ELIZABETH SCHOOL OF LONDON LIMITED

	Page
Company Information	1
Strategic Report	2—4
Directors' Report	5—7
Independent Auditor's Report	8—10
Profit and Loss Account	11
Statement of Comprehensive Income	12
Balance Sheet	13
Statement of Changes in Equity	14
Statement of Cash Flows	15
Notes to the Statement of Cash Flows	16
Notes to the Financial Statements	17—24

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Strategic Report

For The Year Ended 31 August 2025

Strategic Report

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

Review of the Business

Business review and financial results

ESL achieved a turnover of £103.3 million for the year ended 31 August 2025, compared with £74.9 million in the previous year, an increase of 37.9%. Profit before taxation was £12.3 million (2024: £15.9 million), reflecting continued strong trading performance across the Company's campus network alongside a planned step-up in investment in staff, premises, and operating infrastructure to support the Company's growth. This financial strength enabled the payment of dividends totalling £5.0 million during the year (2024: £23.0 million), while retaining £4.1 million of profit to strengthen reserves, which increased the Company's net assets to £5.2 million (2024: £1.1 million).

Employees

Average staff numbers increased to 746 during the year (2024: 434), reflecting ESL's continued growth and the expansion of academic delivery and student support functions across its campuses. Investment in staff development, equality of opportunity, and wellbeing remains central to ESL's strategy. Comprehensive policies ensure fairness in recruitment, training, and career progression, including Metrics to support disabled staff and promote an inclusive working environment.

Principal Risks and Uncertainties

Principal Activity and Business Model

Established in 2014, ESL is an independent provider of higher education. The Company offers foundation and undergraduate programmes through validated collaborations with reputable UK universities. Its main source of revenue comes from franchised degree programmes delivered under these partnerships.

Business Model Highlights:

ESL delivers degree programmes on behalf of its partner universities through a franchise model, operating a multi-campus network across London, Leeds, Manchester, Birmingham, Northampton, and Leicester.

Its programme portfolio is primarily centred on business management, with planned expansion into related disciplines to broaden its academic offering.

The Company maintains validated partnerships with Canterbury Christ Church University, Bath Spa University, St Mary's University Twickenham, the University of Greater Manchester, and Newcastle College & Newcastle College University Centre.

Strategic Vision and Mission

Vision: Our vision is to transform lives through values-based and tailored educational experiences. We are committed to social mobility and community cohesiveness through the development of individual, as well as collective, agency and identity - an agency that enables all to thrive and form enriching and valuable careers for the benefit of society.

Mission: The mission of ESL is to provide a quality educational experience for students from diverse backgrounds who demonstrate academic competence, potential, and personal motivation for success. By collaborating with universities across the UK, we recognise the transformative impact of education on personal and professional growth and are committed to fostering an equitable and inclusive environment where everyone can live, learn, belong, and thrive.

Financial and Operational Performance

Financial highlights for the year:

Metric	2025	2024
Turnover	£ 103.3 m	£ 74.9 m
Gross profit	£ 68.8 m	£ 46.9 m
Operating profit	£ 13.1 m	£ 16.4 m
Profit before tax	£ 12.3 m	£ 15.9 m

Growth Drivers:

- Increased student recruitment across all sites

- Continued investment in freehold and leasehold properties to strengthen the balance sheet

...CONTINUED

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ELIZABETH SCHOOL OF LONDON LIMITED

Strategic Report (continued)

For The Year Ended 31 August 2025

Principal Risks and Uncertainties - continued

- Substantial growth in academic and support staff (average 746 employees vs 434 in 2024)

Governance and Management Framework

The Governance and Management Framework sets out the key instruments and principles governing ESL's Board of Governors and executive management. The arrangements are designed to ensure robust oversight, strategic direction, and full compliance with regulatory requirements. The framework aligns with the Committee of University Chairs (CUC) Code of Governance, the Office for Students (OfS) regulations, and the Public Interest Governance Principles, supporting

transparency, accountability, and continuous improvement.

Tailored to ESL's size and operational needs, the framework enables effective and agile decision-making, optimised use of resources, and strong engagement with stakeholders. It operates in conjunction with ESL's Strategic Framework, Key Performance Measures (KPMs), Risk Management Framework, and Risk Register, ensuring that strategic objectives, performance monitoring, and risk management are fully integrated. The Board of Governors holds ultimate responsibility for these frameworks, overseeing their implementation, effectiveness, and alignment to ESL's mission of delivering a high-quality educational experience to its diverse student population.

