Year Ended
Registration number:
JMC-Group Ltd
Contents
|
Company Information |
|
|
Strategic Report |
|
|
Directors' Report |
|
|
Statement of Directors' Responsibilities |
|
|
Independent Auditor's Report |
|
|
Consolidated Profit and Loss Account |
|
|
Consolidated Statement of Comprehensive Income |
|
|
Consolidated Balance Sheet |
|
|
Balance Sheet |
|
|
Consolidated Statement of Changes in Equity |
|
|
Statement of Changes in Equity |
|
|
Consolidated Statement of Cash Flows |
|
|
Notes to the Financial Statements |
JMC-Group Ltd
Company Information
|
Directors |
Mr J Martin Mr A Ashcraft Mrs H Prendergast Mr M A Laing |
|
Registered office |
|
|
Auditors |
|
JMC-Group Ltd
Strategic Report
Year Ended 31 December 2025
The directors present their strategic report for the year ended 31 December 2025.
Principal activity
The principal activity of the group is that of a holding company.
Fair review of the business
The Directors are satisfied with the Group's performance for the year, as the business has continued to see an increase in revenues and profits. The Group's long-term strategy continues to be that of sustainable profitable growth and the enhancement of Shareholder value.
The Group experienced an increase in revenues and profit, which continues to expand following the Coronavirus pandemic. The Directors are confident about the continued revenues and profits across 2026.
The Directors continue to believe that being an ethical, financially stable and fully compliant business will ensure further opportunities will continue in the foreseeable future.
The group's key financial and other performance indicators during the year were as follows:
|
Financial KPIs |
Unit |
2025 |
2024 |
|
Gross profit percentage |
% |
15 |
19 |
|
Operating EBITDA |
£ |
7,267,516 |
(823,567) |
Principal risks and uncertainties
Commercial risk:
Inline with many businesses our cash flow and income fluctuates as a result of factors outside of our control. To minimise this risk, we operate across an international client base and several sub-sectors within the aviation industry. The Group continues to develop key relationships by seeking to provide value added services to our clients across all our markets.
Following the UK’s decision to leave the EU and as a result of the COVID pandemic, there has been a shortage of manpower within the UK Marketplace for Engineers. The Group has utilised it’s Home Office Sponsorship License to immigrate engineers into the UK to help alleviate this shortage.
Economic risk:
The Group's funding is primarily provided by its Ultimate ownership Company, Launch Technical Workforce Solutions LLC with a variable interest rate and as such, large movements in LiBOR can affect the Group's profitability. The Group is also aware of the potential risks associated with a change in Government and potential changes to immigration laws and working standards.
Operational risk:
The Group remains committed to the training, development and welfare of its staff and recognises their importance, in the continued success of the Group.
Future developments:
The Group has continued to develop its management information systems in order to improve operating efficiency and to ensure the highest levels of compliance standards. The Group will continue to develop and enhance its systems and commercial offerings, in order to enhance both its and its client's sustainable profitability.
JMC-Group Ltd
Strategic Report
Year Ended 31 December 2025
Section 172(1) statement
The Directors are required to act in accordance with Section 172 of the Companies Act 2006 and, in doing so, to promote the success of the Group for the benefit of its members as a whole. In making decisions, the Directors have regard, amongst other matters;
• To the likely long-term consequences of decisions,
• The interests of employees,
• Relationships with customers and suppliers,
• Environmental impacts,
• High standards of business conduct and
• Fairness between shareholders.
The Primary objective of the Group is to provide manpower solutions into the Global Aviation Maintenance, Repair, Overhaul and Production sector. This objective is achieved with Commercial Awareness whilst maintaining the necessary Regulatory and Legal requirements relevant to the business activity, ensuring that we preserve our Core Values in our service offering.
The Core Values of the Group are as follows:
• Collaboration
• Innovation
• Integrity
• Passion
• Unique
• Employees
Engagement with employees
Employees
The Group recognises that its employees are critical to the success of the business. The Board receives regular updates on Staff Recruitment and Retention.
During the year, the Group continued to invest in employee training and development, maintained regular communication with staff and offered incentives to contribute to the growth and success of the business.
