REGISTERED NUMBER: 08538456 (England and Wales)

GROUP STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

CONSOLIDATED FINANCIAL STATEMENTS

FOR THE YEAR ENDED 31ST MARCH 2026

FOR

THE CONSUMER ENGAGEMENT GROUP LIMITED

Page

Company Information

1

Group Strategic Report

2

Report of the Directors

4

Report of the Independent Auditors

6

Consolidated Income Statement

10

Consolidated Other Comprehensive Income

11

Consolidated Balance Sheet

12

Company Balance Sheet

13

Consolidated Statement of Changes in Equity

14

Company Statement of Changes in Equity

15

Consolidated Cash Flow Statement

16

Notes to the Consolidated Cash Flow Statement

17

Notes to the Consolidated Financial Statements

18

DIRECTORS:

P J Ephremsen

M T Fox

P H Soanes

REGISTERED OFFICE:

24/25 The Shard Quarter

London

SE1 9SG

REGISTERED NUMBER:

08538456 (England and Wales)

AUDITORS:

Ainsworths Limited

Charter House

Stansfield Street

Nelson

Lancashire

BB9 9XY

The Directors present their strategic report of the company and the group for the year ended 31st March 2026.

INTRODUCTION

The principal activity of the group in the year under review was that of Retail Solutions. The group provides fully outsourced retail store operations for brands and retailers. There has been no change to the principal activity of the group during the year.

REVIEW OF BUSINESS

The overall business has grown significantly in the year and the Directors have been very satisfied with the overall performance of the business.

The business has achieved record performance in the year, with Turnover increasing to £23.9m (from £15.7m), Gross Profit increasing to £10.5m (from £4.8m) and Operating Profit increasing to £4.1m (from (£1.0m).

This exceptional performance has been delivered through growth in all key markets of operation, with the UK and US parts of the business both performing strongly and growing turnover and profit year over year.

The business has also invested this year in its expansion into several new European markets which will position the business for growth in the next year.

During the year the business has completed its repositioning into exclusively offering Retail Solutions to the market, with legacy "brand experience" work accounting for less than 6% of the company's gross profit. Restructuring activities were undertaken during the year to close down these services and strengthen the company's retail capabilities. The board considers the transition to more financially viable Retail Solutions to be fully completed.

Alongside strong growth the business has continued to consider strategic investments in developing future capabilities, and within the year has embedded a Business Strategy team responsible for delivering strategic investments in technology and infrastructure to allow the business to continue to deliver profitable scale.

PRINCIPAL RISKS AND UNCERTAINTIES

The Directors believe a key risk facing the group is foreign exchange risk, with continued international expansion. Forex movements have had a negative impact on the business during the year. In the year ahead, the business will look to mitigate this through customer contract terms and forward contracts for significant foreign currencies held.

The Directors also believe that customer concentration in regulated industries is a key risk. A number of the company's customers operate in regulated sectors, and hence is indirectly exposed to legal/government policy changes beyond the company's control which may affect business operations. The company continues to invest in marketing and business development efforts to grow both the portfolio and industry spread of its customers to mitigate this risk.

FINANCIAL KEY PERFORMANCE INDICATORS

Financial key performance indicators that are measured are Gross Profit, Operating Profit and Net Assets. The business has delivered an exceptional performance in the financial year, with significant Gross Profit and Operating Profit growth. The business has also secured new customers this year, who will generate significant new business next year.

Current assets have increased from £8.2m to £14.8m, with Cash at bank increasing from £3.9m to £11.4m. Net assets have increased from £1.5m to £4.1m.

OTHER KEY PERFORMANCE INDICATORS

Employee satisfaction and retention is carefully measured. Overall employee satisfaction was high as measured by annual employee survey with employees responding as follows: 100% believe in the company mission, 97% trust in the CEO Leadership and 88% felt recognised and appreciated. Of 75 engagement metrics measured, 84% were rated as positive by employees.

Employee retention was also strong throughout the year, with turnover at just 5%

LinkedIn followers for the Agile Retail brand increased 387% in the year.

There were no health and safety incidents reported in the year.

ON BEHALF OF THE BOARD:

M T Fox - Director

16th July 2026

The directors present their report with the financial statements of the company and the group for the year ended 31st March 2026.

DIVIDENDS

The total distribution of dividends for the year ended 31st March 2026 will be £765,888.

Equity dividends are recognised when they become legally payable. Interim equity dividends are recognised when paid. Final equity dividends are recognised when approved by the shareholders at an annual general meeting.

