REGISTERED NUMBER: 08110758 (England and Wales)

STRATEGIC REPORT, REPORT OF THE DIRECTORS AND

AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2025

FOR

MDE CONSULTANTS LTD

Page

Company Information

1

Strategic Report

2

Report of the Directors

6

Report of the Independent Auditors

8

Income Statement

12

Other Comprehensive Income

13

Balance Sheet

14

Statement of Changes in Equity

15

Cash Flow Statement

16

Notes to the Cash Flow Statement

17

Notes to the Financial Statements

18

DIRECTORS:

S M Bjustveit

J A Wathne

REGISTERED OFFICE:

61 Queen Square

Bristol

BS1 4JZ

REGISTERED NUMBER:

08110758 (England and Wales)

AUDITORS:

Burnside

Chartered Accountants

and Statutory Auditor

61 Queen Square

Bristol

BS1 4JZ

The directors present their strategic report for the year ended 31 December 2025.

BUSINESS REVIEW

The principal activity of the company is the provision of manpower and project support services to the global oil and gas industry.

The company is based in Bristol, UK with branch offices in Mozambique and Denmark. MDE Group AS also have entities in Norway, Dubai and Singapore, which are utilised by MDE Consultants Ltd in delivering services to clients.

PRINCIPAL RISKS AND UNCERTAINTIES

The Company operates in a cyclical and competitive recruitment market where demand for skilled personnel is closely linked to client investment in major projects.

The principal risks facing the Company include:

• fluctuations in global energy markets affecting project activity

• delays or cancellations of client projects

• increased competition within the recruitment sector

• availability of skilled contractors in specialist markets

Management continues to mitigate these risks by maintaining a diversified client base, expanding into additional industry sectors, and maintaining a flexible cost structure.

Future outlook

While the Company reported a loss during the year, the directors remain confident in the long-term prospects of the business.

The operational changes implemented during 2025, including the rationalisation of headcount, improved cost control, and the transition to a serviced office model, are expected to support improved financial performance going forward.

The Company will continue to focus on strengthening client relationships, increasing contract placement activity, and expanding opportunities across the Renewables, Manufacturing & Engineering, and Industrial & Logistics sectors.

The directors believe these initiatives will position the Company to return to sustainable profitability in future periods.

FINANCIAL REVIEW

The results of the Company, as set out on pages 12 to 26 which show a loss on ordinary activities before taxation of £405k in 2025, this has increased from a loss of £475k before taxation in 2024.

The Company has decreased its turnover in the year by approximately £3.8m from £16.5m in 2024 to £12.7m in 2025.

The recruitment market in 2025 proved to be particularly challenging, mirroring difficulties experienced across the industry. Economic uncertainty, fluctuating demand, and cautious client hiring behaviors all contributed to a downturn in recruitment activities. MDE Consultants Ltd faced the same challenges as other agencies, with longer hiring cycles, increased competition, and companies exercising more restraint in workforce expansion.

The Company recorded a loss of £405k in 2025. This was primarily due to reduced project activity within the Oil & Gas sector and increased investment in expanding operations. Despite these financial challenges, the company remains well-supported by its parent group and is taking proactive steps to restore profitability.

In addition to the newly established Industrial sector division, MDE Consultants Ltd has been actively diversifying into the Renewables and Manufacturing & Engineering (M&E) sectors. These divisions, which were established in previous years, are now a core part of the company's strategic growth plan.

Historically, the focus in Renewables and M&E has been on permanent placements, but moving into 2025, we expect contract recruitment in these sectors to expand significantly. This shift is driven by increased demand for skilled personnel in these industries, aligning with global trends in energy transition and advanced manufacturing. The anticipated rise in contract revenue within these divisions will contribute to MDE's overall financial recovery and long-term stability.

With this diversified presence in multiple industries - Oil & Gas, Renewables, Manufacturing & Engineering, and now Industrial recruitment - MDE is in a strong position to capitalise on sector-specific growth trends. The combination of these strategic developments will enable the Company to mitigate risk, enhance resilience, and return to profitability in 2026.