Engagement with suppliers, customers and other relationships
Customers
The Group's success depends on maintaining strong relationships with its customers. The Board regularly reviews service performance, customer satisfaction and contractual commitments to ensure that customer needs are met and that long-term relationships are maintained.
Suppliers and Business Partners
The Group works closely with it’s Contractor Base who are integral to its Services Offering ensuring that a higher level of service is maintained at all times.
Through the Group’s ISO EN9100 accreditation, Supplier Monitoring is regularly performed.
Shareholders
The Board maintains regular engagement with shareholders and keeps them informed of the Group's performance, strategy and significant developments throughout the year.
The Directors seek to create sustainable long-term value whilst maintaining an appropriate balance between growth, profitability and prudent risk management.
JMC-Group Ltd
Strategic Report
Year Ended 31 December 2025
Communities and the Environment
The Group recognises its responsibility to minimise the environmental impact of its operations and to contribute positively to the communities in which it operates.
Environmental performance, including energy usage and greenhouse gas emissions, is monitored through the Group's Streamlined Energy and Carbon Reporting (SECR) disclosures. The Board considers environmental impacts when making business decisions and continues to identify opportunities to improve sustainability performance.
Principal decisions during the year
Some of the key decisions made during the year for the benefit of the long-term success of the company are described below.
|
Principle Decision |
Impact on Long term Success of the business |
Stakeholder Considerations |
|
To maintain competitive advantage it is important of the Group to invest in new IT Systems including Microsoft Business Central, Bullhorn and other risk mitigating Infrastructure projects. |
This will improve the infrastructure of the business to support its continued growth strategy through greater reporting and KPI visibility. It will enable the business to operate in a more cost effective manner. |
This will involve Customers, Supplier, Employees and Shareholders |
|
New Service Offering for an existing Client meant that revenues have increased for both the short and long term. |
This has increased Revenues and Profits for both this year and subsequent years |
Customers, Suppliers, Employee engagement. |
|
The Group recognises the importance of its employees and continued with its investment in Training Programmes with both internal and external programmes. |
To ensure Retention of key Staff members that play a key role in the long term success of the business. |
Employees, Management |
|
The Company’s majority shareholders took the decision sell their shares in the year so that new Ownership could push the business onto a new level of growth into the future |
This will give the Company and Group the access to Capital it requires in order to meet its Growth requirements |
Shareholders, Key Management |
JMC-Group Ltd
Strategic Report
Year Ended 31 December 2025
Energy and carbon report
The Group is committed to monitoring and managing its energy consumption and greenhouse gas emissions as part of its wider environmental responsibilities and reporting requirements under SECR.
The Group is largely office based and therefore has a relatively low carbon footprint. As per the reporting requirements, we disclose energy consumption and business mileage for the company.
Emissions and energy consumption
Summary of greenhouse gas emissions and energy consumption for the year ended 31 December 2025:
|
Data |
Unit of |
2025 |
|
Energy consumption used to calculate emissions - Purchased fuels for Vehicles and Fuel |
kWh |
|
|
Energy consumption used to calculate emissions - Purchased Electricity |
kWh |
|
|
Energy consumption used to calculate emissions - Business Travel |
kWh |
|
|
Energy consumption used to calculate emissions - Total |
kWh |
315,986.00 |
|
Emissions from combustion of Fuels for Vehicles and Fuel |
tCO2e |
57.40 |
|
Emissions from purchase of Electricity |
tCO2e |
4.30 |
|
Emissions from combustion of fuel for Business Travel |
tCO2e |
8.50 |
|
Total gross CO2e |
tCO2e |
70.20 |
|
632,112.40 |
The Group is committed to monitoring and managing its energy consumption and greenhouse gas emissions as part of its wider environmental responsibilities and reporting requirements under SECR.
The Group is largely office based and therefore has a relatively low carbon footprint. As per the reporting requirements, we disclose energy consumption and business mileage for the Group.
Intensity ratio
|
|
Approved by the
|
......................................... |
JMC-Group Ltd
Directors' Report
Year Ended 31 December 2025
The directors present their report and the for the year ended 31 December 2025.
