The directors present the strategic report for the period ended 30 November 2025.
For the period ended 30 November 2025, turnover has increased from £38.6m in the year ended 31 May 2024 to £42.6m. The gross profit percentage was 12.4% which is a decrease from 16.1% in the year ended 31 May 2024 however there is a reduced loss after tax in the period of £0.3m (31 May 2024 - £0.4m).
The period ended 30 November 2025 represented a transformational phase in the history of The Recruitment Group. Throughout the period the Board undertook a comprehensive review of the Group's corporate structure, operating model and long-term strategic direction in preparation for a management buyout ("MBO") completed on 19 December 2025. As part of this process, ownership of The Recruitment Group Limited and its subsidiary Gill Cooke Personnel Limited transferred to the management team, marking the beginning of a new phase of independent ownership and growth.
Alongside the MBO, the Group executed a programme of strategic restructuring designed to simplify the organisation and focus resources on its strongest and most sustainable operations. This included the disposal of On-Call Recruitment Limited during the period and the subsequent disposal of Next Recruitment Limited and Rugby Recruitment Limited following the balance sheet date. These transactions significantly streamlined the Group, reduced operational complexity and allowed management to concentrate on the core recruitment businesses that form the foundation of the management-led board.
The key business risks affecting the group at present are:
Competitive Risks
The group is reliant on certain customers for contracts which are subject to periodic review. Renewal of these contracts is uncertain and based on financial and performance criteria. Competitive pressure in the UK is reducing margins across the industry.
Legislative Risks
In order to operate in its chosen market, the group must comply with various UK legislation and laws. Compliance imposes costs and failure to comply with standards could materially affect the group's ability to operate.
Credit Risk
The group's trade and other debtors are actively monitored to avoid significant concentrations of credit risk as well as careful reviewing of all customers, especially those with lack of an extensive credit history. Additionally, the group pays for commercial debtor insurance.
Brexit
The UK's decision to leave to EU created uncertainty regarding its overall impact on the UK economy and its impact on the free movement of labour between the EU and the UK.
The recruitment market remained challenging throughout the period, with continued economic uncertainty, inflationary pressures, increased labour costs and heightened competition impacting profitability across the sector. Despite these conditions, the Group generated turnover of £42.6 million and maintained strong client relationships across its core industrial, logistics and commercial sectors. Management remained focused on improving operational efficiency, strengthening cash generation and positioning the business for sustainable long-term growth under its new ownership structure.
Following completion of the MBO, the directors believe the Group is better positioned to deliver profitable growth, pursue strategic acquisition opportunities and continue investing in its people, technology and customer relationships. The Board remains confident in the long-term prospects of the business and its ability to create value for shareholders, employees and clients.
The Board's priorities are:
Restore profitability through improved margin control.
Complete the restructuring and simplification of the Group.
Focus on core recruitment brands and profitable client relationships.
Increase operational productivity through technology and process improvements.
Reduce debt funding requirements and strengthen cash generation.
Pursue selective growth opportunities within logistics, industrial and professional recruitment markets.
The Board believes these actions will position the Group to benefit from an improving recruitment market whilst maintaining a disciplined approach to cost control and risk management.
On behalf of the board
The directors present their annual report and financial statements for the period ended 30 November 2025.
The results for the period are set out on page 9.
No ordinary dividends were paid. The directors do not recommend payment of a further dividend.
The directors who held office during the period and up to the date of signature of the financial statements were as follows:
On 19 December 2025, the subsidiaries, Next Recruitment Limited and Rugby Recruitment Limited were disposed of for a total consideration of £2.
Edwards were appointed as auditor to the group and in accordance with section 485 of the Companies Act 2006, a resolution proposing that they be re-appointed will be put at a General Meeting.
The financial statements have been prepared on a going concern basis as the directors consider that the company and group has adequate resources to continue in operational existence for the foreseeable future, being a period of at least twelve months from the date of approval of these financial statements. This assessment has been made having regard to the company and group's current financial position, forecast trading performance and anticipated cash flows.
The company and group incurred losses during the period and, at the balance sheet date, reported net current liabilities and net liabilities. These conditions indicate the existence of events or conditions which may cast significant doubt on the company and group's ability to continue as a going concern and therefore represent uncertainties that the directors have carefully considered in their assessment.
The current year has been a significant period of reorganisation for the group, during which management undertook a strategic review of operations and disposed of, wound down or otherwise exited a number of underperforming subsidiary undertakings. The costs associated with this reorganisation have adversely affected the results for the year but are not expected to recur at the same level in future periods.