DIRECTORS

The directors shown below have held office during the whole of the period from 1st April 2025 to the date of this report.

P J Ephremsen

M T Fox

P H Soanes

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the Group Strategic Report, the Report of the Directors 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 the group and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

-	prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and the group's transactions and disclose with reasonable accuracy at any time the financial position of the company and the group 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 the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the directors are aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the group's auditors are unaware, and each director has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the group's auditors are aware of that information.

AUDITORS

The auditors, Ainsworths Limited, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

M T Fox - Director

16th July 2026

Opinion

We have audited the financial statements of The Consumer Engagement Group Limited (the 'parent company') and its subsidiaries (the 'group') for the year ended 31st March 2026 which comprise the Consolidated Income Statement, Consolidated Other Comprehensive Income, Consolidated Balance Sheet, Company Balance Sheet, Consolidated Statement of Changes in Equity, Company Statement of Changes in Equity, Consolidated Cash Flow Statement and Notes to the Consolidated Cash Flow Statement, Notes to the Financial Statements, including a summary of 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:

-	give a true and fair view of the state of the group's and of the parent company affairs as at 31st March 2026 and of the group's profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

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 Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the group 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 group's and the parent 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 directors are responsible for the other information. The other information comprises the information in the Group Strategic Report and the Report of the Directors, but does not include the financial statements and our Report of the Auditors 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 audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. 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 the audit:

-	the information given in the Group Strategic Report and the Report of the Directors for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Group Strategic Report and the Report of the Directors have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of the audit, we have not identified material misstatements in the Group Strategic Report or the Report of the Directors.

We have nothing to report in respect of the following matters where the Companies Act 2006 requires us to report to you if, in our opinion:

-	adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or

-	the parent company financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of directors' remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of directors

As explained more fully in the Statement of Directors' Responsibilities set out on page four, 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 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 group's and the parent 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 group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditors' 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 a Report of the Auditors 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.

The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Based on our understanding of the Company and the nature of the sector in which it operates, we have identified that the principal risks of non-compliance with laws and regulations related to, but were not limited to, the Companies Act 2006 and tax legislation.

We have evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including the risk of override of controls) and determined that the principal risk was related to inappropriate journal entries. Our audit procedures designed to address these risks included, but were not limited to:

-

Enquires with management, regarding any known or suspected instances of non-compliance with laws and regulations, and fraud;

-

Agreement of the financial statement disclosures to the underlying supporting documentation;

-

Performing analytical procedures to identify any unusual or unexpected relationships that may indicate risk of material misstatement due to fraud;

-

Auditing the risk of management override of controls, including through the testing journal entries and other adjustments for appropriateness;

-

Obtaining an understanding of provisions and holding discussions with management to understand the basis of recognition or non-recognition of tax provisions; and

-

Obtaining an understanding of internal controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal controls.

Our audit procedures were designed to respond to risks of material misstatement in the financial statements, recognising that 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 concealment by misrepresentations or through collusion. There are inherent limitations in the audit procedures performed and the further removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely we are to become aware of it.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at www.frc.org.uk/auditorsresponsibilities. This description forms part of our Report of the Auditors.

Use of our report

This report is made solely to the company's members, as a body, 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 members those matters we are required to state to them in a Report of the Auditors 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 members as a body, for our audit work, for this report, or for the opinions we have formed.

Mark Sunter FCA (Senior Statutory Auditor)

for and on behalf of Ainsworths Limited

Charter House

Stansfield Street

Nelson

Lancashire

BB9 9XY

16th July 2026

TURNOVER

3

23,894,147

15,666,037

Cost of sales

13,354,239

10,897,513

GROSS PROFIT

10,539,908

4,768,524

Administrative expenses

6,403,065

3,752,609

OPERATING PROFIT

5

4,136,843

1,015,915

Income from shares in group undertakings

137,888

49,243

Interest receivable and similar income

226,467

21,949

364,355

71,192

4,501,198

1,087,107

Interest payable and similar expenses

6

9,137

9,891

PROFIT BEFORE TAXATION

4,492,061

1,077,216

Tax on profit

7

1,089,016

250,601

PROFIT FOR THE FINANCIAL YEAR

3,403,045

826,615

Profit attributable to:

Owners of the parent

3,403,045

826,615

PROFIT FOR THE YEAR

3,403,045

826,615

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

3,403,045

826,615

Total comprehensive income attributable to:

