REGISTERED NUMBER: 06435616 (England and Wales)

Strategic Report, Report of the Director and

Financial Statements for the Year Ended 31 March 2026

for

Orbital Management Services Limited

Page

Company Information

1

Strategic Report

2

Report of the Director

3

Report of the Independent Auditors

4

Income Statement

8

Other Comprehensive Income

9

Balance Sheet

10

Statement of Changes in Equity

11

Notes to the Financial Statements

12

DIRECTOR:

J Myatt

REGISTERED OFFICE:

Digital Media Centre

County Way

Barnsley

South Yorkshire

S70 2JW

REGISTERED NUMBER:

06435616 (England and Wales)

AUDITORS:

Paul Howley & Co Ltd

Chartered Certified Accountants

Statutory Auditors

Suite 5, First Floor

1 Beevor Court

Off Pontefract Road

Barnsley

South Yorkshire

S71 1HG

The director presents his strategic report for the year ended 31 March 2026.

PRINCIPAL ACTIVITIES

The principal activity of the company in the year under review was that of the operation as a payroll intermediary offering outsourced self-employed and PAYE pay models to contingent workers who are engaged on temporary assignments through recruitment agencies.

REVIEW OF BUSINESS

During the year ended 31 March 2026 annualised Turnover has increased by approximately 10% to £109m compared with £139m for the 17 month period ended 31 March 2025. Gross Margins were £1.1m and £1.4m respectively. Improved credit management to customers has reduced bad debt which has resulted in reduced overheads and increased profits.

The recruitment sector has experienced a lengthy stagnant phase which has curtailed demand for temporary workers. Whilst there is an element of caution regarding any potential upturn, the process and efficiency improvements made during the previous period have put the business in a strong position to endure a prolonged downturn or scale up quickly if the market improves in the short term.

From April 2026 agencies clients supplying temporary workers will become legally responsible for ensuring correct PAYE and National Insurance contributions are made. Moreover, there will be joint and several liability between umbrella companies, agencies and end clients for unpaid tax. It is felt that these changes will be a major opportunity as we have invested heavily in compliance and hold numerous accreditations. In particular our Saferec accreditation gives customers assurance that all tax and national insurances have been calculated correctly and also that they have been paid over to HMRC. We are expecting Saferec’s certification to help increase sales due to the expected tightening of Saferec-specific agency PSL’s in line with the joint and several liability legislation.

PRINCIPAL RISKS AND UNCERTAINTIES

The principal risks still include adhering to HMRC legislation and any sudden changes to how it interprets compliance enforcement for payroll intermediaries.

The business is sensitive to downturns in the construction industry and is seeking to mitigate this by targeting business within other areas such as education and healthcare.

There has been increasing pressure to offer credit terms to existing and prospective clients. To mitigate the risk Management are selective in offering credit terms and consider the overall commercial terms, the financial standing of the client and whether the debt is insurable before granting terms.

FINANCIAL KEY PERFORMANCE INDICATORS

The director uses the following key performance indicator to monitor performance of the business:

Gross Margin: 1.1% (2025: 1.0%)

ON BEHALF OF THE BOARD:

J Myatt - Director

9 September 2026

The director presents his report with the financial statements of the company for the year ended 31 March 2026.

DIVIDENDS

No dividends will be distributed for the year ended 31 March 2026.

FUTURE DEVELOPMENTS

We are hopeful that 2026-27 will see an upturn in the general economy and the construction sector in particular. We are fully aware of recent legislation to transfer responsibility for the tax and national insurance liability to the recruitment agencies which could be a significant opportunity to gain market share from non Saferec accredited payroll competitors.

DIRECTOR

J Myatt held office during the whole of the period from 1 April 2025 to the date of this report.

DISCLOSURE IN THE STRATEGIC REPORT

As permitted by S414c(11) of the Companies Act 2006 certain information to be contained in the directors' report as required by Schedule 7 to SI 2008/410 is included in the company's strategic report.

STATEMENT OF DIRECTOR'S RESPONSIBILITIES

The director is responsible for preparing the Strategic Report, the Report of the Director and the financial statements in accordance with applicable law and regulations.

Company law requires the director to prepare financial statements for each financial year. Under that law the director has elected to prepare the financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law). Under company law the director must not approve the financial statements unless he is satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the director is required to:

-	select suitable accounting policies and then apply them consistently;

-	make judgements and accounting estimates that are reasonable and prudent;

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

The director is 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 him to ensure that the financial statements comply with the Companies Act 2006. He is also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

STATEMENT AS TO DISCLOSURE OF INFORMATION TO AUDITORS

So far as the director is aware, there is no relevant audit information (as defined by Section 418 of the Companies Act 2006) of which the company's auditors are unaware, and he has taken all the steps that he ought to have taken as a director in order to make himself aware of any relevant audit information and to establish that the company's auditors are aware of that information.