Since the period end, trading performance has improved significantly. The streamlined group structure has resulted in improved operational efficiency and profitability, and the group has generated positive operating cash flows during the post year-end period. The directors have reviewed detailed cash flow forecasts and budgets covering a period of at least twelve months from the date of approval of the financial statements, which indicate that the company will have sufficient financial resources to meet its obligations as they fall due.
Having considered the forecast performance of the company and group, the benefits arising from the completed reorganisation and the positive cash generation achieved since the year end, the directors have a reasonable expectation that the company and group will be able to continue in operational existence for the foreseeable future. Accordingly, the financial statements have been prepared on the going concern basis.
United Kingdom company law requires the directors to prepare financial statements for each financial year. Under that law, the directors have elected to prepare 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;
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.
We have audited the financial statements of The Recruitment Group Limited (the 'parent company') and its subsidiaries (the 'group') for the period ended 30 November 2025 which comprise the group statement of comprehensive income, the group balance sheet, the company balance sheet, 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).
Basis for 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
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, based on the work undertaken in the course of our audit:
The information given in the strategic report and the directors' report for the financial period 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.
We obtained an understanding of the legal and regulatory frameworks within which the Group operates, focusing on those laws and regulations that have a direct effect on the determination of material amounts and disclosures in the financial statements. The laws and regulations we considered in this context were the off-payroll working regulations (IR35), Companies Act 2006, health & safety regulations compliance and employment law.
We identified the greatest risk of material impact on the financial statements from irregularities, including fraud, to be in the following areas: the override of controls by management, revenue journals, inappropriate treatment of non-routine transactions and areas of estimation. Our audit procedures to respond to these risks included enquiries of management about their own identification and assessment of the risks of irregularities, review and discussion of non-routine transactions, sample testing on the posting of journals and review of accounting estimates for biases.
Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial statements, even though we have properly planned and performed our audit in accordance with auditing standards. We are not responsible for preventing non-compliance and cannot be expected to detect non-compliance with all laws and regulations.
These inherent limitations are particularly significant in the case of misstatement resulting from fraud as this may involve sophisticated schemes designed to avoid detection, including deliberate failure to record transactions, collusion or the provision of intentional misrepresentations.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor's report.
Use of our report
This report is made solely to the 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.
As permitted by section 408 of the Companies Act 2006, the company has not presented its own profit and loss account and related notes. The company’s loss for the period was £38,250 (2024 - £1,500 loss).
These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.
The Recruitment Group Limited (“the company”) is a private limited company domiciled and incorporated in England and Wales. The registered office is .
The group consists of The Recruitment Group Limited and all of its subsidiaries.
The group has previously prepared its financial statements for the year ended 31 May 2024. Subsequently, to align with other group members, the group extended its period end to 30 November 2025. The current reporting period is for the 18 months ended 30 November 2025. The comparative reporting period is for the 12 month period ended 31 May 2024. Comparative amounts presented in the financial statements (including the related notes) are not entirely comparable.
These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006.
The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.
The financial statements have been prepared under the historical cost convention, and 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.
The consolidated group financial statements consist of the financial statements of the parent company The Recruitment Group Limited 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 30 November 2025. 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 group.
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.
The financial statements have been prepared on a going concern basis as the directors consider that the company and group has adequate resources to continue in operational existence for the foreseeable future, being a period of at least twelve months from the date of approval of these financial statements. This assessment has been made having regard to the company and group's current financial position, forecast trading performance and anticipated cash flows.
The company and group incurred losses during the period and, at the balance sheet date, reported net current liabilities and net liabilities. These conditions indicate the existence of events or conditions which may cast significant doubt on the company and group's ability to continue as a going concern and therefore represent uncertainties that the directors have carefully considered in their assessment.
The current year has been a significant period of reorganisation for the group, during which management undertook a strategic review of operations and disposed of, wound down or otherwise exited a number of underperforming subsidiary undertakings. The costs associated with this reorganisation have adversely affected the results for the year but are not expected to recur at the same level in future periods.
Since the period end, trading performance has improved significantly. The streamlined group structure has resulted in improved operational efficiency and profitability, and the group has generated positive operating cash flows during the post year-end period. The directors have reviewed detailed cash flow forecasts and budgets covering a period of at least twelve months from the date of approval of the financial statements, which indicate that the company will have sufficient financial resources to meet its obligations as they fall due.
Having considered the forecast performance of the company and group, the benefits arising from the completed reorganisation and the positive cash generation achieved since the year end, the directors have a reasonable expectation that the company and group will be able to continue in operational existence for the foreseeable future. Accordingly, the financial statements have been prepared on the going concern basis.
