Company Registration No. 06364614 (England and Wales)
Understanding Recruitment Ltd
Annual report and
group financial statements
for the year ended 31 December 2025
Understanding Recruitment Ltd
Company information
Directors
Christopher Jackson
Dale Swords
Miles Hunt
Secretary
Dale Swords
Company number
06364614
Registered office
Second Floorsuite
Abbeyview
38-40 The Maltings
St Albans
Hertfordshire
AL1 3HL
Auditor
Saffery LLP
71 Queen Victoria Street
London
EC4V 4BE
Understanding Recruitment Ltd
Contents
Page
Strategic report
1 - 3
Directors' report
4 - 5
Independent auditor's report
6 - 9
Group statement of comprehensive income
10
Group statement of financial position
11
Company statement of financial position
12
Group statement of changes in equity
13
Company statement of changes in equity
14
Group statement of cash flows
15
Notes to the financial statements
16 - 29
Understanding Recruitment Ltd
Strategic report
For the year ended 31 December 2025
1

The Directors present their Strategic Report for the year ended 31 December 2025 for Understanding Recruitment Limited (the “Company”) and its subsidiary undertakings (together, the “Group”), prepared in accordance with the Companies Act 2006 and applicable UK accounting standards, including FRS 102.

Review of the business

The principal activity of the Group during the year remained the provision of specialist recruitment, executive search, and talent solutions services.

The Group operates primarily in the United Kingdom, with its head office in St Albans, Hertfordshire, and has an 80% owned subsidiary in the United States. The Group delivers services across eight core technology-focused verticals, supported by Contracts and Charity divisions, alongside a developing Statement of Work (“SoW”) and solutions-based offering.

The Group completed the establishment of an Employee Ownership Trust (“EOT”) in January 2023. The EOT forms a key component of the Group’s long-term strategy to promote employee engagement, retention, and alignment with business performance.

Following a period of strong financial performance in 2022, trading conditions remained challenging throughout 2023 to 2025. This reflected reduced hiring activity across key markets, driven by macroeconomic uncertainty, inflationary pressures, and constrained client investment.

The Directors exercised judgement in 2023 and 2024 in maintaining operational capacity, including headcount, in order to preserve long-term capability. This approach, while strategically aligned to the Group’s people-led model, resulted in reduced profitability in those periods.

During the year ended 31 December 2025, the Group implemented a series of actions to improve operational efficiency and align the cost base with current market conditions. These actions included organisational restructuring, reallocation of resources toward higher-performing markets (notably the United States), and the implementation of enhanced performance management processes.

As a result, the Group’s financial performance improved during the year, with trading losses significantly reduced and the business approaching break-even at the reporting date.

The Group has continued to invest selectively in key areas, including workforce capability, technology infrastructure, and brand development. The Directors remain committed to the delivery of a diversified “Total Talent” model, aimed at providing integrated and scalable workforce solutions.

Principal risks and uncertainties

The Directors have carried out a robust assessment of the principal risks and uncertainties facing the Group. The Group’s risk management framework is designed to identify, evaluate, and mitigate risks that could impact the achievement of strategic objectives.

1. Loss of Key Personnel

The Group’s future performance is dependent on its ability to attract, retain, and motivate skilled employees.

Mitigation measures include the operation of an Employee Ownership Trust and Enterprise Management Incentive (“EMI”) schemes, alongside competitive remuneration benchmarking. The Group also invests in employee engagement, wellbeing initiatives, and Diversity & Inclusion (“D&I”) programmes.

2. Client Retention and Concentration

The Group is exposed to the risk of reduced demand from, or loss of, key clients.

This risk is mitigated through active client relationship management, structured feedback processes, and continued investment in candidate networks and CRM systems. The Group maintains a focus on diversifying its client base to reduce concentration risk.

Understanding Recruitment Ltd
Strategic report (continued)
For the year ended 31 December 2025
2

5. Technological Change and Artificial Intelligence

The increasing adoption of artificial intelligence presents both structural risks and opportunities.

There is a risk of reduced demand in certain areas of technology recruitment; however, the Group is actively repositioning its service offering toward higher-growth areas, including AI-related specialisms.

6. Liquidity and Going Concern

The Group maintains a focus on liquidity and working capital management.

Cash flow forecasts are prepared and reviewed regularly, incorporating a range of scenarios reflecting potential downside risks. The Group maintains access to funding through an invoice discounting facility, which was expanded during the year to include permanent placement revenue.