AUDITORS

The auditors, Paul Howley & Co Ltd, will be proposed for re-appointment at the forthcoming Annual General Meeting.

ON BEHALF OF THE BOARD:

J Myatt - Director

9 September 2026

Opinion

We have audited the financial statements of Orbital Management Services Limited (the 'company') for the year ended 31 March 2026 which comprise the Income Statement, Other Comprehensive Income, Balance Sheet, Statement of Changes in Equity and Notes to the Financial Statements, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).

In our opinion the financial statements:

-	give a true and fair view of the state of the company's affairs as at 31 March 2026 and of its profit for the year then ended;

-	have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice; and

-	have been prepared in accordance with the requirements of the Companies Act 2006.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities under those standards are further described in the Auditors' responsibilities for the audit of the financial statements section of our report. We are independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, including the FRC's Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the director's use of the going concern basis of accounting in the preparation of the financial statements is appropriate.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

Our responsibilities and the responsibilities of the director with respect to going concern are described in the relevant sections of this report.

Other information

The director is responsible for the other information. The other information comprises the information in the Strategic Report and the Report of the Director, but does not include the financial statements and our Report of the Auditors thereon.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

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

-	the information given in the Strategic Report and the Report of the Director for the financial year for which the financial statements are prepared is consistent with the financial statements; and

-	the Strategic Report and the Report of the Director have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

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

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

-	adequate accounting records have not been kept, or returns adequate for our audit have not been received from branches not visited by us; or

-	the financial statements are not in agreement with the accounting records and returns; or

-	certain disclosures of director's remuneration specified by law are not made; or

-	we have not received all the information and explanations we require for our audit.

Responsibilities of director

As explained more fully in the Statement of Director's Responsibilities set out on page three, the director is 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 director determines 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 director is 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 director either intends to liquidate the company or to cease operations, or has no realistic alternative but to do so.

Auditors' responsibilities for the audit of the financial statements

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

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:

Based on our understanding of the Company and industry, we identified that the principal risks of non-compliance with laws and regulations related to 2006 Companies Act, relevant tax legislation, environmental and consumer rights regulation and anti-bribery and corruption legislation, and we considered the extent to which non-compliance might have a material effect on the financial statements. We evaluated management's incentives and opportunities for fraudulent manipulation of the financial statements (including risk of override of controls), and determined the principal risks. Audit procedures performed by the engagement team included:

- The engagement partner ensured that the engagement team collectively had the appropriate competence, capabilities and skills to recognize non compliance with applicable laws and regulations;

- Enquiries of the directors and management to identify any instances of non-compliance including consideration of known or suspected instances of fraud;

- Evaluation of management's internal controls designed to prevent and detect irregularities;

- Review of meeting minutes, and where applicable, correspondence with HMRC and other relevant regulatory authorities;

- Performed analytical procedures to identify any unusual or unexpected relationships;

- Investigated the rationale behind significant or unusual transactions;

- Reviewing legal and professional costs to identify any indicators of litigation;

- Reviewing the general ledger entries during the year to identify unusual transactions;

- Detailed testing of journal entries and assumptions made.

There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected it the financial statements. 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.

Use of our report

This report is made solely to the company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the company's members those matters we are required to state to them in a Report of the Auditors and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company and the company's members as a body, for our audit work, for this report, or for the opinions we have formed.

Paul Berry (Senior Statutory Auditor)

for and on behalf of Paul Howley & Co Ltd

Chartered Certified Accountants

Statutory Auditors

Suite 5, First Floor

1 Beevor Court

Off Pontefract Road

Barnsley

South Yorkshire

S71 1HG

9 September 2026

TURNOVER

3

109,016,001

139,009,555

Cost of sales

107,874,795

137,601,791

GROSS PROFIT

1,141,206

1,407,764

Administrative expenses

1,322,751

2,113,707

(181,545

)

(705,943

)

Other operating income

4

465,666

641,671

OPERATING PROFIT/(LOSS)

6

284,121

(64,272

)

Interest receivable and similar income

7

154,111

133,615

PROFIT BEFORE TAXATION

438,232

69,343

Tax on profit

8

114,067

30,996

PROFIT FOR THE FINANCIAL YEAR

324,165

38,347

PROFIT FOR THE YEAR

324,165

38,347

OTHER COMPREHENSIVE INCOME

-

-

TOTAL COMPREHENSIVE INCOME FOR THE YEAR

324,165

38,347

FIXED ASSETS

Intangible assets

9

84,380

-

Tangible assets

10

87,759

47,558

172,139

47,558

CURRENT ASSETS

Debtors

11

4,303,849

11,148,166

Cash at bank

4,260,334

5,344,594

8,564,183

16,492,760

CREDITORS

Amounts falling due within one year

12

10,502,432

18,629,262

NET CURRENT LIABILITIES

(1,938,249

)

