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

Business Model
Compass Travel (Sussex) Ltd (trading as Compass Travel) is an independent bus and coach operator providing local bus services, private hire and commercial services across Sussex, Surrey and Brighton & Hove. The company operates mostly contracted services for local authorities, schools and colleges and remains focused on delivering safe, reliable and high quality transport services to the communities it serves.

The business continues to operate in a competitive and highly regulated market, with a focus on operational reliability, careful cost control, compliance and maintaining good relationships with local authorities, customers, staff and other stakeholders

During the period, the company continued to provide a substantial network of local bus services, supported mainly by contracted and tendered routes together with some commercial work. Management continued to ensure that the business was well placed to respond to local authority tender opportunities, changing passenger demand and wider pressures affecting the bus industry.

The company maintained its focus on operational reliability and customer satisfaction against continued pressure on wages. fuel. engineering costs, parts availability and other business overheads. The directors consider the overall performance of the business during the period to be encouraging despite these challenges.

The company continued to invest in its fleet and operations where the directors considered it appropriate, with the aim of improving reliability, customer experience, fuel efficiency and long term vehicle resilience.

The latest accounts show a drop in performance for the six months from 1 July to 31 December 2025, following the strong profit reported for the eighteen months from 1 January 2024 to 30 June 2025. As these irregular reporting periods form one continuous twenty four month period, the directors consider that the two sets of accounts should be read together to provide a fair and balanced assessment of the company's financial performance. Viewed on this basis, the company remained profitable overall across the combined period.

The previous accounting period was extended from twelve months to eighteen months to allow sufficient time to arrange and complete the company's first financial audit after it exceeded the statutory audit exemption thresholds. The six month reporting period to 31 December 2025 returns the company to its normal accounting year. Future accounts are expected to cover twelve month periods from January to December, allowing for more direct year on year comparison.

During the previous eighteen month period, expenditure was intentionally restricted while the company focused on delivering a major strategic project. Following its successful completion, normal operational spending and investment resumed, which increased costs in the latest period.

The company also invested in software upgrades and recruited additional staff to support future growth. operational resilience and efficiency. These investments increased costs in the short term, but the directors expect the benefits and associated returns to be realised over the next twelve to twenty four months.

Employee remuneration also increased. Following the company's strong performance over the preceding eighteen months, the leadership team implemented salary increases above the original budget. This was a deliberate decision to support retention, reward employee contribution and help the company remain competitive in the employment market.

The company also incurred additional professional and compliance costs after exceeding the statutory audit thresholds. These included external audit fees, accounting support and professional consultancy costs required to meet the enhanced reporting requirements. A proportion of these costs were one off and directly related to the company's first audit.

The directors monitor revenue, operating margins, cash flow, capital expenditure and compliance with financial obligations closely. The underlying position remains positive, with recent investment expected to support the company's continued development over the medium term.

The company continues to face a number of short term challenges. These include changing passenger travel habits, reductions in local authority contracts and support in some areas, inflationary pressures, geographical difficulties in recruitment and retention, and the increasing cost of operating and maintaining vehicles.

At the same time, the sector continues to present opportunities for well run, quality operators that can demonstrate reliability, value for money, good customer service and a constructive approach to partnership working. This is supported by government backed investment through local authority led Bus Service Improvement Plans and the HM Government National Bus Fare Cap.

Compass Travel continues to position itself as a responsive independent operator, able to adapt quickly to local market conditions, contract requirements and changing customer needs.

The directors have considered and responded to the principal risks and uncertainties facing the company. These include the following areas:

• Contract and revenue risk
  A significant proportion of the company's income is influenced by contracted services and the local authority tender market. Changes to contract availability, pricing. funding or franchising may have a material effect on future revenue and profitability.

• Cost inflation
  The company is exposed to rising costs, most notably wages, fuel, insurance, engineering and parts. Increases in these areas cannot always be fully recovered through fare income or contract pricing,

• Recruitment and retention
  The recruitment and retention of qualified drivers, engineers and other staff remains a key challenge in some areas A shortage of suitably trained staff can affect service delivery, increase overtime costs and place pressure on operations.

• Fleet reliability and maintenance
  The business depends on the availability and reliability of its vehicle fleet. Unexpected vehicle defects, parts shortages, warranty issues or increased maintenance requirements may lead to higher operating costs and service disruption.

• Zero Emission Vehicles
  The company continues to consider the transition to zero emission vehicles and the opportunities and challenges this presents. Whilst investment in zero emission buses forms an important part of the long term direction of the company, the associated capital cost remains significant, particularly when combined with the infrastructure works required to support charging and power supply.

Looking ahead, the directors remain cautiously optimistic about the future of the business, whilst recognising that the operating environment remains challenging. The company will continue to focus on delivering reliable services, maintaining strong compliance standards, managing costs and pursuing sensible opportunities for sustainable growth and diversification.