The Group continues to service its CBILS loan, with full repayment expected in 2026.

The Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future and, accordingly, continue to adopt the going concern basis in preparing the financial statements.

7. UK Economic Environment and Cost Pressures

The Group is exposed to UK-specific economic pressures, including inflation and increases in employer-related costs.

The Directors continue to monitor these pressures and take actions to manage the cost base and maintain operational efficiency.

Key performance indicators

The Directors monitor a range of financial and operational KPIs to assess the Group’s performance and financial position. These include:

- Net Fee Income (“NFI”) and NFI per fee earner;

- Revenue;

- Profit before taxation;

- Headcount and productivity ratios; and

- Net current assets and working capital metrics.

These KPIs are reviewed regularly and are used to inform strategic and operational decision-making.

Future plans
The Directors have assessed the prospects of the Group over the medium term, taking into account current market conditions, principal risks, and the effectiveness of mitigating actions.
While economic conditions remain uncertain, the actions taken during the year to realign the cost base, improve operational discipline, and focus on higher-growth markets are expected to support a return to profitability.
The Group's forecasts, including sensitivity analysis on key assumptions such as revenue growth, headcount productivity, and cost control, indicate that the Group is able to operate within its available financial resources.
Accordingly, the Directors have a reasonable expectation that the Group will be able to continue in operation and meet its liabilities as they fall due for the foreseeable future.
Understanding Recruitment Ltd
Strategic report (continued)
For the year ended 31 December 2025
3

The Group will continue to focus on:

- Strengthening its position in core and emerging technology verticals;

- Expanding its solutions-based and SoW offerings;

- Scaling its US operations; and

- Enhancing its use of technology and data to drive efficiency and client outcomes.

On behalf of the board

Christopher Jackson
Director
28 July 2026
Understanding Recruitment Ltd
Directors' report
For the year ended 31 December 2025
4

The directors present their annual report and financial statements for the year ended 31 December 2025.

Principal activities

The principal activity of the company and group continued to be that of recruitment services.

Results and dividends

The results for the year are set out on page 10.

No ordinary dividends were paid. The directors do not recommend payment of a further dividend.

Directors

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

Christopher Jackson
Dale Swords
Miles Hunt
Statement of directors' responsibilities

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 prepared the group and parent company 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 group and parent company, 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;

- state whether applicable U nited K ingdom Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements; and

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

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

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 auditor of the company 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 auditor of the company is aware of that information.

Matters covered in the strategic report

The group has chosen in accordance with Companies Act 2006, s. 414C(11) to set out in the group'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 future developments and financial risk management.

Understanding Recruitment Ltd
Directors' report (continued)
For the year ended 31 December 2025
5
Going concern

The Directors consider that Understanding Recruitment Limited remains a going concern for the consideration and approval of the financial statements. Despite economic challenges in previous periods, the group has maintained a suitable cash position, improved debtor days, and maintained its invoice financing through Cynergy Bank.

The business has returned to profitability in early 2026 outside of the impact of refocusing some of the UK teams into the much more profitable and stable US Artificial Intelligence market and the exceptional cost impact of cost saving initiatives. All of the measures undertaken by management provide a more cost efficient and scalable business to trade going forward in both the remainder of 2026 and beyond.

The directors continue to review the financial and cash flow forecasts for a period of at least twelve months from the date of approval of the financial statements. The business has a close working relationship and support from its financial providers. Understanding Recruitment Limited continues to actively manage risks, invest in staff retention, and diversify its services. On the basis of the above assessment the going concern assumption is considered appropriate.

Medium-sized companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the medium-sized companies exemption.
On behalf of the board
Christopher Jackson
Director
28 July 2026
Understanding Recruitment Ltd
Independent auditor's report
To the members of Understanding Recruitment Ltd
6
Opinion

We have audited the financial statements of Understanding Recruitment Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025 which comprise the group statement of comprehensive income, the group statement of financial position, the company statement of financial position, the group statement of changes in equity, the company statement of changes in equity, the group statement of cash flows 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:

- give a true and fair view of the state of the group's and the parent company's affairs as at 31 December 2025 and of the group's loss 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 Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the group and parent 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 group's and 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 other information comprises the information included in the annual report other than the financial statements and our auditor's report thereon. The directors are responsible for the other information contained within the annual report. 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. 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 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.