ESL's governance arrangements ensure an appropriate balance of power between the Board of Governors and executive management. The Board operates independently of the executive team, providing objective oversight, scrutiny, and challenge to decision-making. Clear roles and responsibilities, together with structured reporting and committee arrangements, safeguard accountability, mitigate conflicts of interest, and support effective governance in line with regulatory requirements and best practice guidance.

Strategic Developments

The Strategic Framework has been developed through consultation with the Board of Governors, staff, students, and alumni. It is informed by developments in higher education and societal changes and provides a structured approach to align activities with the Company's long-term objectives. The Framework emphasises accountability, inclusivity, and the support of all stakeholders in achieving their roles.

ESL's strategic objectives are:

- Ensuring fair access to Higher Education for all who have the potential to succeed

- Bringing academic potential to life

- Delivering high-quality education, aligned with the FHEQ, Subject Benchmark Statements (SBS), PSRBs, and partner institutions' academic regulations

- Enabling student employability through networking, enrichment, and personal development initiatives

- Creating a workplace that thrives on collaboration and dynamism

- Promoting sustainability across the entire institute

Key Performance Measures (KPMs)

ESL's Key Performance Metrics are aligned with its Strategic Framework across six categories: Student Outcomes and Experience; Student Recruitment and Access; Financial Viability and Sustainability; Regulatory and Legal Compliance; People and Culture; and Operational Effectiveness. This alignment ensures that performance tracking, risk management, and operational activities are coordinated, enabling the Board and management to assess effectiveness, identify areas for improvement, and maintain accountability to stakeholders.

Risk Management

The Risk Management Framework provides a structured approach to identifying, assessing, managing, and monitoring risks that may impact ESL's ability to achieve its strategic objectives, underpinned by a defined risk appetite. ESL's Risk Management Framework categorises key risks into seven principal areas:

- Strategic Risks — governance weaknesses, failure to adapt to sector changes, underperforming partnerships

- Financial Viability and Sustainability Risks — declining student numbers, insufficient funding, rising costs, resource mismanagement

- Regulatory and Legal Compliance Risks — OfS conditions, employment and health and safety legislation, data protection, safeguarding, and Prevent requirements

- Student Recruitment and Access — ineffective marketing, limited course appeal, inequitable admissions practices

...CONTINUED

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ELIZABETH SCHOOL OF LONDON LIMITED

Strategic Report (continued)

For The Year Ended 31 August 2025

Principal Risks and Uncertainties - continued

- Student Outcomes and Experience — academic quality, teaching and learning, assessment, support services, wellbeing and satisfaction

- Operational Risks — process inefficiencies, IT system failures, and cyber security incidents

- People and Culture — skills gaps, staff shortages, low morale, industrial action, or adverse workplace environment affecting retention and performance

Sustainability and Corporate Responsibility

ESL is committed to integrating sustainability and social responsibility into all aspects of its operations. Environmentally, ESL has implemented campus-wide energy efficiency initiatives such as LED lighting and modern heating and cooling systems, and continually evaluates new technologies to reduce environmental impact. Socially, ESL actively promotes inclusivity, diversity, and wellbeing, with widening participation initiatives and flexible timetabling for students balancing work or other commitments. From a governance standpoint, the Board of Governors reviews sustainability-related policies, progress, and outcomes regularly, ensuring compliance with the UK Quality Code and reinforcing accountability for environmental, social, and governance performance.

Future Outlook

ESL's strategic planning is structured across short-, medium-, and long-term horizons:

- Short term (2025–26): operational consolidation, standardising quality across programmes, and investing in staff development.

- Medium term (2026–28): enhancing the student experience, reinforcing academic excellence, and pursuing digital transformation.

- Long term (2028–30): exploring degree-awarding powers, potential international expansion, and establishing leadership recognition within the UK private higher education sector.

Going Concern

The directors have assessed the Company's financial position and consider ESL to be a going concern. This assessment is supported by a strong cash position of £14.8 million (2024: £5.1 million), continued profitability with positive operating cash flows of £18.4 million (2024: £30.8 million), and a diversified portfolio of partnerships across multiple geographic locations, providing resilience and stability for ongoing operations.