Directors of the group
The directors who held office during the year were as follows:
The following directors were appointed after the year end:
Financial instruments
Objectives and policies
The Group's principal financial instruments comprise bank balances, trade creditors and trade debtors. The Group does not use derivative financial instruments.
The Group's activities expose it to a number of financial risks including credit and liquidity risks. The Group's approach to dealing with these risks is detailed below.
Credit risk and liquidity risk
The Group's principal financial assets are cash and trade debtors as the Group seeks to ensure sufficient liquidity is available to meet the Group's foreseeable cash requirements. The Group is in regular communication with its ownership to ensure it has the available working capital to operate. The Group manages credit risk through the adherence to credit limits, the regular review of payment history and debt collection targets.
Disclosure of information to the auditor
Each director has taken steps that they ought to have taken as a director in order to make themselves aware of any relevant audit information and to establish that the company's auditor is aware of that information. The directors confirm that there is no relevant information that they know of and of which they know the auditor is unaware.
Approved by the
|
......................................... |
JMC-Group Ltd
Statement of Directors' Responsibilities
The directors acknowledge their responsibilities 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 group and the company and of the profit or loss of the group for that period. In preparing these financial statements, the directors are required to:
|
• |
select suitable accounting policies and 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; and |
|
• |
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 group's and the company's transactions and disclose with reasonable accuracy at any time the financial position of the group and 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 group and the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
JMC-Group Ltd
Independent Auditor's Report to the Members of JMC-Group Ltd
Opinion
We have audited the financial statements of JMC-Group Ltd (the 'parent company') and its subsidiaries (the 'group') for the year ended 31 December 2025, which comprise the Consolidated Profit and Loss Account, Consolidated Statement of Comprehensive Income, Consolidated Balance Sheet, Balance Sheet, Consolidated Statement of Changes in Equity, Statement of Changes in Equity, Consolidated Statement of Cash Flows, 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 group's and the parent company's affairs as at 31 December 2025 and of the group's 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 auditor responsibilities for the audit of the financial statements section of our report. We are independent of the group 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.
Other matters
The company was not audited in the prior period. Therefore, the corresponding figures for the period
ended 31 December 2024 are unaudited.
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 group and parent company's ability to continue as a going concern for a period of at least twelve months from when the original financial statements were 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 directors are responsible for the other information. The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report 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.
JMC-Group Ltd
Independent Auditor's Report to the Members of JMC-Group Ltd
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 there is a material misstatement in the financial statements or a material misstatement of the other information. 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.
Opinion on other matter 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. |
Matters on which we are required to report by exception
In the light of our 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 and the Directors' Report.
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 by the parent company, or returns adequate for our audit have not been received from branches not visited by us; or |
• | the parent company 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. |
Responsibilities of directors
As explained more fully in the Statement of Directors' Responsibilities set out on page 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 group’s and the parent 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 group or the parent company or to cease operations, or have no realistic alternative but to do so.
JMC-Group Ltd
Independent Auditor's Report to the Members of JMC-Group Ltd
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.
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 group and industry, we identified that the principal risks of non-compliance with laws and regulations as relating to breaches around health and safety regulations and breaches of The General Data Protection Regulation (“GDPR”). We also considered those laws and regulations that have a direct impact on the preparation of the financial statements such as The Companies Act 2006, and relevant tax legislation. We considered the extent to which non-compliance with these laws and regulations may have a material effect on the financial statements.
We also evaluated management’s incentives and opportunities for fraudulent manipulation of the financial statements and determined that the principal risks were related to the overstatement of profit, either through overstating revenue, understating expenditure or management bias in accounting estimates.