Understanding Recruitment Ltd
Independent auditor's report (continued)
To the members of Understanding Recruitment Ltd
7

Opinions on other matters prescribed by the Companies Act 2006

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

- T he information given in the strategic report and the directors' r eport for the financial year for which the financial statements are prepared is consistent with the financial statements; and

- The strategic report and the directors' report 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 their environment obtained in the course of the audit, we have not identifie d material misstatements in the strategic report or the directors' r eport.

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:

- 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 directors' r esponsibilities s tatement, 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 group's and 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 parent 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.

Understanding Recruitment Ltd
Independent auditor's report (continued)
To the members of Understanding Recruitment Ltd
8

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 specific procedures for this engagement and the extent to which these are capable of detecting irregularities, including fraud are detailed below.

Identifying and assessing risks related to irregularities:

We assessed the susceptibility of the group and parent company’s financial statements to material misstatement and how fraud might occur, including through discussions with the directors, discussions within our audit team planning meeting, updating our record of internal controls and ensuring these controls operated as intended. We evaluated possible incentives and opportunities for fraudulent manipulation of the financial statements. We identified laws and regulations that are of significance in the context of the group and parent company by discussions with directors and by updating our understanding of the sector in which the group and parent company operates.

Laws and regulations of direct significance in the context of the group and parent company include The Companies Act 2006 and UK Tax legislation.

Audit response to risks identified

We considered the extent of compliance with these laws and regulations as part of our audit procedures on the related financial statement items including a review of group and parent company financial statement disclosures. We reviewed the parent company's records of breaches of laws and regulations, minutes of meetings and correspondence with relevant authorities to identify potential material misstatements arising. We discussed the parent company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.

During the planning meeting with the audit team, the engagement partner drew attention to the key areas which might involve non-compliance with laws and regulations or fraud. We enquired of management whether they were aware of any instances of non-compliance with laws and regulations or knowledge of any actual, suspected or alleged fraud. We addressed the risk of fraud through management override of controls by testing the appropriateness of journal entries and identifying any significant transactions that were unusual or outside the normal course of business. We assessed whether judgements made in making accounting estimates gave rise to a possible indication of management bias. At the completion stage of the audit, the engagement partner’s review included ensuring that the team had approached their work with appropriate professional scepticism and thus the capacity to identify non-compliance with laws and regulations and fraud.

As group auditors, our assessment of matters relating to non-compliance with laws or regulations and fraud differed at group and component level according to their particular circumstances. Our communications included a request to identify instances of non-compliance with laws and regulations and fraud that could give rise to a material misstatement of the group financial statements in addition to our risk assessment.

There are inherent limitations in the audit procedures described above 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 would become aware of it. Also, 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 concealment by, for example, forgery or intentional misrepresentations, or through collusion.

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.

Understanding Recruitment Ltd
Independent auditor's report (continued)
To the members of Understanding Recruitment Ltd
9

Use of our report

This report is made solely to the parent 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 parent company’s members those matters we are required to state to them 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 parent company and the parent company’s members as a body, for our audit work, for this report, or for the opinions we have formed.

Roger Weston (Senior Statutory Auditor)
For and on behalf of Saffery LLP
28 July 2026
Statutory Auditors
71 Queen Victoria Street
London
EC4V 4BE
Understanding Recruitment Ltd
Group statement of comprehensive income
For the year ended 31 December 2025
10
2025
2024
Notes
£
£
Turnover
3
10,837,883
13,211,102
Cost of sales
(4,569,093)
(5,711,838)
Gross profit
6,268,790
7,499,264
Administrative expenses
(6,436,051)
(8,333,651)
Operating loss
4
(167,261)
(834,387)
Interest receivable and similar income
-
0
27,956
Interest payable and similar expenses
7
(46,959)
(46,760)
Loss before taxation
(214,220)
(853,191)
Tax on loss
8
14,568
(122,693)
Loss for the financial year
(199,652)
(975,884)
Other comprehensive income
Currency translation gain/(loss) taken to retained earnings
53,660
(12,887)
Total comprehensive income for the year
(145,992)
(988,771)
Loss for the financial year is attributable to:
- Owners of the parent company
(123,702)
(938,574)
- Non-controlling interests
(75,950)
(37,310)
(199,652)
(975,884)
Total comprehensive income for the year is attributable to:
- Owners of the parent company
(70,042)
(951,461)
- Non-controlling interests
(75,950)
(37,310)
(145,992)
(988,771)
Understanding Recruitment Ltd
Group statement of financial position
As at 31 December 2025
11
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
9
43,296
78,140
43,296
78,140
Current assets
Debtors
12
1,522,929
1,518,157
Cash at bank and in hand
573,659
1,181,613
2,096,588
2,699,770
Creditors: amounts falling due within one year
13
(2,014,630)
(2,237,325)
Net current assets
81,958
462,445
Total assets less current liabilities
125,254
540,585
Creditors: amounts falling due after more than one year
14
-
(45,000)
Net assets
125,254
495,585
Capital and reserves
Called up share capital
18
432
432
Profit and loss reserves
98,624
393,005
Equity attributable to owners of the parent company
99,056
393,437
Non-controlling interests
26,198
102,148
Total equity
125,254
495,585