Business environment

MDE Consultants Ltd continues to operate within the highly competitive recruitment sector, primarily serving the Oil & Gas industry. The global market conditions have remained challenging, with fluctuating demand impacting recruitment activities. However, with the strategic diversification into the Industrial sector and continued engagement in emerging markets, we are positioning ourselves for long-term growth and stability.

Strategy

This new division is expected to provide diversification, reducing reliance on the volatile Oil & Gas market. Additionally, the company anticipates securing more contracts in the Oil & Gas sector in 2026, further strengthening financial performance.

Financial performance

Summary of Key Performance Indicators ("KPIs")

Operations

2025

2024

£'000000

£'000000

Turnover

12,650

16,519

Gross Profit

1,662

2,271

Gross Profit Margin

13.14%

13.75%

Operating (Loss)/Profit

(375

)

(462

)

OPERATIONAL PERFORMANCE

During 2025 the Company undertook a review of its operational structure and sales performance in response to the challenging market conditions experienced across the recruitment sector.

As part of this review, the Company focused on improving operational efficiency and profitability by streamlining its workforce and addressing underperformance within certain areas of the business. This resulted in a higher level of staff turnover during the year as a number of underperforming roles were exited and the Company focused on retaining and supporting its strongest performing consultants.

The Company also adopted a more cautious approach to recruitment during the year and did not significantly expand headcount. Management focused instead on improving productivity and performance within the existing team.

During the year the Company also relocated its operations from a leased office to a serviced office facility. This transition was undertaken as part of a broader cost management initiative and has reduced the Company's fixed overhead base. The move began to improve operating costs towards the end of the financial year and is expected to have a positive impact on overheads during 2026.

These actions were implemented as part of a broader effort to stabilise the business and improve overall financial performance.

BUSINESS ENVIRONMENT

The recruitment market remained highly competitive during 2025, with many clients delaying hiring decisions and reducing project spend due to wider economic uncertainty and fluctuations in global energy markets.

These conditions had a direct impact on recruitment activity and contract placement volumes across several sectors in which the Company operates.

Despite these challenges, the Company continued to maintain strong relationships with key clients and remained active across multiple sectors including Oil & Gas, Renewables, Manufacturing & Engineering, and Industrial & Logistics recruitment.

The diversification of the Company's sector coverage remains a key element of its long-term strategy.

MANAGEMENT CHARGES

Following the year end, the Managing Director stepped down from the business after December 2025.

The Group is currently reviewing the management structure of the Company to support the next phase of the business's development and ensure continued operational stability.

ON BEHALF OF THE BOARD:

S M Bjustveit - Director

16 March 2026

The directors present their report with the financial statements of the company for the year ended 31 December 2025.

PRINCIPAL ACTIVITY

The principal activity of the Company during the year continued to be the provision of recruitment and workforce solutions services, primarily within the Oil & Gas, Renewables, Manufacturing & Engineering, and Industrial & Logistics sectors.

The Company supplies both contract and permanent personnel to clients operating within these industries, supporting project delivery and operational workforce requirements

DIVIDENDS

No dividends will be distributed for the year ended 31 December 2025.

DIRECTORS

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

S M Bjustveit

J A Wathne

Other changes in directors holding office are as follows:

V L Bartlett ceased to be a director after 31 December 2025 but prior to the date of this report.

GOING CONCERN

The company reported a loss during the year ended 31 December 2025 and also incurred a loss in the prior year. The directors have considered the company's current financial position, expected trading performance and cash flow forecasts when assessing the appropriateness of preparing the financial statements on a going concern basis.

The company continues to benefit from the support of its parent group and, where required, the Group has confirmed its willingness to provide financial support to enable the company to meet its obligations as they fall due.

On this basis, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future and therefore consider it appropriate to prepare the financial statements on a going concern basis.

DISCLOSURE IN THE STRATEGIC REPORT

The Companies Act 2006 (Strategic Report and Directors' Report) Regulations 2013 requires a Strategic Report to be prepared. Where mandatory disclosures in the Report of the Directors are considered by the directors to be of strategic importance these have been included within the Strategic Report rather than in the Report of the Directors.