Based on this understanding we designed our audit procedures to identify irregularities. Our procedures involved the following:
• Enquiries to members of Senior Management, regarding their knowledge of any non-compliance or potential non-compliance with laws and regulations that could affect the financial statements;
• Review of any health and safety incidents which have been reported under The Reporting of Injuries, Diseases and Dangerous Occurrences Regulations 2013 (“RIDDOR”) during the period;
• Review of the group’s controls in relation to GDPR and enquiries to Senior Management as to the occurrence and outcome of any reportable breaches;
• Review of the group’s product safety certification ensuring compliance with applicable standards;
• Challenging assumptions and judgements made by management in its significant accounting estimates;
• Testing the recognition of revenue and costs, in particular around the year end date;
• Auditing the risk of management override of controls, including through testing journal entries and other adjustments for appropriateness, and evaluating the business rationale of significant transactions outside the normal course of business; and
• Reviewing financial statement disclosures and testing to supporting documentation to assess compliance with applicable laws and regulations.
JMC-Group Ltd
Independent Auditor's Report to the Members of JMC-Group Ltd
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements. 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 omissions, collusion, forgery, misrepresentations, or the override of internal controls. We are also less likely to become aware of instances of non-compliance with laws and regulations that are not closely related to events and transactions reflected in the financial statements.
A further description of our responsibilities is available on the Financial Reporting Council’s website at: 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.
......................................
Centenary House
Peninsular Park
Rydon lane
EX2 7XE
JMC-Group Ltd
Consolidated Profit and Loss Account
Year Ended 31 December 2025
|
Note |
Year Ended |
(Unaudited) 7 Months to |
|
|
Turnover |
|
|
|
|
Cost of sales |
( |
( |
|
|
Gross profit |
|
|
|
|
Administrative expenses including exceptional items |
( |
|
|
|
Operating profit |
|
|
|
|
Other interest receivable and similar income |
|
|
|
|
Interest payable and similar expenses |
( |
( |
|
|
(874,951) |
(283,916) |
||
|
Profit before tax |
|
|
|
|
Tax on profit |
( |
|
|
|
Profit for the financial year |
|
|
The group has no recognised gains or losses for the year other than the results above.
JMC-Group Ltd
Consolidated Statement of Comprehensive Income
Year Ended 31 December 2025
|
Year Ended |
(Unaudited) 7 Months to |
|
|
Profit for the year |
|
|
|
Total comprehensive income for the year |
|
|
|
Total comprehensive income attributable to: |
||
|
Owners of the company |
|
|
JMC-Group Ltd
Consolidated Balance Sheet
31 December 2025
|
Note |
2025 |
(Unaudited) |
|
|
Fixed assets |
|||
|
Intangible assets |
|
|
|
|
Tangible assets |
|
|
|
|
|
|
||
|
Current assets |
|||
|
Debtors |
|
|
|
|
Cash at bank and in hand |
|
|
|
|
|
|
||
|
Creditors: Amounts falling due within one year |
( |
( |
|
|
Net current assets |
|
|
|
|
Total assets less current liabilities |
|
|
|
|
Creditors: Amounts falling due after more than one year |
( |
( |
|
|
Provisions for liabilities |
( |
( |
|
|
Net assets |
|
|
|
|
Capital and reserves |
|||
|
Called up share capital |
229 |
229 |
|
|
Share premium reserve |
44,959 |
44,959 |
|
|
Profit and loss account |
9,809,780 |
5,301,017 |
|
|
Equity attributable to owners of the company |
9,854,968 |
5,346,205 |
|
|
Shareholders' funds |
9,854,968 |
5,346,205 |
Approved and authorised by the
|
......................................... |
Company Registration Number: 08647118
JMC-Group Ltd
Balance Sheet
31 December 2025
|
Note |
2025 |
(Unaudited) |
|
|
Fixed assets |
|||
|
Investments |
|
|
|
|
Current assets |
|||
|
Debtors |
|
|
|
|
Cash at bank and in hand |
|
|
|
|
|
|
||
|
Creditors: Amounts falling due within one year |
( |
( |
|
|
Net current assets/(liabilities) |
|
( |
|
|
Net assets/(liabilities) |
|
( |
|
|
Capital and reserves |
|||
|
Called up share capital |
229 |
229 |
|
|
Share premium reserve |
44,959 |
44,959 |
|
|
Profit and loss account |
10,317,005 |
(121,169) |
|
|
Shareholders' funds/(deficit) |
10,362,193 |
(75,981) |
The company has taken the exemption in section 408 of the Companies Act 2006 and has not presented its individual profit and loss account. The company made a profit after tax for the financial year of £10,438,174 (2024 - loss of £515,295).