These financial statements have been prepared in accordance with the provisions relating to medium-sized groups.

The financial statements were approved by the board of directors and authorised for issue on 28 July 2026 and are signed on its behalf by:
Christopher Jackson
Dale Swords
Director
Director
Company registration number 06364614 (England and Wales)
Understanding Recruitment Ltd
Company statement of financial position
As at 31 December 2025
12
2025
2024
Notes
£
£
£
£
Fixed assets
Tangible assets
9
29,931
54,099
Investments
10
16
16
29,947
54,115
Current assets
Debtors
12
1,500,589
1,469,535
Cash at bank and in hand
373,480
597,553
1,874,069
2,067,088
Creditors: amounts falling due within one year
13
(1,793,285)
(1,961,036)
Net current assets
80,784
106,052
Total assets less current liabilities
110,731
160,167
Creditors: amounts falling due after more than one year
14
-
0
(45,000)
Net assets
110,731
115,167
Capital and reserves
Called up share capital
18
432
432
Profit and loss reserves
110,299
114,735
Total equity
110,731
115,167

As permitted by section 408 of the Companies Act 2006, the c ompany has not presented its own profit and loss account and related notes. The c ompany’s profit for the year was £219,903 (2024 - £788,591 loss).

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

The financial statements were approved by the board of directors and authorised for issue on 28 July 2026 and are signed on its behalf by:
Christopher Jackson
Dale Swords
Director
Director
Company registration number 06364614 (England and Wales)
Understanding Recruitment Ltd
Group statement of changes in equity
For the year ended 31 December 2025
13
Share capital
Profit and loss reserves
Total controlling interest
Non-controlling interest
Total
Notes
£
£
£
£
£
Balance at 1 January 2024
432
1,344,466
1,344,898
139,458
1,484,356
Year ended 31 December 2024:
Loss for the year
-
(938,574)
(938,574)
(37,310)
(975,884)
Other comprehensive income:
Currency translation differences
-
(12,887)
(12,887)
-
(12,887)
Total comprehensive income for the year
-
(951,461)
(951,461)
(37,310)
(988,771)
Balance at 31 December 2024
432
393,005
393,437
102,148
495,585
Year ended 31 December 2025:
Loss for the year
-
(123,702)
(123,702)
(75,950)
(199,652)
Other comprehensive income:
Currency translation differences
-
53,660
53,660
-
53,660
Total comprehensive income for the year
-
(70,042)
(70,042)
(75,950)
(145,992)
Distribution to Employee Ownership Trust
-
(224,339)
(224,339)
-
(224,339)
Balance at 31 December 2025
432
98,624
99,056
26,198
125,254
Understanding Recruitment Ltd
Company statement of changes in equity
For the year ended 31 December 2025
14
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2024
432
903,326
903,758
Year ended 31 December 2024:
Loss and total comprehensive income for the year
-
(788,591)
(788,591)
Balance at 31 December 2024
432
114,735
115,167
Year ended 31 December 2025:
Profit and total comprehensive income for the year
-
219,903
219,903
Distribution to Employee Ownership Trust
-
(224,339)
(224,339)
Balance at 31 December 2025
432
110,299
110,731
Understanding Recruitment Ltd
Group statement of cash flows
For the year ended 31 December 2025
15
2025
2024
Notes
£
£
£
£
Cash flows from operating activities
Cash absorbed by operations
21
(306,122)
(351,202)
Interest paid
(46,959)
(46,760)
Income taxes (paid)/refunded
(227,370)
651,404
Net cash (outflow)/inflow from operating activities
(580,451)
253,442
Investing activities
Purchase of tangible fixed assets
(16,383)
(46,914)
Proceeds from disposal of tangible fixed assets
15
-
Repayment of loans
-
(38)
Interest received
-
0
27,956
Net cash used in investing activities
(16,368)
(18,996)
Financing activities
Repayment of bank loans
(90,000)
(90,000)
Distribution to Employee Ownership Trust
(224,339)
-
0
Net cash used in financing activities
(314,339)
(90,000)
Net (decrease)/increase in cash and cash equivalents
(911,158)
144,446
Cash and cash equivalents at beginning of year
938,475
806,714
Effect of foreign exchange rates
54,334
(12,685)
Cash and cash equivalents at end of year
81,651
938,475
Relating to:
Cash at bank and in hand
573,659
1,181,613
Bank overdrafts included in creditors payable within one year
(492,008)
(243,138)
Understanding Recruitment Ltd
Notes to the group financial statements
For the year ended 31 December 2025
16
1
Accounting policies
Company information

