537,698
Current assets
Debtors
16
42,376,789
42,462,656
Cash at bank and in hand
604,099
1,021,423
42,980,888
43,484,079
Creditors: amounts falling due within one year
17
(39,080,133)
(32,931,325)
Net current assets
3,900,755
10,552,754
Total assets less current liabilities
3,975,616
12,090,452
Creditors: amounts falling due after more than one year
18
-
0
(945,153)
Provisions for liabilities
Deferred tax liability
20
13,502
117,711
(13,502)
(117,711)
Net assets
3,962,114
11,027,588
Capital and reserves
Called up share capital
22
10,000
10,000
Share premium account
23
-
0
9,994,145
Profit and loss reserves
3,952,114
1,023,443
Total equity
3,962,114
11,027,588

The notes on pages 15 to 28 form an integral part of these financial statements.

The financial statements were approved by the board of directors and authorised for issue on 25 June 2026 and are signed on its behalf by:
Mr I  Cole-Wilkins
Director
Company registration number 06165906 (England and Wales)
INDIGO SERVICE SOLUTIONS LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 14 -
Share capital
Share premium account
Profit and loss reserves
Total
Notes
£
£
£
£
Balance at 1 October 2023
10,000
9,994,145
2,659,243
12,663,388
Year ended 30 September 2024:
Profit and total comprehensive income
-
-
1,497,304
1,497,304
Dividends
12
-
-
(3,133,104)
(3,133,104)
Balance at 30 September 2024
10,000
9,994,145
1,023,443
11,027,588
Year ended 30 September 2025:
Profit and total comprehensive income
-
-
6,552
6,552
Dividends
12
-
-
(7,072,026)
(7,072,026)
Transfer of share premium
23
-
0
(9,994,145)
9,994,145
-
0
Balance at 30 September 2025
10,000
-
0
3,952,114
3,962,114

The notes on pages 15 to 28 form an integral part of these financial statements.

INDIGO SERVICE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 15 -
1
Accounting policies
Company information

Indigo Service Solutions Limited is a private company limited by shares incorporated in England and Wales. The registered office is Bradbury House, Mission Court, Newport, Gwent, NP20 2DW and its principal place of business is 4th Floor Suite, Harlequin House, 7 High Street, Teddington, TW11 8EE.

1.1
Accounting convention

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.

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

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

 

 

The financial statements of the company are consolidated in the financial statements of ICF Holdings Limited. These consolidated financial statements are available from its registered office, Bradbury House, Mission Court, Newport, NP20 2DW.

Reporting period

The company's accounting reference date (ARD) is 30 September, however, the company has a weekly reporting cycle, therefore, it is practical for the financial statements to be reported in line with this business cycle; therefore the company has taken advantage of the option offered by the Companies Act 2006 to make up its accounts to a date up to 7 days either side of its ARD.

 

The current period is made up to 28/09/2025 (52 weeks); the comparative period was made up to 29/09/2024 (52 weeks).

1.2
Going concern

Atruet the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements. Further details about the company's ability to continue as a going concern are given in the strategic report.

1.3
Turnover

Turnover represents total recharged direct labour costs and associated administration fee, net of value added tax.

 

The company operates as a principal and therefore records its income gross, without the deduction of associated direct labour costs.

INDIGO SERVICE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 16 -
1.4
Tangible fixed assets

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation and net of depreciation.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Leasehold improvements
10% straight line
Fixtures and fittings
25% reducing balance or 33.33% straight line
Motor vehicles
25% straight line

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.

1.5
Investment properties

Investment property, which is property held to earn rentals and/or for capital appreciation, is initially recognised at cost, which includes the purchase cost and any directly attributable expenditure. Subsequently it is measured at fair value at the reporting end date. Changes in fair value are recognised in profit or loss.

1.6
Fixed asset investments

Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.

1.7
Financial instruments

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

 

Financial instruments are recognised in the company's balance sheet when the company becomes party to the contractual provisions of the instrument.

 

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

 

Debtors and creditors with no stated interest rate and receivable or payable within one year are recorded at transaction price. Any losses arising from impairment are recognised in the profit and loss account in other administrative expenses.

Other financial assets

Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.

INDIGO SERVICE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 17 -
Impairment of financial assets

Financial assets, other than those held at fair value through profit and loss, are assessed for indicators of impairment at each reporting end date.

 

Financial assets are impaired where there is objective evidence that, as a result of one or more events that occurred after the initial recognition of the financial asset, the estimated future cash flows have been affected. If an asset is impaired, the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.

 

If there is a decrease in the impairment loss arising from an event occurring after the impairment was recognised, the impairment is reversed. The reversal is such that the current carrying amount does not exceed what the carrying amount would have been, had the impairment not previously been recognised. The impairment reversal is recognised in profit or loss.