Turnover is recognised at the fair value of the consideration received or receivable for goods and services provided in the normal course of business, and is shown net of VAT and other sales related taxes. The fair value of consideration takes into account trade discounts, settlement discounts and volume rebates.
When cash inflows are deferred and represent a financing arrangement, the fair value of the consideration is the present value of the future receipts. The difference between the fair value of the consideration and the nominal amount received is recognised as interest income.
Revenue from contracts for the provision of professional services is recognised by reference to the stage of completion when the stage of completion, costs incurred and costs to complete can be estimated reliably. The stage of completion is calculated by comparing costs incurred, mainly in relation to contractual hourly staff rates and materials, as a proportion of total costs. Where the outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable.
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 profit and loss account.
Equity investments 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.
In 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.
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.
At each reporting period end date, the group reviews the carrying amounts of its tangible and intangible 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.
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 balance sheet 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.
Basic financial assets, which include debtors and cash and bank balances, 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.
Other financial assets, including investments in equity instruments which are not subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the transaction price. Such assets are subsequently carried at fair value and the changes in fair value are recognised in profit or loss, except that investments in equity instruments that are not publicly traded and whose fair values cannot be measured reliably are measured at cost less impairment.
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.
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.
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, 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 payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.
Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.
Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.
Derivatives, including interest rate swaps and forward foreign exchange contracts, are not basic financial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. Changes in the fair value of derivatives are recognised in profit or loss in finance costs or finance income as appropriate, unless hedge accounting is applied and the hedge is a cash flow hedge.
Debt instruments that do not meet the conditions in FRS 102 paragraph 11.9 are subsequently measured at fair value through profit or loss. Debt instruments may be designated as being measured at fair value through profit or loss to eliminate or reduce an accounting mismatch or if the instruments are measured and their performance evaluated on a fair value basis in accordance with a documented risk management or investment strategy.
Financial liabilities are derecognised when the group's contractual obligations expire or are discharged or cancelled.
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.
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the profit and loss account because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The 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 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.
The carrying amount of deferred tax assets is reviewed at each reporting end date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the profit and loss account, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity. Deferred tax assets and liabilities are offset if, and only if, there is a legally enforceable right to offset current tax assets and liabilities and the deferred tax assets and liabilities relate to taxes levied by the same tax authority.
The costs of short-term employee benefits are recognised as a liability and an expense.
The cost of any unused holiday entitlement is recognised in the period in which the employee’s services are received.
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.
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessees. All other leases are classified as operating leases.
Assets held under finance leases are recognised as assets at the lower of the assets fair value at the date of inception and the present value of the minimum lease payments. The related liability is included in the balance sheet as a finance lease obligation. Lease payments are treated as consisting of capital and interest elements. The interest is charged to profit or loss so as to produce a constant periodic rate of interest on the remaining balance of the liability.
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 leased asset are consumed.
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.
There are no significant judgements or estimates made.
Turnover is wholly attributable to the principal activity of the group and arose exclusively in the United Kingdom.
As part of a group restructure, on 21 July 2025 a group subsidiary, On-Call Recruitment Limited was disposed of and is in liquidation. Before the restructure, he company recharged costs to On-Call Recruitment Limited, which had not been paid. Due to the company being in liquidation the balance has been written off.
The average monthly number of persons (including directors) employed by the group and company during the period was:
Their aggregate remuneration comprised:
The actual (credit)/charge for the period can be reconciled to the expected credit for the period based on the profit or loss and the standard rate of tax as follows:
Included within tangible fixed assets are assets held under finance leases or hire purchase contracts, as follows:
Details of the company's subsidiaries at 30 November 2025 are as follows:
On 21 July 2025, the subsidiary, On-Call Recruitment Limited was sold for a consideration of £1.
Included within other creditors is an amount of £2,099,472 in respect of invoice discounting which is secured by way of a fixed and floating charge over the assets of the group.
Finance leases are secured over the assets to which they relate.
The following are the major deferred tax liabilities and assets recognised by the group and company:
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.
Previously reported shares of 100 Ordinary £1 shares has been corrected to reflect an accurate position of 100 Ordinary shares of £0.01 each.
On 31 July 2024, the 100 Ordinary shares of £0.01 each were sub-divided into 1,000 Ordinary shares of £0.001. Subsequently, a further 140 Ordinary shares of £0.001 each were issued for a total consideration of £7,500.
On 21 July 2025 the group disposed of its 100% holding in On-Call Recruitment Limited. Included in these financial statements are losses of £810,599 arising from the company's interests in On-Call Recruitment Limited up to the date of its disposal.
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:
On 19 December 2025, the subsidiaries, Next Recruitment Limited and Rugby Recruitment Limited were disposed of for a total consideration of £2.