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The directors are responsible for preparing the 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 of the profit or loss of the company 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 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.

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 company'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 company's auditors are aware of that information.

AUDITORS

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

ON BEHALF OF THE BOARD:

S M Bjustveit - Director

16 March 2026

Opinion

We have audited the financial statements of MDE Consultants Ltd (the 'company') for the year ended 31 December 2025 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity, Cash Flow Statement, Notes to the Cash Flow Statement and 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 company's affairs as at 31 December 2025 and of its 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 Auditors' 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 directors are responsible for the other information. The other information comprises the information in the 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 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 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 company and its environment obtained in the course of the audit, we have not identified material misstatements in the 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, or returns adequate for our audit have not been received from branches not visited by us; or

-	the 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 seven, 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 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.

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:

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect irregularities, including fraud. 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, intentional misrepresentation, or through collusion. The extent to which our procedures are capable of detecting irregularities, including fraud, is detailed below. However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the entity and management.

• We obtained an understanding of the legal and regulatory frameworks applicable to the company and determined that the most significant were those relating to the reporting framework (FRS 102 and the UK Companies Act 2006) and compliance with relevant direct and indirect tax laws in the United Kingdom. In addition, as the company operates in the recruitment sector, we identified compliance requirements relating to employment and agency worker regulations (including the Conduct of Employment Agencies and Employment Businesses Regulations 2003), payroll and PAYE legislation, data protection (UK GDPR), right-to-work and immigration checks and general employment law.

• We understood how the company complies with these frameworks by making enquiries of management and those charged with governance, and by reviewing how policies and procedures are communicated and enforced. We also sought to understand any controls implemented to mitigate the risk of fraudulent or irregular transactions. We corroborated our understanding through review of the following documentation and completion of the following procedures:

- Review of minutes of board meetings held during the year and up to the date of approval of these financial statements;

- Review of accounting policies and completion of an FRS 102 and Companies Act compliance checklist;

- Consideration of internal procedures around payroll authorisation, placement approval, and client billing.

• We assessed the susceptibility of the company’s financial statements to material misstatement, including how fraud might occur, through enquiries with management. Based on this, we identified potential fraud risks relating to management override of controls, revenue recognition, and completeness of payroll and trade liabilities.

• In relation to revenue, we considered the risk of manipulation through manual journals and cut-off adjustments at the period end, or through fictitious or duplicate placement invoicing. We performed journal entry testing with a focus on manual postings made close to year-end and reviewed post-year-end credit notes.

• We also challenged management’s judgements concerning completeness of accrued costs and liabilities, particularly where contractor costs or commission accruals could be subject to estimation.

• We reviewed payroll listings and underlying controls around timesheet approval, seeking evidence of segregation of duties and authorisation of changes to pay rates or placements.

• Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Our procedures involved making enquiries of key management, reviewing key policies, and reading board meeting minutes. We also completed procedures to conclude on the compliance of significant disclosures in the financial statements with the requirements of the relevant accounting standards and UK legislation.

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.

Steven Coombe FCA (Senior Statutory Auditor)

for and on behalf of Burnside

Chartered Accountants

and Statutory Auditor

61 Queen Square

Bristol

BS1 4JZ

16 March 2026

TURNOVER

3

12,650,467

16,519,338

Cost of sales

10,988,683

14,248,714

GROSS PROFIT

1,661,784

2,270,624

Administrative expenses

2,036,677

2,733,106

OPERATING LOSS

5

(374,893

)

(462,482

)

Interest payable and similar expenses

6

29,644

12,999

LOSS BEFORE TAXATION

(404,537

)

(475,481

)

Tax on loss

7

(65,833

)

(110,003

)

LOSS FOR THE FINANCIAL YEAR

(338,704

)

(365,478

)

LOSS FOR THE YEAR

(338,704

)

(365,478

)

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

(338,704

)

(365,478

)