Derecognition of financial assets

Financial assets are derecognised only when the contractual rights to the cash flows from the asset expire or are settled, or when the company transfers the financial asset and substantially all the risks and rewards of ownership to another entity, or if some significant risks and rewards of ownership are retained but control of the asset has transferred to another party that is able to sell the asset in its entirety to an unrelated third party.

Classification of 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 company after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, loans from fellow group companies are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

 

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

 

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

INDIGO SERVICE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
1
Accounting policies
(Continued)
- 18 -
1.8
Taxation

The tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred tax

Deferred tax liabilities are generally recognised for all timing differences and 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. Such assets and liabilities are not recognised if the timing difference arises from goodwill or from the initial recognition of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset when the company has a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.

1.9
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense.

 

The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.

1.10
Retirement benefits

Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.

1.11
Leases

Rentals payable under operating leases, including any lease incentives received, are charged to profit or loss on a straight line basis over the term of the relevant lease.

2
Judgements and key sources of estimation uncertainty

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

 

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.

 

A key area of judgement for the company is the assessment of whether it acts as principal or agent in the provision of its services. This determination involves evaluating the level of control the company has over the service before it is transferred to the customer, exposure to credit or pricing risk, and responsibility for the fulfilment of the service. This assessment has a material impact on the presentation of revenue in the financial statements.

INDIGO SERVICE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
2
Judgements and key sources of estimation uncertainty
(Continued)
- 19 -
Key sources of estimation uncertainty
Recoverability of intercompany balances

The carrying value of amounts owed by group undertakings at the balance sheet date was £25,712,333 (2024 - £27,087,273). Balances are assessed for indicators of impairment at each balance sheet date. If there is objective evidence of impairment, an impairment loss is recognised in profit and loss account. The impairment loss is the difference between the asset’s carrying amount and the best estimate of the recoverable amount at the reporting date.

3
Turnover
2025
2024
£
£
Turnover analysed by class of business
Rendering of services
444,691,716
410,885,653

All of the company’s turnover arises in the United Kingdom.

4
Operating profit
2025
2024
Operating profit for the year is stated after charging/(crediting):
£
£
Depreciation of tangible fixed assets
21,281
18,005
Profit on disposal of tangible fixed assets
-
(8,196)
Operating lease charges
347,050
340,528
5
Auditor's remuneration
2025
2024
Fees payable to the company's auditor and associates:
£
£
For audit services
Audit of the financial statements of the company
67,593
40,000
6
Other operating income
2025
2024
£
£
Management fees receivable
225,431
159,407
Insurance claims
192,569
78,178
Other
172,766
128,392
590,766
365,977
INDIGO SERVICE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 20 -
7
Employees

The average monthly number of persons (including directors) employed by the company during the year was:

2025
2024
Number
Number
Administrative staff
36
34
Management staff
3
2
Total
39
36

Their aggregate remuneration comprised:

2025
2024
£
£
Wages and salaries
2,024,005
1,728,127
Social security costs
263,444
190,275
Pension costs
73,124
54,624
2,360,573
1,973,026

 

8
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
237,916
230,000
Company pension contributions to defined contribution schemes
2,128
1,320
Compensation for loss of office
269,778
-
0
509,822
231,320

The number of directors for whom retirement benefits are accruing under defined contribution schemes amounted to 2 (2024 - 1).

Remuneration disclosed above include the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
448,566
230,000
INDIGO SERVICE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 21 -
9
Interest receivable and similar income
2025
2024
£
£
Income from fixed asset investments
Income from shares in group undertakings
-
0
527,697
Disclosed on the profit and loss account as follows:
Income from shares in group undertakings
-
0
527,697

There are no dividends received from subsidiaries for the current year, since the investment in subsidiaries were disposed of during the prior year.

10
Interest payable and similar expenses
2025
2024
£
£
Interest on bank overdrafts and loans
58,128
61,852
11
Taxation
2025
2024
£
£
Current tax
UK corporation tax on profits for the current period
300,000
74,087
Deferred tax
Origination and reversal of timing differences
(104,209)
(2,315)
Total tax charge
195,791
71,772
INDIGO SERVICE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
11
Taxation
(Continued)
- 22 -

The actual charge for the year can be reconciled to the expected charge for the year based on the profit or loss and the standard rate of tax as follows:

2025
2024
£
£
Profit before taxation
202,343
1,569,076
Expected tax charge based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
50,586
392,269
Tax effect of expenses that are not deductible in determining taxable profit
271,075
76,931
Tax effect of income not taxable in determining taxable profit
-
0
(2,049)
Group relief
(11,130)
(260,598)
Permanent capital allowances in excess of depreciation
(9,624)
-
0
Depreciation on assets not qualifying for tax allowances
-
0
55
Dividend income
-
0
(131,924)
Pensions
(908)
-
0
Other temporary timing differences
(104,208)
(2,912)
Taxation charge for the year
195,791
71,772
12
Dividends
2025
2024
£
£
Interim paid
7,072,026
3,133,104

During the year, dividends of £7,072.03 per share were paid.