On behalf of the board

Professor Cedric Desmond Bell

Director

28/08/2026

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ELIZABETH SCHOOL OF LONDON LIMITED

Company No. 09098453

Directors' Report For The Year Ended 31 August 2025

Directors' Report

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

Principal Activity

The Company's principal activity continues to be that of other education, operating as a franchised provider of higher education programmes and as a wholly-owned subsidiary within the Planet Education Networks Ltd group.

Review of Business and Results

The results for the year are set out in the Profit and Loss Account on page 11. Turnover for the year was £103,311,694 (2024: £74,947,093) and profit before taxation was £12,317,319 (2024: £15,851,347). Further commentary on the Company's performance, business model, and principal risks is set out in the Strategic Report on the preceding pages.

Dividends

No interim dividend was paid during the year. A final dividend of £5,000,000 (2024: £23,000,000) was paid during the year, equivalent to £1,000,000 per ordinary share (2024: £ 4,600,000 per ordinary share) on the Company's 5 issued ordinary shares of £ 200 each.

Directors

The directors who held office during the year were as follows:

Professor Cedric Desmond Bell
Baroness Arlene Isobel Foster
Mr Andrew Simon Green	Appointed	02/09/2024
Mr Md Arifur Rahman	Appointed	02/09/2024
Mr Mohammed Ali	Appointed	02/09/2024	Resigned	21/01/2025
Mr Md Ali Akbar Faruki	Resigned	16/05/2025
Professor Ian Timothy Luke	Resigned	23/05/2025
Professor Helen Jane Marshall	Resigned	31/01/2026

Research and Development

While ESL does not undertake traditional research and development activities, ESL invests substantially in educational innovation. This includes the development and enhancement of digital learning platforms, hybrid teaching models, and student support services, ensuring high-quality, flexible, and effective learning experiences across its programmes, consistent with the Group's wider investment in educational innovation described in the Directors' Report of Planet Education Networks Ltd.

Environmental and Community Engagement

ESL is committed to minimising its environmental impact and contributing positively to local communities. Key initiatives include sustainable procurement practices, recycling schemes, community outreach programmes, and investment in energy-efficient infrastructure, supporting both environmental sustainability and social responsibility, in line with the Group's wider sustainability commitments.

Future developments

ESL's strategic planning is structured across short-, medium-, and long-term horizons to ensure sustainable growth and alignment with its mission. In the short term, the focus is on consolidating systems and enhancing student services to strengthen operational foundations. Over the medium term, ESL aims to expand into new regions and diversify its programme offerings to broaden access and academic reach. In the long term, ESL will explore the potential for independent degree-awarding powers and the development of international partnerships, positioning ESL for sustained growth and sector leadership.

Going Concern

The directors have assessed the Company's financial position, including its cash resources of £14,840,115 (2024: £5,132,797) and continued profitability, and consider it appropriate to prepare the financial statements on a going concern basis. Further detail is provided in the Going Concern section of the Strategic Report.

Ratios and Key Performance Metrics

...CONTINUED

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ELIZABETH SCHOOL OF LONDON LIMITED

Directors' Report (continued)

For The Year Ended 31 August 2025

Environmental and Community Engagement - continued

Profitability

Metric	2025	2024
Turnover growth	+ 37.95 %	+ 130.0 %
Gross profit margin	66.6 %	62.5 %
Operating profit margin	12.7 %	21.9 %
Net profit margin ( PAT / turnover )	8.8 %	15.8 %
Effective tax rate ( tax/ PBT)	26.7 %	25.3 %

Liquidity

Metric	2025	2024
Current ratio	0.72 : 1	0.65 : 1
Cash at bank and in hand	£ 14.8 m	£ 5.1 m
Net current liabilities	£ (12.9 m)	£ (13.6 m)

Efficiency

Metric	2025	2024
Creditor days ( trade creditors / cost of sales * 365 )	289 days	182 days
Staff costs as % of turnover	24.5 %	17.2 %

Gearing and Solvency

Metric	2025	2024
Total bank borrowings	£ 7.65 m	£ 7.66 m
Net cash / (net debt)	£ 7.2 m net cash	£ (2.5 m) net debt
Gearing ( borrowings / shareholders' funds)	146 %	693 %
Interest cover (operating profit / interest payable)	15.8x	31.6 x