Approved and authorised by the
|
......................................... |
Company Registration Number: 08647118
JMC-Group Ltd
Consolidated Statement of Changes in Equity
Year Ended 31 December 2025
|
Share capital |
Share premium |
Profit and loss account |
Total |
|
|
At 1 January 2025 |
|
|
|
|
|
Profit for the year |
- |
- |
|
|
|
At 31 December 2025 |
|
|
|
|
|
Share capital |
Share premium |
Profit and loss account |
Total |
|
|
At 1 June 2024 |
|
|
|
|
|
Profit for the year |
- |
- |
|
|
|
At 31 December 2024 |
229 |
44,959 |
5,301,017 |
5,346,205 |
JMC-Group Ltd
Statement of Changes in Equity
Year Ended 31 December 2025
|
Share capital |
Share premium |
Profit and loss account |
Total |
|
|
At 1 January 2025 |
|
|
( |
( |
|
Profit for the year |
- |
- |
|
|
|
At 31 December 2025 |
|
|
|
|
|
Share capital |
Share premium |
Profit and loss account |
Total |
|
|
At 1 June 2024 |
|
|
|
|
|
Loss for the year |
- |
- |
( |
( |
|
At 31 December 2024 |
229 |
44,959 |
(121,169) |
(75,981) |
JMC-Group Ltd
Consolidated Statement of Cash Flows
Year Ended 31 December 2025
|
Note |
Year Ended |
(Unaudited) 7 Months to |
|
|
Cash flows from operating activities |
|||
|
Profit for the year |
|
|
|
|
Adjustments to cash flows from non-cash items |
|||
|
Depreciation and amortisation |
|
( |
|
|
Profit on disposal of tangible assets |
( |
- |
|
|
Loss from disposals of investments |
|
- |
|
|
Finance income |
( |
( |
|
|
Finance costs |
|
|
|
|
Income tax expense |
|
( |
|
|
|
( |
||
|
Working capital adjustments |
|||
|
(Increase)/decrease in trade debtors |
( |
|
|
|
Increase/(decrease) in trade creditors |
|
( |
|
|
Cash generated from operations |
|
( |
|
|
Income taxes (paid)/received |
( |
|
|
|
Net cash flow from operating activities |
|
( |
|
|
Cash flows from investing activities |
|||
|
Interest received |
|
|
|
|
Acquisitions of tangible assets |
( |
( |
|
|
Proceeds from sale of tangible assets |
|
- |
|
|
Cash of entities disposed of in the period |
(310,367) |
- |
|
|
Cash on acquisition of subsidiaries |
- |
112,787 |
|
|
Net cash flows from investing activities |
( |
( |
|
|
Cash flows from financing activities |
|||
|
Interest paid |
( |
( |
|
|
Payments to finance lease creditors |
( |
|
|
|
Net cash flows from financing activities |
( |
( |
|
|
Net increase/(decrease) in cash and cash equivalents |
|
( |
|
|
Cash and cash equivalents at 1 January |
( |
|
|
|
Cash and cash equivalents at 31 December |
4,103,730 |
(1,245,012) |
|
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
|
General information |
The company is a private company limited by share capital, incorporated in England & Wales.
The address of its registered office is:
|
Accounting policies |
Summary of significant accounting policies and key accounting estimates
The principal accounting policies applied in the preparation of these financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated.
Statement of compliance
These financial statements were prepared in accordance with Financial Reporting Standard 102 'The Financial Reporting Standard applicable in the UK and Republic of Ireland'. There are no material departures from FRS102.
Basis of preparation
These financial statements have been prepared using the historical cost convention.
The financial statements are prepared in sterling, which is the functional currency of the company and group. Monetary amounts in these financial statements are rounded to the nearest £.