FIXED ASSETS

Tangible assets

8

19,181

15,935

CURRENT ASSETS

Debtors

9

2,232,766

2,285,595

Cash at bank

646,880

630,883

2,879,646

2,916,478

CREDITORS

Amounts falling due within one year

10

2,490,842

2,483,737

NET CURRENT ASSETS

388,804

432,741

TOTAL ASSETS LESS CURRENT LIABILITIES

407,985

448,676

CREDITORS

Amounts falling due after more than one year

11

298,013

-

NET ASSETS

109,972

448,676

CAPITAL AND RESERVES

Called up share capital

15

700

700

Share premium

16

9,000

9,000

Capital redemption reserve

16

300

300

Retained earnings

16

99,972

438,676

SHAREHOLDERS' FUNDS

109,972

448,676

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

S M Bjustveit - Director

Called up

Capital

share

Retained

Share

redemption

Total

capital

earnings

premium

reserve

equity

£

£

£

£

£

Balance at 1 January 2024

700

804,154

9,000

300

814,154

Changes in equity

Total comprehensive income

-

(365,478

)

-

-

(365,478

)

Balance at 31 December 2024

700

438,676

9,000

300

448,676

Changes in equity

Total comprehensive income

-

(338,704

)

-

-

(338,704

)

Balance at 31 December 2025

700

99,972

9,000

300

109,972

Cash flows from operating activities

Cash generated from operations

1

73,637

24,278

Interest paid

(29,644

)

(12,999

)

Tax paid

(90,601

)

(24,622

)

Net cash from operating activities

(46,608

)

(13,343

)

Cash flows from investing activities

Purchase of tangible fixed assets

(16,512

)

(7,491

)

Sale of tangible fixed assets

100

-

Net cash from investing activities

(16,412

)

(7,491

)

Cash flows from financing activities

Change in amount owed to/from directors

266

1,246

Movement on invoice discounting facility

78,751

(158,291

)

Net cash from financing activities

79,017

(157,045

)

Increase/(decrease) in cash and cash equivalents

15,997

(177,879

)

Cash and cash equivalents at beginning of year

2

630,883

808,762

Cash and cash equivalents at end of year

2

646,880

630,883

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

2025

2024

£

£

Loss before taxation

(404,537

)

(475,481

)

Depreciation charges

13,116

14,809

Loss on disposal of fixed assets

50

-

Finance costs

29,644

12,999

(361,727

)

(447,673

)

Decrease in trade and other debtors

163,833

196,854

Increase in trade and other creditors

271,531

275,097

Cash generated from operations

73,637

24,278

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 31 December 2025

31.12.25

1.1.25

£

£

Cash and cash equivalents

646,880

630,883

Year ended 31 December 2024

31.12.24

1.1.24

£

£

Cash and cash equivalents

630,883

808,762

3.	ANALYSIS OF CHANGES IN NET FUNDS

At 1.1.25

Cash flow

At 31.12.25

£

£

£

Net cash

Cash at bank

630,883

15,997

646,880

630,883

15,997

646,880

Total

630,883

15,997

646,880

1.	STATUTORY INFORMATION

MDE Consultants Ltd 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 Company Information page.

The presentation currency of the financial statements is the Pound Sterling (£).

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.

Significant judgements and estimates

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, if the revision affects only that period, or in the period of the revision and future periods if the revision affects both current and future periods. The directors are of the opinion that there are no estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities.

Turnover

Turnover represents income from the supply of recruitment, relocation and in-country project services provision, excluding value added tax. Income is recognised as the contract activity progresses to reflect the company's partial performance of its contractual obligations.

Tangible fixed assets

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

Improvements to property

-

33% on cost

Fixtures and fittings

-

33% on cost

Computer equipment

-

33% on cost

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 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.

Basic financial assets, which include trade and other debtors, amounts due from group undertakings and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost. 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.

Basic financial liabilities, including trade and other creditors and amounts due to group undertakings are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Debt instruments are subsequently carried at amortised cost, using the effective interest rate method. Financial liabilities are derecognised when, and only when, the company's contractual obligations are discharged, cancelled, or they expire.

Taxation

Taxation for the year comprises current and deferred tax. Tax is recognised in the Income Statement, except to the extent that it relates to items recognised in other comprehensive income or directly in equity.