Understanding Recruitment Ltd (“the company”) is a private company limited by shares incorporated in England and Wales. The registered office is Second Floorsuite, Abbeyview, 38-40 The Maltings, St Albans, Hertfordshire, AL1 3HL.

The group consists of Understanding Recruitment Ltd and all of its subsidiaries.

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 a mounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include certain financial instruments at fair value. The principal accounting policies adopted are set out below.

The 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 for parent company information presented within the consolidated financial statements:

- Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

- Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues: Interest income/expense and net gains/losses for financial instruments not measured at fair value; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

- Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements;

- Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

1.2
Basis of consolidation

The consolidated group financial statements consist of the financial statements of the parent company Understanding Recruitment Ltd together with all entities controlled by the parent company (its subsidiaries) and the group’s share of its interests in joint ventures and associates.

All financial statements are made up to 31 December 202 5. Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into line with those used by other members of the g roup.

All intra-group transactions, balances and unrealised gains on transactions between group companies are eliminated on consolidation. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Subsidiaries are consolidated in the group’s financial statements from the date that control commences until the date that control ceases.

Understanding Recruitment Ltd
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies (continued)
17
1.3
Going concern

The Directors consider that Understanding Recruitment Limited remains a going concern for the consideration and approval of the financial statements. Despite economic challenges in 2023 and 2024, the group has maintained a strong cash position, improved debtor days, and secured enhanced invoice financing through Cynergy Bank.

The business has returned to profitability in early 2026 outside of the impact of refocusing some of the UK teams into the much more profitable and stable US Artificial Intelligence market and the exceptional cost impact of cost saving initiatives. All of the measures undertaken by management provide a more cost efficient and scalable business to trade going forward in both the remainder of 2026 and beyond.

The directors continue to review the financial and cash flow forecasts for a period of at least twelve months from the date of approval of the financial statements. The business has a close working relationship and support from its financial providers. Understanding Recruitment Limited continues to actively manage risks, invest in staff retention, and diversify its services. On the basis of the above assessment the going concern assumption is considered appropriate.

1.4
Turnover

Turnover, which excludes value added tax, comprises of the value of services undertaken by the company under its principal activity, which is the provision of recruitment consultancy services. This broadly consists of:

- turnover from contractor placements, representing fees billed for the services of contractors including their costs which is recognised when the service has been provided.

- turnover from permanent placements, representing fees billed for placing a candidate which is recognised on the start date of the candidate.

Turnover not invoiced at the balance sheet date is included within accrued income.

1.5
Tangible fixed assets

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

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 land and buildings
20% per annum
Fixtures and fittings
25% per annum
Computer equipment
33.3% per annum

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 recognised in the income statement.

1.6
Fixed asset investments

Equity in vest ments are measured at fair value through profit or loss, except for those equity investments that are not publicly traded and whose fair value cannot otherwise be measured reliably, which are recognised at cost less impairment until a reliable measure of fair value becomes available.

I n the parent company financial statements, investments in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses.

Understanding Recruitment Ltd
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies (continued)
18

A subsidiary is an entity controlled by the group. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

1.7
Impairment of fixed assets

At each reporting period end date, the group reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

The carrying amount of the investments accounted for using the equity method is tested for impairment as a single asset. Any goodwill included in the carrying amount of the investment is not tested separately for impairment.

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the impairment loss is treated as a revaluation decrease.

Recognised impairment losses are reversed if, and only if, the reasons for the impairment loss have ceased to apply. Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognised immediately in profit or loss, unless the relevant asset is carried at a revalued amount, in which case the reversal of the impairment loss is treated as a revaluation increase.

1.8
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 current liabilities.