The outlook for the business will continue to depend on a number of extenal factors, including local authority funding, contract opportunities and rising costs.

Notwithstanding these uncertainties, the directors believe that the company remains well placed to continue trading and they will continue to respond to opportunities, challenges and pressures as they arise.

On behalf of the board

The directors present their annual report and financial statements for the period ended 31 December 2025.

The principal activity of the company is that of the operation of tendered and commercial buses and private hire coaches.

The results for the period are set out on page 9.

The directors who held office during the period and up to the date of signature of the financial statements were as follows:

The company manages its cash and borrowing requirements in order to maximise interest income and minimise interest expense, whilst ensuring the company has sufficient liquid resources to meet the operating needs of the business.

Investments of cash surpluses, borrowings and derivative instruments are made through banks and companies which must fulfil credit rating criteria approved by the Board.

All customers who wish to trade on credit terms are subject to credit verification procedures. Trade debtors are monitored on an ongoing basis and provision is made for doubtful debts where necessary.

The directors believe that there are currently no major future developments requiring disclosure.

The auditor, Sumer Audit, is deemed to be reappointed under section 487(2) of the Companies Act 2006.

So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information of which the company’s auditor is unaware. Additionally, the directors individually have taken all the necessary steps that they ought to have taken as directors in order to make themselves aware of all relevant audit information and to establish that the company’s auditor is aware of that information.

The directors are responsible for preparing the annual 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 and applicable law). Under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing these financial statements, the directors are required to:

• select suitable accounting policies and then apply them consistently;

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

• state whether applicable UK Accounting Standards 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.

We have audited the financial statements of Compass Travel (Sussex) Limited (the 'company') for the period ended 31 December 2025 which comprise the statement of comprehensive income, the balance sheet, the statement of changes in equity, the 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).

In our opinion the financial statements:

• give a true and fair view of the state of the company's affairs as at 31 December 2025 and of its loss for the period 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 company's ability to continue as a going concern for a period of at least twelve months from when the financial statements are authorised for issue.

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

Other information

The 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. 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 course of 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 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.

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 and returns; or

• certain disclosures of directors' remuneration specified by law are not made; or

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

As explained more fully in the directors' responsibilities statement, 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.

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.

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.

In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and regulations, our procedures included the following:

• Obtaining an understanding of the legal and regulatory framework that the company operates in, focusing on those laws and regulations that had a direct effect on the financial statements and operations;

• Obtaining an understanding of the company’s policies and procedures on fraud risks, including knowledge of any actual, suspected or alleged fraud; and

• Discussing among the engagement team how and where fraud might occur in the financial statements and any potential indicators of fraud through our knowledge and understanding of the company and our sector-specific experience.

As a result of these procedures, we considered the opportunities and incentives that may exist within the company for fraud. We are also required to perform specific procedures to respond to the risk of management override. As a result of performing the above, we identified the following areas as those most likely to have an impact on the financial statements: compliance with the UK Companies Act.

In addition to the above, our procedures to respond to risks identified included the following:

• Making enquiries of management, about any known or suspected instances of non-compliance with laws and regulations and fraud;

• Challenging assumptions and judgements made by management in their significant accounting estimates, in particular in relation to the carrying value of tangible fixed assets; and

• Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness.

Due to the inherent limitations of an audit, there is an unavoidable risk that some material misstatements in the financial statements may not be detected, even though the audit is properly planned and performed in accordance with the ISAs (UK). For instance, the further removed non-compliance is from the events and transactions reflected in the financial statements, the less likely the auditor is to become aware of it or to recognise the non-compliance.

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 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 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.

The profit and loss account has been prepared on the basis that all operations are continuing operations.

These financial statements have been prepared in accordance with the provisions relating to medium-sized companies.

Compass Travel (Sussex) Limited is a private company limited by shares incorporated in England and Wales. The registered office is 51-63 St.Dunstans Road, Worthing, West Sussex, BN13 1AA.

The current financial period covers six months to 31 December 2025 to realign the company’s year end with its historical year end date, following the exceptional eighteen month comparative period which was extended for commercial reasons. Therefore, the comparative information may not be 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 £1.

The financial statements have been prepared under the historical cost convention. The principal accounting policies adopted are set out below.

At the time of approving the financial statements, the directors have a reasonable expectation that the company has adequate resources to continue in operational existence for the foreseeable future. The directors have considered relevant information, including the company’s principal risks and uncertainties, the annual budget, forecast future cash flows and the impact of subsequent events in making their assessmenttrue. Based on these assessments and having regard to the resources available to the entity, the directors have concluded that there is no material uncertainty and that they can continue to adopt the going concern basis in preparing the annual report and financial statements.