Returns

Metric	2025	2024
Return on equity ( PAT/shareholders' funds)	174.1 %	1,072.6 %
Return on capital employed	117.37 %	199.17 %

Statement of Directors' Responsibilities

The directors are responsible for preparing the Strategic Report, the Directors' Report and the financial statements in accordance with applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland', 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 the financial statements the directors are required to:

select suitable accounting policies and then apply them consistently;
make judgments and accounting estimates that are reasonable and prudent;
state whether applicable United Kingdom Accounting Standards, comprising FRS102, have been followed subject to any material departures disclosed and explained in the financial statements;
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.

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ELIZABETH SCHOOL OF LONDON LIMITED

Directors' Report (continued)

For The Year Ended 31 August 2025

The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Statement of Disclosure of Information to Auditors

In the case of each director in office at the date the Directors' Report is approved:

so far as the director is aware, there is no relevant audit information of which the company's auditors are unaware; and
they have taken all the steps that they ought to have taken as directors in order to make themselves aware of any relevant audit information and to establish that the company's auditors are aware of that information.

Independent Auditors

The auditors, Andertons Europe Ltd ( Statutory Auditors ), have indicated their willingness to continue in office and a resolution concerning their re-appointment will be proposed at the Annual General Meeting.

On behalf of the board

Professor Cedric Desmond Bell

Director

28/08/2026

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Independent Auditor's Report

to the Members of

ELIZABETH SCHOOL OF LONDON LIMITED

Independent Auditor's Report

Opinion

We have audited the financial statements of ELIZABETH SCHOOL OF LONDON LIMITED for the year ended 31 August 2025 which comprise the Profit and Loss Account, Statement of Comprehensive Income, Balance Sheet, Statement of Changes of Equity, Cash Flow Statement and the related notes, 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 (United Kingdom Generally Accepted Accounting Practice), including FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland".

In our opinion the financial statements:

give a true and fair view of the state of the company's affairs as at 31 August 2025 and of its profit/(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 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 entity's ability to continue as a going concern for a period of at least 12 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. 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 Directors' Report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
the Strategic Report and Directors' Report have been prepared in accordance with applicable legal requirements.

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Independent Auditor's Report (continued)

to the Members of

ELIZABETH SCHOOL OF LONDON LIMITED

Matters on Which We Are Required to Report by Exception

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

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

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 or 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.

Corporate Governance Statement

We have reviewed the information presented in the separate Annual Governance Statement for consistency . We have no matters to report as a result of this work.

Responsibilities of Directors

As explained more fully in the Directors' Responsibilities Statement set out on page 5—7, the directors are responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the directors are responsible for assessing the company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

Audit response to risks identified :

We considered the extent of compliance with laws and regulations as part of our audit procedures on the related financial statement items including a review of financial statement disclosures. We reviewed the 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 company's policies and procedures for compliance with laws and regulations with members of management responsible for compliance.

During the planning meeting, attention was drawn 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 overide 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. The review at the completion stage of the audit, 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.

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. For example, 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 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.

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Independent Auditor's Report (continued)

to the Members of

ELIZABETH SCHOOL OF LONDON LIMITED

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 that 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 company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Naresh Jani FCCA (Senior Statutory Auditor)

for and on behalf of Andertons Europe Ltd ( Statutory Auditors ) , Statutory Auditor

28/08/2026

Andertons Europe Ltd ( Statutory Auditors )

1st Floor Mezzanine

35 - 37 Ludgate Hill

London

EC4M 7JN

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ELIZABETH SCHOOL OF LONDON LIMITED

Profit and Loss Account

For The Year Ended 31 August 2025

Profit and Loss Account

		2025	2024
	Notes	£	£
TURNOVER	3	103,311,694	74,947,093
Cost of sales		(34,519,960 )	(28,090,564 )

GROSS PROFIT		68,791,734	46,856,529

Administrative expenses		(57,168,579 )	(32,562,300 )
Other operating income		1,474,535	2,081,361

OPERATING PROFIT	5	13,097,690	16,375,590
Loss on disposal of fixed assets		-	(6,025 )
Other interest receivable and similar income	10	48,253	229
Interest payable and similar charges	11	(828,624 )	(518,447 )

PROFIT BEFORE TAXATION		12,317,319	15,851,347
Tax on Profit	12	(3,165,317 )	(4,002,967 )

PROFIT AFTER TAXATION BEING PROFIT FOR THE FINANCIAL YEAR		9,152,002	11,848,380

The notes on pages 16 to 24 form part of these financial statements.