 

The dividends paid on Ordinary shares were £7,072,026 and the dividends paid on Ordinary A shares were £0.

13
Investment property
2025
£
Fair value
At 1 October 2024
1,400,000
Additions
23,727
Disposals
(1,423,727)
At 30 September 2025
-
0

During the year the investment property held was disposed to a shareholder for £900,000, resulting in a loss on disposal of £523,727. At 30th September 2025, there is no Investment property held.

INDIGO SERVICE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 23 -
14
Fixed asset investments
2025
2024
Notes
£
£
Investments in subsidiaries
-
0
1
Other investments
-
0
100,000
-
0
100,001
Movements in fixed asset investments
Shares in subsidiaries
Other investments
Total
£
£
£
Cost or valuation
At 1 October 2024
1
100,000
100,001
Disposals
(1)
(100,000)
(100,001)
At 30 September 2025
-
-
-
Carrying amount
At 30 September 2025
-
-
-
At 30 September 2024
1
100,000
100,001

During the year, Indigo Tech Holdings Limited and ISCA Tech Limited were dissolved.

 

The other investment balance of £100,000 is for the investment in Who Knows Wins Limited, this amount has been disposed of during the year as the company was placed into Creditors' Voluntary Liquidation on 18 July 2025.

INDIGO SERVICE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 24 -
15
Tangible fixed assets
Leasehold improvements
Fixtures and fittings
Motor vehicles
Total
£
£
£
£
Cost
At 1 October 2024
48,054
40,449
-
0
88,503
Additions
-
0
26,819
31,640
58,459
Disposals
(1,710)
(12,505)
-
0
(14,215)
At 30 September 2025
46,344
54,763
31,640
132,747
Depreciation and impairment
At 1 October 2024
29,775
21,031
-
0
50,806
Depreciation charged in the year
4,760
12,525
3,996
21,281
Eliminated in respect of disposals
(1,709)
(12,492)
-
0
(14,201)
At 30 September 2025
32,826
21,064
3,996
57,886
Carrying amount
At 30 September 2025
13,518
33,699
27,644
74,861
At 30 September 2024
18,279
19,418
-
0
37,697
16
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
8,254,705
5,359,149
Unpaid share capital
-
0
4,145
Corporation tax recoverable
37,043
-
0
Amounts owed by group undertakings
25,712,333
27,087,273
Other debtors
-
0
1,744,423
Prepayments and accrued income
8,372,708
8,267,666
42,376,789
42,462,656

Included within other debtors is a loan to a related party totalling £0 (2024 - £1,744,423). During the year, £1,787,552 was transferred to Peach Group Holdings Ltd as consideration for the sale of Peach Contracting Ltd to ICF Holdings Ltd, reducing the balance to nil.

INDIGO SERVICE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 25 -
17
Creditors: amounts falling due within one year
2025
2024
Notes
£
£
Bank loans
19
-
0
30,034
Other borrowings
19
11,998,440
11,443,484
Trade creditors
730,424
353,673
Amounts owed to group undertakings
4,793,310
3,904,557
Corporation tax
-
0
74,087
Other taxation and social security
11,864,834
9,094,858
Other loans
1,050,000
300,000
Other creditors
7,657,823
7,509,949
Accruals and deferred income
985,302
220,683
39,080,133
32,931,325

Included within other loans is a loan received from ACL Contractors Solutions Limited, a related party totalling £800,000 (2024 - £Nil). This loan is interest free and was repaid in full on 7 November 2025.

 

Included within other loans is a loan repayable to Wave Crest Holdings Ltd of £250,000 (2024 - £300,000). The current agreement extends until 31 July 2026.

18
Creditors: amounts falling due after more than one year
2025
2024
Notes
£
£
Bank loans and overdrafts
19
-
0
445,153
Other creditors
-
0
500,000
-
0
945,153
Creditors which fall due after five years are payable as follows:
Payable by instalments
-
301,158
19
Loans and overdrafts
2025
2024
£
£
Bank loans
-
0
475,187
Other loans
11,998,440
11,443,484
11,998,440
11,918,671
Payable within one year
11,998,440
11,473,518
Payable after one year
-
0
445,153
INDIGO SERVICE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
19
Loans and overdrafts
(Continued)
- 26 -

At the balance sheet date, the company had the following borrowings:

- Borrowings secured on trade receivables. The facility is with recourse, and the associated receivables remain recognised on the balance sheet. The facility is repayable on demand and bears interest at a variable rate.