Changes to FRS 102 in future periods
The Financial Reporting Council has published changes to FRS 102 which will take effect in next year’s financial statements. The main rule changes are to revenue and leases. There is no requirement to restate figures from previous years, so we do not expect any changes to the figures we report here for the year to December 2025 or any earlier periods. The main impact on figures for the year to December 2026 is that our main leases, in particular for the premises we rent, will be brought onto the balance sheet – increasing both Tangible Fixed Assets and Lease Liabilities from 1 January 2026 onwards. Payments on these leases after 1 January 2026 will be classified as depreciation or interest payable.
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
Basis of consolidation
The consolidated financial statements consolidate the financial statements of the company and its subsidiary undertakings drawn up to 31 December 2025.
As a consolidated profit and loss account is published, a separate profit and loss account for the parent company is omitted from the group financial statements by virtue of section 408 of the Companies Act 2006.
No Profit and Loss Account is presented for the company as permitted by section 408 of the Companies Act 2006. The company made a profit after tax for the financial year of £10,438,174 (2024 - loss of £515,295).
A subsidiary is an entity controlled by the company. Control is achieved where the company has the power to govern the financial and operating policies of an entity so as to obtain benefits from its activities.
The results of subsidiaries acquired or disposed of during the year are included in the Profit and Loss Account from the effective date of acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies into line with those used by the group.
The purchase method of accounting is used to account for business combinations that result in the acquisition of subsidiaries by the group. The cost of a business combination is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the business combination. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any excess of the cost of the business combination over the acquirer’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities recognised is recorded as goodwill.
Inter-company transactions, balances and unrealised gains on transactions between the company and its subsidiaries, which are related parties, are eliminated in full.
Intra-group losses are also eliminated but may indicate an impairment that requires recognition in the consolidated financial statements.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the group. Non-controlling interests in the net assets of consolidated subsidiaries are identified separately from the group’s equity therein. Non-controlling interests consist of the amount of those interests at the date of the original business combination and the non-controlling shareholder’s share of changes in equity since the date of the combination.
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
Business combinations
Business combinations are accounted for using the purchase method. The consideration for each acquisition is measured at the aggregate of the fair values at acquisition date of assets given, liabilities incurred or assumed, and equity instruments issued by the group in exchange for control of the acquired, plus any costs directly attributable to the business combination. When a business combination agreement provides for an adjustment to the cost of the combination contingent on future events, the group includes the estimated amount of that adjustment in the cost of the combination at the acquisition date if the adjustment is probable and can be measured reliably.
On 3 October 2024, JMC-Group Limited acquired JMC Aviation Limited and its subsidiaries, JMC Recruitment Solutions (Canada) Limited and JMC Recruitment Solutions (USA) Inc.
On 25 November 2025, as part of a group reconstruction, JMC Recruitment Solutions (USA) Inc. ceased to be a subsidiary of JMC Aviation Limited.
Accordingly, the comparatives include the results of the new subsidiaries from the date of acquisition on 3 October 2024. The current year figures include the results of JMC Recruitment Solutions (USA) Inc. up to the date of disposal.
Going concern
At the time of approving the financial statements, the directors have a reasonable expectation that the company and group have adequate resources to continue in operational existence for the foreseeable future. Thus the directors continue to adopt the going concern basis of accounting in preparing the financial statements.
Revenue recognition
Turnover is recognised at the fair value of the consideration received or receivable net of VAT and other sales related taxes. The policy is adopted for recognition of turnover are as follows:
Turnover is the aggregate amount of revenue from consultancy work and the supply of staff to customers in the ordinary course of the business.
Consultancy revenue is recognised as earned, upon the placement of consultants. Revenue in respect of staff services is recognised on a straight line basis over the period of the supply.
Foreign currency transactions and balances
Non-monetary items measured in terms of historical cost in a foreign currency are not retranslated.
Tax
Tax is recognised in profit or loss, except that a change attributable to an item of income or expense recognised as other comprehensive income is also recognised directly in other comprehensive income.
The current corporation tax charge is calculated on the basis of tax rates and laws that have been enacted or substantively enacted by the reporting date in the countries where the group operates and generates taxable income.