1.9
Financial instruments

The group 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 group's statement of financial position when the group becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset and 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.

Understanding Recruitment Ltd
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies (continued)
19
Basic financial assets

Basic financial assets, which include debtors, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

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 group 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 group after deducting all of its liabilities.

Basic financial liabilities

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, 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 paymen ts 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.

Derecognition of financial liabilities

Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.

Understanding Recruitment Ltd
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies (continued)
20
1.10
Equity instruments

Equity instruments issued by the group are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the group.

1.11
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 income statement 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 group’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.

1.12
Employee benefits

The costs of short-term employee benefits are recognised as a liability and an expense, unless those costs are required to be recognised as part of the cost of stock or fixed assets.

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

Termination benefits are recognised immediately as an expense when the company is demonstrably committed to terminate the employment of an employee or to provide termination benefits.

1.13
Retirement benefits

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

1.14
Share-based payments

Equity-settled share-based payments are measured at fair value at the date of grant by reference to the fair value of the equity instruments granted using the intrinsic valuation model. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the estimate of shares that will eventually vest. A corresponding adjustment is made to equity.

When the terms and conditions of equity-settled share-based payments at the time they were granted are subsequently modified, the fair value of the share-based payment under the original terms and conditions and under the modified terms and conditions are both determined at the date of the modification. Any excess of the modified fair value over the original fair value is recognised over the remaining vesting period in addition to the grant date fair value of the original share-based payment. The share-based payment expense is not adjusted if the modified fair value is less than the original fair value.

Cancellations or settlements (including those resulting from employee redundancies) are treated as an acceleration of vesting and the amount that would have been recognised over the remaining vesting period is recognised immediately.

Understanding Recruitment Ltd
Notes to the group financial statements (continued)
For the year ended 31 December 2025
1
Accounting policies (continued)
21
1.15
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 except where another more systematic basis is more representative of the time pattern in which economic benefits from the lease d asset are consumed.

1.16
Foreign exchange

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

2
Critical accounting judgements and key sources of estimation uncertainty

In the application of the group’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.

3
Turnover
2025
2024
£
£
Turnover analysed by class of business
Recruitment services
10,837,883
13,211,102
2025
2024
£
£
Turnover analysed by geographical market
United Kingdom
7,368,458
8,399,306
United States
3,103,969
4,119,370
Rest of World
365,456
692,426
10,837,883
13,211,102
4
Operating loss
2025
2024
£
£
Operating loss for the year is stated after charging:
Exchange losses
68,120
3,194
Depreciation of owned tangible fixed assets
50,538
70,801
Operating lease charges
360,905
451,872
Understanding Recruitment Ltd
Notes to the group financial statements (continued)
For the year ended 31 December 2025
22
5
Employees

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

Group
Company
2025
2024
2025
2024
Number
Number
Number
Number
63
82
51
65

Their aggregate remuneration comprised:

Group
Company
2025
2024
2025
2024
£
£
£
£
Wages and salaries
4,066,870
5,665,045
3,088,819
4,192,306
Social security costs
546,149
605,313
464,513
492,295
Pension costs
110,004
144,297
91,570
121,001
4,723,023
6,414,655
3,644,902
4,805,602

Redundancy and termination payments in the year amounted to £70,537.

6
Directors' remuneration
2025
2024
£
£
Remuneration for qualifying services
245,051
309,110
Company pension contributions to defined contribution schemes
15,950
14,843
261,001
323,953

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

Remuneration disclosed above includes the following amounts paid to the highest paid director:
2025
2024
£
£
Remuneration for qualifying services
142,901
184,673
Company pension contributions to defined contribution schemes
8,828
8,938
Understanding Recruitment Ltd
Notes to the group financial statements (continued)
For the year ended 31 December 2025
23
7
Interest payable and similar expenses
2025
2024
£
£
Other interest
46,959
46,760
8
Taxation
2025
2024
£
£
Current tax
Adjustments in respect of prior periods
-
0
(998)
Foreign current tax on profits for the current period
1,106
140,435
Adjustments in foreign tax in respect of prior periods
(15,674)
-
0
Total current tax
(14,568)
139,437
Deferred tax
Origination and reversal of timing differences
-
0
(16,744)
Total tax (credit)/charge
(14,568)
122,693