Owners of the parent

3,403,045

826,615

FIXED ASSETS

Intangible assets

10

26,718

-

Tangible assets

11

109,197

104,059

Investments

12

735

735

136,650

104,794

CURRENT ASSETS

Stocks

13

211,670

161,317

Debtors

14

3,236,630

4,177,600

Cash at bank and in hand

11,366,086

3,854,432

14,814,386

8,193,349

CREDITORS

Amounts falling due within one year

15

10,771,767

6,758,442

NET CURRENT ASSETS

4,042,619

1,434,907

TOTAL ASSETS LESS CURRENT LIABILITIES

4,179,269

1,539,701

CREDITORS

Amounts falling due after more than one year

16

(20,785

)

(25,908

)

PROVISIONS FOR LIABILITIES

20

(22,007

)

(14,473

)

NET ASSETS

4,136,477

1,499,320

CAPITAL AND RESERVES

Called up share capital

21

810

810

Retained earnings

22

4,135,667

1,498,510

SHAREHOLDERS' FUNDS

4,136,477

1,499,320

The financial statements were approved by the Board of Directors and authorised for issue on 16th July 2026 and were signed on its behalf by:

M T Fox - Director

FIXED ASSETS

Intangible assets

10

26,718

-

Tangible assets

11

71,731

68,646

Investments

12

735

735

99,184

69,381

CURRENT ASSETS

Stocks

13

211,670

161,317

Debtors

14

3,223,305

4,648,087

Cash at bank and in hand

11,284,076

3,410,083

14,719,051

8,219,487

CREDITORS

Amounts falling due within one year

15

11,027,581

6,774,944

NET CURRENT ASSETS

3,691,470

1,444,543

TOTAL ASSETS LESS CURRENT LIABILITIES

3,790,654

1,513,924

CREDITORS

Amounts falling due after more than one year

16

(20,785

)

(25,908

)

PROVISIONS FOR LIABILITIES

20

(22,007

)

(14,473

)

NET ASSETS

3,747,862

1,473,543

CAPITAL AND RESERVES

Called up share capital

21

810

810

Retained earnings

22

3,747,052

1,472,733

SHAREHOLDERS' FUNDS

3,747,862

1,473,543

Company's profit for the financial year

3,040,207

800,838

The financial statements were approved by the Board of Directors and authorised for issue on 16th July 2026 and were signed on its behalf by:

M T Fox - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1st April 2024

810

1,361,138

1,361,948

Changes in equity

Dividends

-

(689,243

)

(689,243

)

Total comprehensive income

-

826,615

826,615

Balance at 31st March 2025

810

1,498,510

1,499,320

Changes in equity

Dividends

-

(765,888

)

(765,888

)

Total comprehensive income

-

3,403,045

3,403,045

Balance at 31st March 2026

810

4,135,667

4,136,477

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1st April 2024

810

1,361,138

1,361,948

Changes in equity

Dividends

-

(689,243

)

(689,243

)

Total comprehensive income

-

800,838

800,838

Balance at 31st March 2025

810

1,472,733

1,473,543

Changes in equity

Dividends

-

(765,888

)

(765,888

)

Total comprehensive income

-

3,040,207

3,040,207

Balance at 31st March 2026

810

3,747,052

3,747,862

Cash flows from operating activities

Cash generated from operations

1

8,637,452

3,587,871

Interest paid

(9,137

)

(9,891

)

Tax paid

(629,224

)

9,000

Net cash from operating activities

7,999,091

3,586,980

Cash flows from investing activities

Purchase of intangible fixed assets

(29,137

)

-

Purchase of tangible fixed assets

(60,897

)

(80,036

)

Sale of tangible fixed assets

-

500

Interest received

226,467

21,949

Dividends received

137,888

49,243

Net cash from investing activities

274,321

(8,344

)

Cash flows from financing activities

Loan repayments in year

(5,870

)

(5,727

)

Amount introduced by directors

10,000

-

Amount withdrawn by directors

-

(8,700

)

Equity dividends paid

(765,888

)

(689,243

)

Net cash from financing activities

(761,758

)

(703,670

)

Increase in cash and cash equivalents

7,511,654

2,874,966

Cash and cash equivalents at beginning of year

2

3,854,432

979,466

Cash and cash equivalents at end of year

2

11,366,086

3,854,432

1.	RECONCILIATION OF PROFIT BEFORE TAXATION TO CASH GENERATED FROM OPERATIONS

31.3.26

31.3.25

£

£

Profit before taxation

4,492,061

1,077,216

Depreciation charges

58,178

49,105

Loss on disposal of fixed assets

-

1,500

Finance costs

9,137

9,891

Finance income

(364,355

)