(2,136,502

)

TOTAL ASSETS LESS CURRENT LIABILITIES

(1,766,110

)

(2,088,944

)

PROVISIONS FOR LIABILITIES

14

10,150

11,481

NET LIABILITIES

(1,776,260

)

(2,100,425

)

CAPITAL AND RESERVES

Called up share capital

15

100

100

Retained earnings

16

(1,776,360

)

(2,100,525

)

SHAREHOLDERS' FUNDS

(1,776,260

)

(2,100,425

)

The financial statements were approved by the director and authorised for issue on 9 September 2026 and were signed by:

J Myatt - Director

Called up

share

Retained

Total

capital

earnings

equity

£

£

£

Balance at 1 November 2023

100

(2,138,872

)

(2,138,772

)

Changes in equity

Total comprehensive income

-

38,347

38,347

Balance at 31 March 2025

100

(2,100,525

)

(2,100,425

)

Changes in equity

Total comprehensive income

-

324,165

324,165

Balance at 31 March 2026

100

(1,776,360

)

(1,776,260

)

1.	STATUTORY INFORMATION

Orbital Management Services Limited is a private company, limited by shares , registered in England and Wales. The company's registered number and registered office address can be found on the Company Information page.

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

2.	ACCOUNTING POLICIES

Basis of preparing the financial statements

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

Going concern

At the balance sheet date, the Company had net liabilities of £1.8m due to impairment of historical debt owed by fellow companies in the Orbital Payroll Group Limited group of companies (the "Group") which in its entirety is profitable. After due consideration of forecasts for the Group which take into account plausible scenarios and available cash resources in the period 12 months from the date of signing these financial statements, the financial statements have been prepared on a going concern basis.

Financial Reporting Standard 102 - reduced disclosure exemptions

The company has taken advantage of the following disclosure exemptions in preparing these financial statements, as permitted by FRS 102 "The Financial Reporting Standard applicable in the UK and Republic of Ireland":

•

the requirements of Section 7 Statement of Cash Flows;

•

the requirement of paragraph 3.17(d);

•

the requirements of paragraphs 11.42, 11.44, 11.45, 11.47, 11.48(a)(iii), 11.48(a)(iv), 11.48(b) and 11.48(c);

•

the requirements of paragraphs 12.26, 12.27, 12.29(a), 12.29(b) and 12.29A;

•

the requirement of paragraph 33.7.

This information is included in the consolidated financial statements of Orbital Payroll Group Limited as at 31 March 2025 and these financial statements may be obtained from Companies House.

Critical accounting judgements and key sources of estimation uncertainty

No significant judgements have had to be made by management in preparing these financial statements.

The Company makes estimates and assumptions concerning the future. The resulting accounting estimate will, by definition, seldom equal the related actual results. The estimate and assumption that has the greatest level of uncertainty is addressed below:

(i) Impairment of debtors

The Company makes an estimate of the recoverable value of trade and other debtors. When assessing

impairment of trade and other debtors, management considers factors including the current credit rating of

the debtor, the ageing profile of the debtors and historical experience. The bad debt provision as at the

year end was £109,424 (2025: £17,000).

Turnover

Turnover represents the fair value of consideration received or receivable from the sale of consultancy services. Fair value reflects the amount agreed in the form of contractual charges for each type of service. Fee income is stated net of amounts collected on behalf of third parties such as sales taxes, goods and services taxes and value added taxes.

Turnover is recognised to the extent that the Company obtains the right to consideration in exchange

for its performance. Right to consideration is based on the Company confirming completion of its contractual obligations in relation to the services provided.

The contractor will complete an assignment for an agency who will then pay Orbital Management Services Limited the agreed contract rate (after deducting their fee). Orbital Management Services Limited will then recognise the gross revenue in respect of this assignment and the cost of the contractor. Once the contractor then submits their timesheet, Orbital Management Services Limited will transfer the remuneration due to the contractor to them after deducting the fee (margin).

This means that there are two elements of revenue recognised; the gross revenue received from the agency which is recognised when the money is received from the agency (which is net nil as it is equal to the cost of the contractors), and the margin recognised when processing timesheets.

Intangible assets

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 three years.

Tangible fixed assets

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

Fixtures and fittings

-

25% on cost

Motor vehicles

-

20% on cost

Computer equipment

-

33% on cost

Financial instruments

The company only enters into basic financial instrument transactions that result in the recognition of financial assets and liabilities such as bank and cash balances, trade and other accounts receivable and payable, loans from banks and other third parties and loans to and from related parties.