Turnover is recognised at the fair value of the consideration received or receivable for services provided in the normal course of business, and is shown net of VAT and other sales related taxes.

Bus revenue principally comprises amounts receivable from contracts with local authorities and are recognised as the services are provided.

Other bus revenue comprises amount receivable for ticket sales and concessionary fare schemes. Concessionary amounts are recognised in the period in which the service is provided based on a predetermined formula as agreed with the relevant local authority.

The bus service operating grant is credited to the profit and loss account in the period to which it relates.

Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.

Intangible assets acquired on business combinations are recognised separately from goodwill at the acquisition date where it is probable that the expected future economic benefits that are attributable to the asset will flow to the entity and the fair value of the asset can be measured reliably; the intangible asset arises from contractual or other legal rights; and the intangible asset is separable from the entity.

Amortisation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

Tangible fixed assets are initially measured at cost and subsequently measured at cost or valuation, net of depreciation and any impairment losses.

Depreciation is recognised so as to write off the cost or valuation of assets less their residual values over their useful lives on the following bases:

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 credited or charged to profit or loss.

Stocks are stated at the lower of cost and estimated selling price less costs to complete and sell.

At each reporting date, an assessment is made for impairment. Any excess of the carrying amount of stocks over its estimated selling price less costs to complete and sell is recognised as an impairment loss in profit or loss. Reversals of impairment losses are also recognised in profit or loss.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

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 its financial instruments.

Basic financial assets, which include trade and other receivables and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost.

Basic financial liabilities, including trade and other payables, bank loans and overdrafts and other loans 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 receipts discounted at a market rate of interest.

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.

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.

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 costs of short-term employee benefits are recognised as a liability and an expense.

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 are charged to income on a straight line basis over the term of the relevant lease.

Government grants are recognised at the fair value of the asset received or receivable when there is reasonable assurance that the grant conditions will be met and the grants will be received.

In the application of the company’s accounting policies, the directors are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised 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.

The estimates and assumptions which have a significant risk of causing a material adjustment to the carrying amount of assets and liabilities are as follows.

The carrying value of tangible fixed assets is based on estimates and assumptions, including useful lives and potential impairment. The directors regularly review these assets to ensure any there are no signs of impairment and that the remaining useful lives of the assets remains appropriate.

An analysis of the company's turnover is as follows:

All turnover was generated in the United Kingdom in the current and comparative period.

The average monthly number of persons (including directors) employed by the company during the period was 222 (June 2025 - 184)

Their aggregate remuneration comprised:

No figure has been included for the highest paid director as total directors' remuneration was under £200,000.

The directors are considered to be the only key management personnel of the company.

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

The net carrying value of tangible fixed assets includes the following in respect of assets held under finance leases or hire purchase contracts.

A director has also provided a personal guarantee of up to £200,000 (June 2025 - £200,000) as well as security on other personal assets for the bank loans and overdraft.

Bank loans and overdrafts are secured by a debenture comprising fixed and floating charges over all assets of the company. Interest on the bank loans is charged at between 2.5% and 9.05% per annum.

The finance leases are secured on the applicable assets and the average lease term is five years.

Deferred tax assets and liabilities are offset where the company has a legally enforceable right to do so. The following is the analysis of the deferred tax balances (after offset) for financial reporting purposes:

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

All types of shares hold the same voting, dividend and capital distribution (including on winding up) rights.

At the reporting end date the company had outstanding commitments for future minimum lease payments under non-cancellable operating leases, which fall due as follows:

Dividends have been declared since the year end totalling £40,000.

During the period the company entered into the following transactions with related parties:

The company has outstanding loans due from two close relatives of the directors which were advanced in prior years. The loans are on arm's length terms and bear interest at a commercial rate. Interest of £3,150 (June 2025 - £3,150) was charged during the period. At the balance sheet date, the total outstanding amount in respect of these loans was £30,000 (June 2025 - £30,000).

At the period end, the company owed a shareholder £63,700 (June 2025 - £Nil) in respect of the shareholder's loan account.

The Compass Travel Trust Limited is a connected company though a common director. During the period, the company made donations of £20,200 (June 2025 - £29,834) to The Compass Travel Trust Limited. The donations made are within the ordinary course of business and no director derived any personal benefit from these transactions.

Amen Trust is a registered charity in which a director of the company is the Chair of Trustees. During the period, the company made donations of £6,300 (June 2025 - £9,400) to Amen Trust. The donations made are within the ordinary course of business and no director derived any personal benefit from these transactions.

Topline Travel Group Limited is a connected company under common control. During the period, the company paid an accountancy invoice of £6,000 (June 2025 - £Nil) on behalf of Topline Travel Group Limited.

Directors received dividends from the company during the period of £121,199 (June 2025 - £167,625).

Interest was paid to directors in respect of directors' loans during the period of £Nil (June 2025 - £5,120).