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

2025
2024
£
£
Loss before taxation
(214,220)
(853,191)
Expected tax credit based on the standard rate of corporation tax in the UK of 25.00% (2024: 25.00%)
(53,555)
(213,298)
Tax effect of expenses that are not deductible in determining taxable profit
21,290
8,648
Adjustments in respect of prior years
-
0
(998)
Other permanent differences
558
250
Effect of overseas tax rates
78,262
31,900
Remeasurement of deferred tax for changes in tax rates
(61,552)
294,732
Exempt ABGH distributions
-
186
Fixed asset differences
429
1,273
Taxation (credit)/charge
(14,568)
122,693
Understanding Recruitment Ltd
Notes to the group financial statements (continued)
For the year ended 31 December 2025
24
9
Tangible fixed assets
Group
Leasehold land and buildings
Fixtures and fittings
Computer equipment
Total
£
£
£
£
Cost
At 1 January 2025
11,819
378,947
276,206
666,972
Additions
-
0
2,575
13,808
16,383
Disposals
(15)
-
0
-
0
(15)
Exchange adjustments
-
0
(1,515)
(429)
(1,944)
At 31 December 2025
11,804
380,007
289,585
681,396
Depreciation and impairment
At 1 January 2025
7,375
346,850
234,607
588,832
Depreciation charged in the year
1,715
25,686
23,137
50,538
Exchange adjustments
-
0
(1,167)
(103)
(1,270)
At 31 December 2025
9,090
371,369
257,641
638,100
Carrying amount
At 31 December 2025
2,714
8,638
31,944
43,296
At 31 December 2024
4,444
32,097
41,599
78,140
Company
Leasehold land and buildings
Fixtures and fittings
Computer equipment
Total
£
£
£
£
Cost
At 1 January 2025
11,819
336,037
260,131
607,987
Additions
-
0
2,009
13,688
15,697
Disposals
(15)
-
0
-
0
(15)
At 31 December 2025
11,804
338,046
273,819
623,669
Depreciation and impairment
At 1 January 2025
7,375
314,931
231,582
553,888
Depreciation charged in the year
1,715
18,881
19,254
39,850
At 31 December 2025
9,090
333,812
250,836
593,738
Carrying amount
At 31 December 2025
2,714
4,234
22,983
29,931
At 31 December 2024
4,444
21,106
28,549
54,099
Understanding Recruitment Ltd
Notes to the group financial statements (continued)
For the year ended 31 December 2025
25
10
Fixed asset investments
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Investments in subsidiaries
11
-
0
-
0
16
16
Movements in fixed asset investments
Company
Shares in subsidiaries
£
Cost or valuation
At 1 January 2025 and 31 December 2025
16
Carrying amount
At 31 December 2025
16
At 31 December 2024
16
11
Subsidiaries

Details of the company's subsidiaries at 31 December 2025 are as follows:

Name of undertaking
Registered office
Class of
% Held
shares held
Direct
Understanding Recruitment Inc
133-137 Portland Street, Boston, MA, 02114
Ordinary
80
12
Debtors
Group
Company
2025
2024
2025
2024
Amounts falling due within one year:
£
£
£
£
Trade debtors
828,574
754,066
770,483
670,798
Corporation tax recoverable
141,830
-
0
-
0
-
0
Amounts owed by group undertakings
-
0
-
0
218,899
36,150
Other debtors
61,474
70,478
19,154
26,530
Prepayments and accrued income
491,051
693,613
492,053
736,057
1,522,929
1,518,157
1,500,589
1,469,535
Understanding Recruitment Ltd
Notes to the group financial statements (continued)
For the year ended 31 December 2025
26
13
Creditors: amounts falling due within one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
15
537,008
333,138
537,008
333,138
Trade creditors
427,522
378,525
427,522
366,826
Corporation tax payable
-
0
100,108
-
0
-
0
Other taxation and social security
197,896
235,993
197,896
235,993
Other creditors
119,863
144,610
120,076
144,872
Accruals and deferred income
732,341
1,044,951
510,783
880,207
2,014,630
2,237,325
1,793,285
1,961,036

Within bank loans and overdrafts is an invoice finance facility which is secured by a fixed and floating charge over the property and undertaking of the company.