(71,192

)

4,195,021

1,066,520

(Increase)/decrease in stocks

(50,353

)

30,693

Decrease/(increase) in trade and other debtors

930,970

(1,715,944

)

Increase in trade and other creditors

3,561,814

4,206,602

Cash generated from operations

8,637,452

3,587,871

2.	CASH AND CASH EQUIVALENTS

The amounts disclosed on the Cash Flow Statement in respect of cash and cash equivalents are in respect of these Balance Sheet amounts:

Year ended 31st March 2026

31.3.26

1.4.25

£

£

Cash and cash equivalents

11,366,086

3,854,432

Year ended 31st March 2025

31.3.25

1.4.24

£

£

Cash and cash equivalents

3,854,432

979,466

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.4.25

Cash flow

At 31.3.26

£

£

£

Net cash

Cash at bank and in hand

3,854,432

7,511,654

11,366,086

3,854,432

7,511,654

11,366,086

Debt

Debts falling due within 1 year

(6,617

)

747

(5,870

)

Debts falling due after 1 year

(25,908

)

5,123

(20,785

)

(32,525

)

5,870

(26,655

)

Total

3,821,907

7,517,524

11,339,431

1.	STATUTORY INFORMATION

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

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

These financial statements have been prepared in accordance with Financial Reporting Standard 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland" and the Companies Act 2006. The financial statements have been prepared under the historical cost convention.

Related party exemption

The company has taken advantage of exemption, under the terms of Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', not to disclose related party transactions with wholly owned subsidiaries within the group.

Transactions between group entities which have been eliminated on consolidation are not disclosed within the financial statements.

Significant judgements and estimates

The preparation of financial statements in conformity with generally accepted accounting practice requires management to make estimates and judgement that affect the reported amounts of assets and liabilities as well as the disclosure of contingent assets and liabilities at the balance sheet date and the reported amounts of revenues and expenses during the reporting period.

There is estimation uncertainty in calculating bad debt provisions and a review of trade debtors is carried regularly. Whilst every attempt is made to ensure that the bad debt provisions are as accurate as possible, here remains a risk that the provision do not match the level of debts which ultimately prove to be uncollectable.

There is estimation uncertainty in calculating year end WIP balances. Management is required to assess the stage of completion of ongoing projects and, expected costs to complete, and the recoverability of these costs. These estimates are based on historical experience, project budgets, and discussions with project managers. Changes in these estimates could have a material impact on the carrying value of WIP and reported profit.

Turnover

Retail Solutions

Turnover comprises income recognised by the company in respect of sale of goods exclusive of VAT and trade discounts. Turnover is recognised when the risk and rewards are transferred to the customer. This is on the purchase of goods in store.

Brand activations

Turnover comprises income recognised by the company in respect of services for brand experience through sampling and engagement exclusive of VAT and trade discounts.

The services are often performed gradually over time and sometimes fall into different accounting periods. The policy for recognising turnover and profits on these contracts are assessed on a contract by contract basis and turnover and related costs are recognised as activity progresses.

Where the contract outcome can be assessed with reasonable certainty prudently calculated profits are taken to reflect the proportion of the work carried out as the activity progresses. Where the substance of the contract is that the right to consideration does not arise until the occurrence of a critical event revenue is not recognised until that event occurs. Any foreseeable loss is recognised immediately in the profit and loss account.

Goodwill

Goodwill, being the amount paid in connection with the acquisition of a business in 2020, is being amortised evenly over its estimated useful life of five years.

Intangible assets

Intangible assets are initially measured at cost. After initial recognition, intangible assets are measured at cost less any accumulated amortisation and any accumulated impairment losses.

Computer software is being amortised evenly over its estimated useful life of ten years.

Tangible fixed assets

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

Fixtures and fittings

-

20% on cost

Motor vehicles

-

20% on cost

Computer equipment

-

33% on cost

Tangible fixed assets under the cost model are stated at historical cost less accumulated depreciation and any accumulated impairment losses. Historical cost includes expenditure that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

Investments in subsidiaries

Investments in subsidiary undertakings are recognised at cost.

Investments in unlisted company shares are measured at cost less accumulated impairment.

Stocks

Stocks are valued at the lower of cost and net realisable value, after making due allowance for obsolete and slow moving items.