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ELIZABETH SCHOOL OF LONDON LIMITED

Statement of Comprehensive Income

For The Year Ended 31 August 2025

Statement of Comprehensive Income

	2025	2024
	£	£
PROFIT FOR THE FINANCIAL YEAR	9,152,002	11,848,380
OTHER COMPREHENSIVE INCOME FOR THE YEAR	-	-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR	9,152,002	11,848,380

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ELIZABETH SCHOOL OF LONDON LIMITED

Balance Sheet

As At 31 August 2025

Balance Sheet

		2025		2024
	Notes	£	£	£	£
FIXED ASSETS
Intangible Assets	13		6,250		13,281
Tangible Assets	14		22,865,571		19,287,247
Investments	15		1,131,261		2,497,401

			24,003,082		21,797,929
CURRENT ASSETS
Debtors	16	18,684,261		19,907,607
Cash at bank and in hand		14,840,115		5,132,797

		33,524,376		25,040,404
Creditors: Amounts Falling Due Within One Year	17	(46,367,688 )		(38,616,533 )

NET CURRENT ASSETS (LIABILITIES)			(12,843,312 )		(13,576,129 )

TOTAL ASSETS LESS CURRENT LIABILITIES			11,159,770		8,221,800

Creditors: Amounts Falling Due After More Than One Year	18		(5,621,010 )		(6,929,712 )

PROVISIONS FOR LIABILITIES
Deferred Taxation	20		(282,117 )		(187,447 )

NET ASSETS			5,256,643		1,104,641

CAPITAL AND RESERVES
Called up share capital	22		1,000		1,000
Profit and Loss Account			5,255,643		1,103,641

SHAREHOLDERS' FUNDS			5,256,643		1,104,641

On behalf of the board

Professor Cedric Desmond Bell

Director

28/08/2026

The notes on pages 16 to 24 form part of these financial statements.

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ELIZABETH SCHOOL OF LONDON LIMITED

Statement of Changes in Equity

For The Year Ended 31 August 2025

Statement of Changes in Equity

	Share Capital	Profit and Loss Account	Total
	£	£	£
As at 1 September 2023	1,000	12,255,261	12,256,261
Profit for the year and total comprehensive income	-	11,848,380	11,848,380

Dividends paid	-	(23,000,000)	(23,000,000)

As at 31 August 2024 and 1 September 2024	1,000	1,103,641	1,104,641


Profit for the year and total comprehensive income	-	9,152,002	9,152,002

Dividends paid	-	(5,000,000)	(5,000,000)

As at 31 August 2025	1,000	5,255,643	5,256,643

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ELIZABETH SCHOOL OF LONDON LIMITED

Statement of Cash Flows

For The Year Ended 31 August 2025

Statement of Cash Flows

		2025	2024
	Notes	£	£
Cash flows from operating activities
Net cash generated from operations	1	19,127,566	32,781,624
Interest paid		(828,624 )	(518,447 )
Tax refunded/(paid)		77,608	(1,370,066 )

Net cash generated from operating activities		18,376,550	30,893,111

Cash flows from investing activities
Purchase of tangible assets		(5,072,123 )	(10,929,973 )
Proceeds from disposal of tangible assets		-	45,500
Purchase of other fixed asset investments		-	(78,042 )
Proceeds from disposal of other fixed asset investments		1,366,140	-
Interest received		48,253	229

Net cash used in investing activities		(3,657,730 )	(10,962,286 )

Cash flows from financing activities
Equity dividends paid		(5,000,000 )	(23,000,000 )
Proceeds from new bank borrowings		-	(551,049 )
Repayment of bank borrowings		(111,794 )	(47,661 )
Proceeds from new other loans		99,822	6,223,716
Amount introduced by directors		470	-

Net cash used in financing activities		(5,011,502 )	(17,374,994 )