14
Creditors: amounts falling due after more than one year
Group
Company
2025
2024
2025
2024
Notes
£
£
£
£
Bank loans and overdrafts
15
-
0
45,000
-
0
45,000
15
Loans and overdrafts
Group
Company
2025
2024
2025
2024
£
£
£
£
Bank loans
45,000
135,000
45,000
135,000
Bank overdrafts
492,008
243,138
492,008
243,138
537,008
378,138
537,008
378,138
Payable within one year
537,008
333,138
537,008
333,138
Payable after one year
-
0
45,000
-
0
45,000

The company has a loan with Barclays Bank UK Plc of £45,000 (2024: £135,000). The loan is repayable over the period until 19 July 2026 (72 months from the date in which the loan was drawn down). Interest is charged on a Floating Rate Basis, under which the interest rate will never be less than 3.16% p.a.

Understanding Recruitment Ltd
Notes to the group financial statements (continued)
For the year ended 31 December 2025
27
16
Retirement benefit schemes
2025
2024
Defined contribution schemes
£
£
Charge to profit or loss in respect of defined contribution schemes
110,004
144,297

A defined contribution pension scheme is operated for all qualifying employees. The assets of the scheme are held separately from those of the group in an independently administered fund.

17
Share-based payment transactions

In the 2024 financial year, the company issued equity settled share options over 3,082 of £0.01 each 3 employees.

Options are allocated on a discretionary basis to employees and are subject to non-market vesting conditions and only become exercisable subject to the conditions set out in the option scheme rules. The options may not be exercised later than the 5th anniversary of the share issue.

Number of share options
2025
2024
Number
Number
Outstanding at 1 January 2025
3,082
-
Granted
-
3,082
Outstanding at 31 December 2025
3,082
3,082

The options outstanding at 31 December 2025 had an exercise price of £0.01, and a remaining contractual life of 4 years.

The weighted average fair value of options granted in the year was determined using the Black-Scholes option pricing model. The Black-Scholes model is considered to apply the most appropriate valuation method due to the relatively short contractual lives of the options and the requirement to exercise within a short period after the employee becomes entitled to the shares (the “vesting date”).

18
Share capital
Group and company
2025
2024
2025
2024
Ordinary share capital
Number
Number
£
£
Issued and fully paid
Ordinary A1 of 1p each
23,999
23,999
240
240
Ordinary A2 of 1p each
1,897
1,897
19
19
Ordinary B1 of 1p each
16,001
16,001
160
160
Ordinary B2 of 1p each
1,264
1,264
13
13
43,161
43,161
432
432

All shares have voting and dividend rights attached.

Understanding Recruitment Ltd
Notes to the group financial statements (continued)
For the year ended 31 December 2025
28
19
Operating lease commitments
As lessee

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

Group
Company
2025
2024
2025
2024
£
£
£
£
Within 1 year
339,973
346,432
200,475
197,635
Years 2-5
526,133
938,126
119,263
319,737
866,106
1,284,558
319,738
517,372
20
Related party transactions

Recharges of £697,920 (2024: £121,079) were made during the year to Understanding Recruitment Inc. At 31 December 2025 Understanding Recruitment Inc owed Understanding Recruitment Limited £218,899 (2024: £36,150).

Also at 31 December 2025, a balance of £284,895 (2024: £307,986) was due in relation to intercompany loans with Understanding Recruitment Inc. Interest of £nil (2024: £nil) was received from Understanding Recruitment Inc. in relation to intercompany loans.

The company also had expenses tota l ling £35,102 (202 4: £36,438) to Benula Limited, a company controlled by a director, for consulting services. The balance outstanding at the year end was £2,700 (2024: £3,116).

As at 31 December 2025, the company was owed £26,530 (2024: £26,530) by 1 (2024: 1) director.

21
Cash absorbed by group operations
2025
2024
£
£
Loss for the year after tax
(199,652)
(975,884)
Adjustments for:
Taxation (credited)/charged
(14,568)
122,693
Finance costs
46,959
46,760
Investment income
-
0
(27,956)
Depreciation and impairment of tangible fixed assets
50,538
70,801
Movements in working capital:
Decrease in debtors
137,058
78,671
(Decrease)/increase in creditors
(326,457)
333,713
Cash absorbed by operations
(306,122)
(351,202)
Understanding Recruitment Ltd
Notes to the group financial statements (continued)
For the year ended 31 December 2025
29
22
Analysis of changes in net funds - group
1 January 2025
Cash flows
Exchange rate movements
31 December 2025
£
£
£
£
Cash at bank and in hand
1,181,613
(662,288)
54,334
573,659
Bank overdrafts
(243,138)
(248,870)
-
(492,008)
938,475
(911,158)
54,334
81,651
Borrowings excluding overdrafts
(135,000)
90,000
-
(45,000)
803,475
(821,158)
54,334
36,651
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