Current or deferred taxation assets and liabilities are not discounted.

Current tax is recognised at the amount of tax payable using the tax rates and laws that have been enacted or substantively enacted by the balance sheet date.

Deferred tax

Deferred tax is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date.

Timing differences arise from the inclusion of income and expenses in tax assessments in periods different from those in which they are recognised in financial statements. Deferred tax is measured using tax rates and laws that have been enacted or substantively enacted by the year end and that are expected to apply to the reversal of the timing difference.

Unrelieved tax losses and other deferred tax assets are recognised only to the extent that it is probable that they will be recovered against the reversal of deferred tax liabilities or other future taxable profits.

Foreign currencies

Assets and liabilities in foreign currencies are translated into sterling at the rates of exchange ruling at the balance sheet date. Transactions in foreign currencies are translated into sterling at the rate of exchange ruling at the date of transaction. Exchange differences are taken into account in arriving at the operating result.

Pension costs and other post-retirement benefits

The company operates a defined contribution pension scheme. Contributions payable to the company's pension scheme are charged to profit or loss in the period to which they relate.

Cash and cash equivalents

Cash and cash equivalents 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.

Going concern

The financial statements have been prepared on a going concern basis. The directors have reviewed and considered relevant information, including the annual budget and future cash flows, in making their assessment. Based on these assessments, given the measures that could be undertaken to mitigate the current adverse condition, and the current resources available, the directors have concluded that they can continue to adopt the going concern basis in preparing the financial statements.

3.

TURNOVER

The turnover and loss before taxation are attributable to the one principal activity of the company.

An analysis of turnover by geographical market is given below:

2025

2024

£

£

United Kingdom

9,344,280

13,779,301

Overseas

3,306,187

2,740,037

12,650,467

16,519,338

4.	EMPLOYEES AND DIRECTORS

2025

2024

£

£

Wages and salaries

7,702,044

7,006,250

Social security costs

1,005,950

606,819

Other pension costs

429,494

411,837

9,137,487

8,024,905

The average number of employees during the year was as follows:

2025

2024

Management

3

3

Finance

5

5

Support

2

2

Recruitment

10

17

Direct

143

162

163

189

2025

2024

£

£

Directors' remuneration

114,250

121,250

Directors' pension contributions to money purchase schemes

11,750

8,833

The number of directors to whom retirement benefits were accruing was as follows:

Money purchase schemes

1

1

The directors are of the opinion that there are no key management personnel other than the directors.

5.	OPERATING LOSS

The operating loss is stated after charging:

2025

2024

£

£

Depreciation - owned assets

13,116

14,809

Loss on disposal of fixed assets

50

-

Auditors' remuneration

18,500

13,500

Foreign exchange differences

29,503

42,901

6.

INTEREST PAYABLE AND SIMILAR EXPENSES

2025

2024

£

£

Bank interest

383

5,762

Other interest

29,261

7,237

29,644

12,999

7.

TAXATION

Analysis of the tax credit

The tax credit on the loss for the year was as follows:

2025

2024

£

£

Current tax:

UK corporation tax

42,122

16,225

Tax re previous years

3,315

(10,642

)

Total current tax

45,437

5,583

Deferred tax

(111,270

)

(115,586

)

Tax on loss

(65,833

)

(110,003

)

UK corporation tax has been charged at 25% (2024 - 25%).

Reconciliation of total tax credit included in profit and loss

The tax assessed for the year is higher than the standard rate of corporation tax in the UK. The difference is explained below:

2025

2024

£

£

Loss before tax

(404,537

)

(475,481

)

Loss multiplied by the standard rate of corporation tax in the UK of 25% (2024 - 25%)

(101,134

)

(118,870

)

Effects of:

Expenses not deductible for tax purposes

395

7,340

Adjustments to tax charge in respect of previous periods

3,315

(10,642

)

recognised

Overseas tax payable less relief

31,591

12,169

Total tax credit

(65,833

)

(110,003

)

At 31 December 2025 the company had trading tax losses of £1,320,562 (2024 - £860,124) available for carry forward for offset against future trading profits.