Increase in cash and cash equivalents		9,707,318	2,555,831
Cash and cash equivalents at beginning of year	2	5,132,797	2,576,966

Cash and cash equivalents at end of year	2	14,840,115	5,132,797

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ELIZABETH SCHOOL OF LONDON LIMITED

Notes to the Statement of Cash Flows

For The Year Ended 31 August 2025

Notes to the Statement of Cash Flows

1. Reconciliation of profit for the financial year to cash generated from operations

	2025	2024
	£	£
Profit for the financial year	9,152,002	11,848,380
Adjustments for:
Tax on profit	3,165,317	4,002,967
Interest expense	828,624	518,447
Interest income	(48,253 )	(229 )
Amortisation of intangible assets	7,031	4,427
Depreciation of tangible assets	1,493,799	651,289
Loss on disposal of tangible assets	-	6,025
Movements in working capital:
Decrease/(increase) in trade and other debtors	1,222,876	(391,964 )
Increase in trade and other creditors	3,306,170	16,142,282

Net cash generated from operations	19,127,566	32,781,624

2. Cash and cash equivalents

Cash and cash equivalents, as stated in the Statement of Cash Flows, relates to the following items in the Balance Sheet:

	2025	2024
	£	£
Cash at bank and in hand	14,840,115	5,132,797

3. Analysis of changes in net (debt)/funds

	As at 1 September 2024	Cash flows	As at 31 August 2025
	£	£	£
Cash at bank and in hand	5,132,797	9,707,318	14,840,115
Debts falling due within one year	(730,479 )	(1,296,730)	(2,027,209 )
Debts falling due after more than one year	(6,929,712)	1,308,702	(5,621,010)

	(2,527,394)	9,719,290	7,191,896

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Page 17

ELIZABETH SCHOOL OF LONDON LIMITED

Notes to the Financial Statements

For The Year Ended 31 August 2025

Notes to the Financial Statements

1. General Information

ELIZABETH SCHOOL OF LONDON LIMITED is a private company, limited by shares, incorporated in England & Wales, registered number 09098453 . The registered office is 12th Floor, Exchange Tower, 1 Harbour Exchange, London, E14 9GE.

2. Accounting Policies

2.1. Basis of Preparation of Financial Statements

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

2.2. Turnover

Turnover is measured at the fair value of the consideration received or receivable, excluding discounts, rebates, value added tax and other sales taxes.

2.3. Intangible Fixed Assets and Amortisation - Other Intangible

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

Computer software is being amortised evenly over its estimated useful life of 4 years.

2.4. Tangible Fixed Assets and Depreciation

Depreciation is provided on all tangible fixed assets at rates calculated to write off the full cost or valuation less estimated residual value of each asset over its estimated useful life.

The principle rates in use are :

Freehold	2% on reducing balance
Leasehold	2% on reducing balance
Motor Vehicles	25% on reducing balance
Fixtures & Fittings	25% on reducing balance
Computer Equipment	25% on reducing balance

2.5. 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.

2.6. Pensions

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.

2.7. Hire purchase and leasing commitments

Rentals paid under operating leases are charged to profit or loss on a straight line basis over the period of the lease.

Page 17

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ELIZABETH SCHOOL OF LONDON LIMITED

Notes to the Financial Statements (continued)

For The Year Ended 31 August 2025

3. Turnover

Analysis of turnover by class of business is as follows:

	2025	2024
	£	£
Supply of educational services	103,311,694	74,947,093

Analysis of turnover by geographical market is as follows:

	2025	2024
	£	£
United Kingdom	103,311,694	74,947,093

	103,311,694	74,947,093

4. Other Operating Income

	2025	2024
	£	£
Other operating income	1,474,535	2,081,361

	1,474,535	2,081,361

5. Operating Profit

The operating profit is stated after charging:

	2025	2024
	£	£
Bad debts	-	7,596
Operating lease rentals	2,628,990	1,075,010
Depreciation of tangible fixed assets	1,493,799	651,289
Amortisation of intangible fixed assets	7,031	4,427

6. Auditor's Remuneration

Remuneration received by the company's auditors and their associates during the year was as follows:

	2025	2024
	£	£
Audit Services
Audit of the company's financial statements	25,000	18,000

7. Staff Costs

Staff costs, including directors' remuneration, were as follows:

	2025	2024
	£	£
Wages and salaries	22,469,568	11,568,310
Social security costs	2,465,348	1,091,805
Other pension costs	368,199	199,242

	25,303,115	12,859,357

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ELIZABETH SCHOOL OF LONDON LIMITED

Notes to the Financial Statements (continued)

For The Year Ended 31 August 2025

8. Average Number of Employees

Average number of employees, including directors, during the year was as follows:

	2025	2024
Office and administration	71	14
Sales, marketing and distribution	12	6
Academic	418	271
Human resources	3	5
IT	10	7
Student support	232	131

	746	434

9. Directors' remuneration

	2025	2024
	£	£
Emoluments	144,596	148,308

10. Interest Receivable and Similar Income

	2025	2024
	£	£
Bank interest receivable	48,253	229

11. Interest Payable and Similar Charges

	2025	2024
	£	£
Bank loans and overdrafts	162,620	116,902
Interest payable on other loans	525,791	292,198
Other finance charges	140,213	109,347

	828,624	518,447

12. Tax on Profit

The tax charge on the profit for the year was as follows:

	Tax Rate		2025	2024
	2025	2024	£	£
Current tax
UK Corporation Tax	25.0%	25.0%	3,070,647	3,836,010
Deferred Tax
Deferred taxation			94,670	166,957


Total tax charge for the period			3,165,317	4,002,967

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

Page 19

Page 20

ELIZABETH SCHOOL OF LONDON LIMITED

Notes to the Financial Statements (continued)

For The Year Ended 31 August 2025

	2025	2024
	£	£
Profit before tax	12,317,319	15,851,347

Tax on profit at 25% (UK standard rate)	3,079,330	3,962,837
Goodwill/depreciation not allowed for tax	373,449	162,823
Expenses not deductible for tax purposes	4,721	-
Capital allowances	(386,853 )	(289,650 )
Short term timing differences	94,670	166,957

Total tax charge for the period	3,165,317	4,002,967

13. Intangible Assets

	Other
	£
Cost
As at 1 September 2024	25,000

As at 31 August 2025	25,000

Amortisation
As at 1 September 2024	11,719
Provided during the period	7,031

As at 31 August 2025	18,750

Net Book Value
As at 31 August 2025	6,250

As at 1 September 2024	13,281

14. Tangible Assets

	Land & Property
	Freehold	Leasehold	Motor Vehicles	Fixtures & Fittings
	£	£	£	£
Cost
As at 1 September 2024	17,668,425	499,033	14,500	2,211,620
Additions	1,938,767	175,668	-	2,909,645

As at 31 August 2025	19,607,192	674,701	14,500	5,121,265

Depreciation
As at 1 September 2024	293,939	5,155	6,797	825,697
Provided during the period	386,265	13,391	1,926	1,073,892

As at 31 August 2025	680,204	18,546	8,723	1,899,589

Net Book Value
As at 31 August 2025	18,926,988	656,155	5,777	3,221,676

As at 1 September 2024	17,374,486	493,878	7,703	1,385,923

Page 20

Page 21

ELIZABETH SCHOOL OF LONDON LIMITED

Notes to the Financial Statements (continued)

For The Year Ended 31 August 2025


	Computer Equipment	Total
	£	£
Cost
As at 1 September 2024	33,676	20,427,254
Additions	48,043	5,072,123

As at 31 August 2025	81,719	25,499,377

Depreciation
As at 1 September 2024	8,419	1,140,007
Provided during the period	18,325	1,493,799

As at 31 August 2025	26,744	2,633,806

Net Book Value
As at 31 August 2025	54,975	22,865,571

As at 1 September 2024	25,257	19,287,247

15. Investments

	Other
	£
Cost or Valuation
As at 1 September 2024	2,497,401
Disposals	(1,366,140 )

As at 31 August 2025	1,131,261

Provision
As at 1 September 2024	-

As at 31 August 2025	-

Net Book Value
As at 31 August 2025	1,131,261

As at 1 September 2024	2,497,401

16. Debtors

	2025	2024
	£	£
Due within one year
Trade debtors	352,820	601,657
Amounts owed by group undertakings	15,955,392	17,281,181
Other debtors	2,376,049	2,024,769

	18,684,261	19,907,607

Included in trade debtors are amounts owed by group companies of £ 233,010 (2024: £ 479,981).