Debt instruments (other than those wholly repayable or receivable within one year), including loans and other accounts receivable and payable, are initially measured at the transaction price and subsequently at amortised cost using the effective interest method. Debt instruments that are payable or receivable within one year, typically trade payables or receivables, are measured, initially and subsequently, at the undiscounted amount of the cash or other consideration expected to be paid or received. However, if the arrangements of a short-term instrument constitute a financing transaction, the financial asset or liability is measured, initially, at the present value of the future cash flow discounted at a market rate of interest for a similar debt instrument and subsequently at amortised cost.

Financial assets and liabilities are offset and the net amount reported in the Balance Sheet when

there is an 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.

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.

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.

Pension costs and other post-retirement benefits

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

3.

TURNOVER

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

An analysis of turnover by class of business is given below:

Period

1.11.23

Year ended

to

31.3.26

31.3.25

£

£

Sales

107,159,580

136,691,304

Administration fees

1,856,421

2,318,251

109,016,001

139,009,555

4.	OTHER OPERATING INCOME

Period

1.11.23

Year ended

to

31.3.26

31.3.25

£

£

Management charges

465,666

641,671

5.	EMPLOYEES AND DIRECTORS

Period

1.11.23

Year ended

to

31.3.26

31.3.25

£

£

Wages and salaries

621,082

1,060,167

Social security costs

66,036

98,702

Other pension costs

37,001

28,300

724,119

1,187,169

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

Period

1.11.23

Year ended

to

31.3.26

31.3.25

Director

1

1

Administration

19

25

20

26

Period

1.11.23

Year ended

to

31.3.26

31.3.25

£

£

Director's remuneration

28,645

87,765

6.	OPERATING PROFIT/(LOSS)

The operating profit (2025 - operating loss) is stated after charging:

Period

1.11.23

Year ended

to

31.3.26

31.3.25

£

£

Hire of plant and machinery

2,475

3,043

Other operating leases

31,947

49,148

Depreciation - owned assets

19,361

8,104

Auditors' remuneration

12,000

12,000

7.

INTEREST RECEIVABLE AND SIMILAR INCOME

Period

1.11.23

Year ended

to

31.3.26

31.3.25

£

£

Bank interest receivable

154,111

133,615

8.

TAXATION

Analysis of the tax charge

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

Period

1.11.23

Year ended

to

31.3.26

31.3.25

£

£

Current tax:

UK corporation tax

115,398

20,886

Deferred tax

(1,331

)

10,110

Tax on profit

114,067

30,996

UK corporation tax has been charged at 25% (2025 - 25%).

Reconciliation of total tax charge included in profit and loss

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

Period

1.11.23

Year ended

to

31.3.26

31.3.25

£

£

Profit before tax

438,232

69,343

Profit multiplied by the standard rate of corporation tax in the UK of 25% (2025 - 25%)

109,558

17,336

Effects of:

Expenses not deductible for tax purposes

6,070

21,683

Adjustments to tax charge in respect of previous periods

5,264

-

Group relief

(5,122

)

(3,408

)

for changes in tax rates

Other adjustments

(1,703

)

(4,615

)

Total tax charge

114,067

30,996

9.	INTANGIBLE FIXED ASSETS

Computer

software

£

COST

Additions

84,380

At 31 March 2026

84,380

NET BOOK VALUE

At 31 March 2026

84,380

10.	TANGIBLE FIXED ASSETS

Fixtures

and

Motor

Computer

fittings

vehicles

equipment

Totals

£

£

£

£

COST

At 1 April 2025

8,975

42,688

42,279

93,942

Additions

-

55,200

4,362

59,562

At 31 March 2026

8,975

97,888

46,641

153,504

DEPRECIATION

At 1 April 2025

8,375

-

38,009

46,384

Charge for year

248

9,458

9,655

19,361

At 31 March 2026

8,623

9,458

47,664

65,745

NET BOOK VALUE

At 31 March 2026

352

88,430

(1,023

)

87,759

At 31 March 2025

600

42,688

4,270

47,558

11.

DEBTORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.3.26

31.3.25

£

£

Trade debtors

3,617,052

872,943

Amounts owed by group undertakings

535,357

10,107,853

Directors' loan accounts

270

47,120

Tax

15,903

-

Prepayments and accrued income

135,267

120,250

4,303,849

11,148,166

12.

CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR

31.3.26

31.3.25

£

£

Trade creditors

405,088

329,348

Amounts owed to group undertakings

3,678,146

14,035,935

Tax

110,134

20,886

Social security and other taxes

1,832,072

1,429,159

VAT

3,485,788

2,585,302

Other creditors

14,098

44,937

Accruals and deferred income

977,106

183,695

10,502,432

18,629,262

13.	LEASING AGREEMENTS

Minimum lease payments under non-cancellable operating leases fall due as follows:

31.3.26

31.3.25

£

£

Within one year

13,125

13,125