20
Deferred taxation

The following are the deferred tax liabilities and assets recognised by the company and movements thereon:

Liabilities
Liabilities
2025
2024
Balances:
£
£
Accelerated capital allowances
13,502
5,436
Investment property
-
112,275
13,502
117,711
2025
Movements in the year:
£
Liability at 1 October 2024
117,711
Other
(104,209)
Liability at 30 September 2025
13,502
21
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
73,124
54,624

The company operates a defined contribution pension scheme for all qualifying employees. The assets of the scheme are held separately from those of the company in an independently administered fund.

 

At the year end the company had outstanding pension contributions of £7,027 (2024 - £10,166), this amount being included within creditors due within one year.

22
Share capital
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary shares of £1 each
1,000
1,000
1,000
1,000
Ordinary 'A' shares of £1 each
9,000
9,000
9,000
9,000
10,000
10,000
10,000
10,000
INDIGO SERVICE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
22
Share capital
(Continued)
- 27 -

Ordinary shares and Ordinary A shares are both entitled to dividends and have full voting rights.

23
Share premium account

The share premium arose when the company issued shares at fair value in exchange for shares in Credas Technologies Limited and Ovio Solutions Limited; these investments have now been transferred to the company's parent ICF Holdings Limited via intercompany. During the year, a capital reduction took place for the full £9,994,145, therefore at the year end there is no share premium, instead this is reflected in distributable reserves.

24
Operating lease commitments
Lessee

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

30 September 2025
30 September        2024
£
£
Within one year
225,893
205,901
Between two and five years
414,235
568,854
640,128
774,755
INDIGO SERVICE SOLUTIONS LIMITED
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 30 SEPTEMBER 2025
- 28 -
25
Related party transactions

The company had an existing loan with BEMA Rail Training Limited, a subsidiary of the group. At the year end, the balance outstanding was £6,500 (2024 - £6,500), with this amount being included in debtors: amounts falling due within one year.

 

The company had an existing loan with BMSL Contracting Limited, a subsidiary of the group. At the year end, the balance outstanding was £1,250 (2024 - £1,250), with this amount being included in debtors: amounts falling due within one year.

 

The company had an existing loan with LEC5 Rail Personnel Limited, a subsidiary of the group. At the year end, the balance outstanding was £2,500 (2024 - £1,250), with this amount being included in debtors: amounts falling due within one year.

 

The company had an existing loan with Gatsby Platform Limited, a subsidiary of the group. At the year end, the balance outstanding was £1,850 (2024 - £27,791 creditor), with this amount being included in debtors: amounts falling due within one year.

 

The company had an existing loan with UK Rail Limited, a subsidiary of the group. At the year end, the balance outstanding was £7,000 (2024 - £3,500 creditor), with this amount being included in debtors: amounts falling due within one year.

 

The company had an existing loan with Ovio Solutions Limited, a subsidiary of the group. At the year end, the balance outstanding was £2,892,472 (2024 - £2,654,941), with this amount being included in creditors: amounts falling due within one year. During the year, the company had sales of £0 (2024 - £349,058), management charges paid of £1,093,172 (2024 £1,029,982) and expenses of £76,152 (2024 - £74,107) with Ovio Solutions Limited.

 

The company had an existing loan with Beaver Management Services Limited, a subsidiary of the group. At the year end, the balance outstanding was £1,100,305 (2024 - £1,195,638), with this amount being included in creditors: amounts falling due within one year. During the year, the company had sales of £62,425 (2024 - £0) and bank interest paid of £9,270 (2024 - £0) with Beaver Management Services Limited.

 

The company had an existing loan with Manley Summers Limited, a subsidiary of the group. At the year end, the balance outstanding was £112,545 (2024 - £12,545), with this amount being included in creditors: amounts falling due within one year.

 

The company had an existing loan with ACL Contractor Solutions Limited, a company with a director of close relationship. At the year end, the balance outstanding was £800,000 (2024 - £0), with this amount being included in creditors: amounts falling due within one year.

 

The company has taken advantage of the exception given by section 33.1A of FRS 102 to not disclose related party transactions with other wholly owned subsidiary companies with the group.

26
Parent company and ultimate controlling party

The ultimate parent company of Indigo Service Solutions Limited is ICF Holdings Limited, incorporated in England and Wales. ICF Holdings Limited is the parent undertaking of the smallest and largest group which includes the company for which group financial statements are prepared. Copies of the group financial statements of ICF Holdings Limited are available from the registered office; Bradbury House, Mission Court, Newport, NP20 2DW. Its principal place of business is 4th Floor Suite, Harlequin House, 7 High Street, Teddington, TW11 8EE.

 

There is no ultimate controlling party.

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