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ELIZABETH SCHOOL OF LONDON LIMITED

Notes to the Financial Statements (continued)

For The Year Ended 31 August 2025

17. Creditors: Amounts Falling Due Within One Year

	2025	2024
	£	£
Trade creditors	27,360,529	13,969,913
Bank loans and overdrafts	1,324,681	179,481
Other loans	702,528	550,998
Amounts owed to group undertakings	3,884,857	14,250,468
Other creditors	1,382,876	1,259,390
Corporation tax	6,991,153	3,842,898
Taxation and social security	1,569,725	391,957
Accruals and deferred income	3,151,339	4,171,428

	46,367,688	38,616,533

Included in trade creditors are amounts owed to group companies of £ 23,378,089 (2024: £ 11,898,585).

18. Creditors: Amounts Falling Due After More Than One Year

	2025	2024
	£	£
Bank loans	-	1,256,994
Other loans	5,621,010	5,672,718

	5,621,010	6,929,712

Of the creditors falling due after more than one year the following amounts are due after more than five years.

	2025		2024
	£		£
Other loans	3,417,018		4,007,639

Of the creditors the following amounts are secured. (See note 19)

	2025	2024
	£	£
Bank loans and overdrafts	1,324,681	1,436,475
Other loans	6,323,538	6,223,716

19. Loans

	2025	2024
	£	£
Within 1 year or on demand	2,027,209	730,479
Between 1 and 2 years	550,998	730,518
Between 2 and 5 years	1,652,994	2,191,555
After more than 5 years	3,417,018	4,007,639
	7,648,219	7,660,191

An analysis of the maturity of loans is given below:

The loan from Interbay funding is for a duration of 5 years at an interest rate of 8.19%

A personal guarantee from Mr MD D Ali Faruki is also in place in respect of this loan.

There is also legal charges on the properies at 10-15 Notre Dame Mews, Northampton NN1 2BG and 135 Walk Street Leceister.

...CONTINUED

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Page 23

ELIZABETH SCHOOL OF LONDON LIMITED

Notes to the Financial Statements (continued)

For The Year Ended 31 August 2025

19. Loans - continued

There is a second loan from Interbay funding for a duration of 5 years at an interest rate of 7.99%

A personal guarantee from Mr M D Ali Faruki is also in place in respect of this loan.

There is also a legal cahrge on the property at 56 Tabord Street

	2025	2024
	£	£
Amounts falling due within one year or on demand:
Bank loans	1,324,681	179,481
Other loans	702,528	550,998

	2,027,209	730,479

	2025	2024
	£	£
Amounts falling due between one and five years:
Bank loans	-	1,256,994
Other loans	2,203,992	1,665,079

	2,203,992	2,922,073

	2025	2024
	£	£
Amounts falling due after more than five years:
Other loans	3,417,018	4,007,639

20. Deferred Taxation

The provision for deferred tax is made up as follows:

	2025	2024
	£	£
Accelerated capital allowances	282,117	187,447

21. Provisions for Liabilities


	Deferred Tax	Total
	£	£
As at 1 September 2024	187,447	187,447
Additions	94,670	94,670

Balance at 31 August 2025	282,117	282,117

22. Share Capital

	2025	2024
Allotted, called up and fully paid	£	£
5 Ordinary Shares of £ 200.00 each	1,000	1,000

Page 23

Page 24

ELIZABETH SCHOOL OF LONDON LIMITED

Notes to the Financial Statements (continued)

For The Year Ended 31 August 2025

23. Other Commitments

The total of future minimum lease payments under non-cancellable operating leases are as following:

	2025	2024
	£	£
Later than one year and not later than five years	1,074,384	575,954
Later than five years	3,105,912	3,985,943

	4,180,296	4,561,897

24. Pension Commitments

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

During the year the charge to the profit and loss account in respect of defined contribution schemes was £368,199 (2024: £199,242).

At the balance sheet date contributions of £70,147 (2024: £126,504) were due to the fund and are included in creditors.

25. Dividends

	2025	2024
	£	£
On equity shares:
Final dividend paid	5,000,000	23,000,000

26. Controlling Parties

At 31 August 2025 the company's ultimate parent company and controlling party was Planet Education Networks Ltd.

Page 24