Company registration number 12894786 (England and Wales)
FLOOD 1 LTD
ANNUAL REPORT AND UNAUDITED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
PAGES FOR FILING WITH REGISTRAR
FLOOD 1 LTD
CONTENTS
Page
Director's report
1
Profit and loss account
2
Balance sheet
3
Statement of changes in equity
4
Notes to the financial statements
5 - 8
FLOOD 1 LTD
DIRECTOR'S REPORT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 1 -
The director presents his annual report and financial statements for the year ended 31 December 2025.
Principal activities
The company's principal activity for the year was that of providing specific education services to other companies within the education sector.
Director
The director who held office during the year and up to the date of signature of the financial statements was as follows:
Mr C Nagle
Small companies exemption
This report has been prepared in accordance with the provisions applicable to companies entitled to the small companies exemption.
On behalf of the board
Mr C Nagle
Director
7 September 2026
FLOOD 1 LTD
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 31 DECEMBER 2025
- 2 -
2025
2024
Notes
£
£
Turnover
2,723
82,126
Cost of sales
(20,742)
Gross profit
2,723
61,384
Administrative expenses
(34,293)
(39,835)
Operating (loss)/profit
(31,570)
21,549
Interest receivable and similar income
4
1,825,276
781,238
Amounts written off investments
5
333,980
-
Profit before taxation
2,127,686
802,787
Tax on profit
(14,845)
(4,031)
Profit for the financial year
2,112,841
798,756
The profit and loss account has been prepared on the basis that all operations are continuing operations.
FLOOD 1 LTD
BALANCE SHEET
AS AT
31 DECEMBER 2025
31 December 2025
- 3 -
2025
2024
Notes
£
£
£
£
Fixed assets
Investments
6
218
218
Current assets
Debtors
8
80
3,004
Investments
9
2,768,288
698,072
Cash at bank and in hand
40,726
104,308
2,809,094
805,384
Creditors: amounts falling due within one year
10
(17,813)
(6,944)
Net current assets
2,791,281
798,440
Net assets
2,791,499
798,658
Capital and reserves
Called up share capital
100
100
Profit and loss reserves
2,791,399
798,558
Total equity
2,791,499
798,658
For the financial year ended 31 December 2025 the company was entitled to exemption from audit under section 477 of the Companies Act 2006 relating to small companies.
The members have not required the company to obtain an audit of its financial statements for the year in question in accordance with section 476.
The director acknowledges his responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and the preparation of financial statements.
These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.
The financial statements were approved and signed by the director and authorised for issue on 7 September 2026
Mr C Nagle
Director
Company registration number 12894786 (England and Wales)
FLOOD 1 LTD
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 DECEMBER 2025
- 4 -
Share capital
Profit and loss reserves
Total
Notes
£
£
£
Balance at 1 January 2024
100
64,802
64,902
Year ended 31 December 2024:
Profit and total comprehensive income
-
798,756
798,756
Dividends
-
(65,000)
(65,000)
Balance at 31 December 2024
100
798,558
798,658
Year ended 31 December 2025:
Profit and total comprehensive income
-
2,112,841
2,112,841
Dividends
-
(120,000)
(120,000)
Balance at 31 December 2025
100
2,791,399
2,791,499
FLOOD 1 LTD
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2025
- 5 -
1
Accounting policies
Company information
Flood 1 Ltd is a private company limited by shares incorporated in England and Wales. The registered office is 24 Great Chapel Street, London, United Kingdom,, W1F 8FS.
1.1
Basis of preparation
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 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
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. The principal accounting policies adopted are set out below.
1.2
Revenue
Turnover is recognised at the fair value of the consideration received or receivable 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.
The company recognises revenue from the following major sources:
The nature, timing of satisfaction of performance obligations and significant payment terms of the company's major sources of revenue are as follows:
Education consulting services
Revenue is recognized when control of the promised service is transferred to the customer (the other education consultant), and it is probable that the economic benefits will flow to the Company, and the revenue can be measured reliably.
Timing of Revenue Recognition:-
One-time services: Revenue is recognized at the point in time when the service is delivered and accepted by the client.
Measurement of service :-
Revenue is measured at the transaction price agreed in the contract, net of discounts if any and applicable taxes i.e. VAT.
1.3
Fixed asset investments
Interests in subsidiaries, associates and jointly controlled entities are initially measured at cost and subsequently measured at cost less any accumulated impairment losses. The investments are assessed for impairment at each reporting date and any impairment losses or reversals of impairment losses are recognised immediately in profit or loss.
A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.
FLOOD 1 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 6 -
An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.
Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.
1.4
Cash and cash equivalents
Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.
1.5
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 in the company's balance sheet 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
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.
Classification of financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.
1.6
Equity instruments
Equity instruments issued by the company 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 company.
1.7
Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the 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 company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.
FLOOD 1 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
1
Accounting policies
(Continued)
- 7 -
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 when the company has 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.
2
Judgements and key sources of estimation uncertainty
In the application of the company’s accounting policies, the director is required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised where the revision affects only that period, or in the period of the revision and future periods where the revision affects both current and future periods.
3
Employees
The average monthly number of persons (including directors) employed by the company during the year was:
2025
2024
Number
Number
Total
1
1
4
Interest receivable and similar income
2025
2024
£
£
Interest receivable and similar income includes the following:
Income from shares in group undertakings
1,786,474
781,238
5
Amounts written off investments
2025
2024
£
£
Fair value gains/(losses)
Gain on financial assets held at fair value through profit or loss
333,980
6
Fixed asset investments
2025
2024
£
£
Shares in group undertakings and participating interests
218
218
FLOOD 1 LTD
NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
FOR THE YEAR ENDED 31 DECEMBER 2025
- 8 -
7
Financial instruments
2025
2024
£
£
Carrying amount of financial assets include:
Instruments measured at fair value through profit or loss
2,768,288
698,072
8
Debtors
2025
2024
Amounts falling due within one year:
£
£
Trade debtors
3,004
Other debtors
80
80
3,004
9
Current asset investments
2025
2024
£
£
Other investments
2,768,288
698,072
10
Creditors: amounts falling due within one year
2025
2024
£
£
Corporation tax
14,845
4,030
Other taxation and social security
696
Other creditors
2,968
2,218
17,813
6,944
11
Events after the reporting date
Post the reporting date, on 18th August 2026, Flood 1 Ltd which held 38% investment in Crizac Informatics Ltd was w/off, as Crizac Informatics Ltd was voluntarily dissolved.
12
Directors' transactions
Dividends totalling £120,000 (2024 - £65,000) were paid in the year in respect of shares held by the company's director.
13
Parent company
The ultimate controlling party is the director by holding 100% shares in the company.