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
Deferred tax is recognised on all timing differences at the balance sheet date unless indicated below. Timing differences are differences between taxable profits and the results as stated in the consolidated profit and loss account and other comprehensive income. Deferred tax is determined using tax rates and laws that have been enacted or substantively enacted by the reporting date.
The carrying amount of deferred tax assets are reviewed at each reporting date and a valuation allowance is set up against deferred tax assets so that the net carrying amount equals the highest amount that is more likely than not to be recovered based on current or future taxable profit.
Tangible assets
Tangible assets are stated in the balance sheet at cost, less any subsequent accumulated depreciation and subsequent accumulated impairment losses.
The cost of tangible assets includes directly attributable incremental costs incurred in their acquisition and installation.
Depreciation
Depreciation is charged so as to write off the cost of assets, other than land and properties under construction over their estimated useful lives, as follows:
|
Asset class |
Depreciation method and rate |
|
Short leasehold |
20% on cost |
|
Plant and equipment |
20% on cost |
|
Office equipment |
33% on cost and 25% on reducing balance |
|
Motor vehicles |
25% on reducing balance |
Goodwill
Goodwill is amortised over its useful life, which shall not exceed ten years if a reliable estimate of the useful life cannot be made.
Intangible assets
Intangible assets acquired separately from a business are recognised at cost and are subsequently measured at cost less accumulated amortisation and accumulated impairment losses.
Amortisation
Amortisation is provided on intangible assets so as to write off the cost, less any estimated residual value, over their useful life as follows:
|
Asset class |
Amortisation method and rate |
|
Negative goodwill |
released immediately |
|
Website |
over their estimated useful life of three years |
Investments
Fixed asset investments are initially recorded at cost, and subsequently stated at cost less any accumulated impairment losses.
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
Leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee.
Assets held under finance leases are recognised at the lower of their fair value at inception of the lease and the present value of the minimum lease payments. These assets are depreciated on a straight-line basis over the shorter of the useful life of the asset and the lease term. The corresponding liability to the lessor is included in the balance sheet as a finance lease obligation.
Lease payments are apportioned between finance costs in the profit and loss account and reduction of the lease obligation so as to achieve a constant periodic rate of interest on the remaining balance of the liability.
Defined contribution pension obligation
A defined contribution plan is a pension plan under which fixed contributions are paid into a pension fund and the group has no legal or constructive obligation to pay further contributions even if the fund does not hold sufficient assets to pay all employees the benefits relating to employee service in the current and prior periods.
Contributions to defined contribution plans are recognised as employee benefit expense when they are due. If contribution payments exceed the contribution due for service, the excess is recognised as a prepayment.
Financial instruments
Classification
• Short term trade and other debtors and creditors;
• Bank loans; and
• Cash and bank balances.
All financial instruments are classified as basic.
Recognition and measurement
Financial instruments are recognised when the company becomes party to the contractual provisions of the instrument and derecognised when in the case of assets, the contractual rights to cash flows from the assets expire or substantially all the risks and rewards of ownership are transferred to another party, or in the case of liabilities, when the company’s obligations are discharged, expire or are cancelled.
Except for bank loans, such instruments are initially measured at transaction price, including transaction costs, and are subsequently carried at the undiscounted amount of the cash or other consideration expected to be paid or received, after taking account of impairment adjustments.
Bank loans are initially measured at transaction price, including transaction costs, and are subsequently carried at amortised cost using the effective interest method.
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
|
Turnover |
Turnover is the aggregate amount of revenue from consultancy work and the supply of staff to customers in the ordinary course of the business.
The whole of turnover is attributable to the principal activity of the group. Although mostly undertaken in the UK there is also an element of trading both within Europe and North America and the rest of the world. No analysis of such amounts is given due to this being considered commercially sensitive information.
|
Other gains and losses |
The analysis of the group's other gains and losses for the year is as follows:
|
Year Ended |
(Unaudited) 7 Months to |
|
|
Loss from disposals of investments |
( |
- |
The loss arose on the disposal of JMC Recruitment Solutions (USA) Inc. on 25 November 2025.
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
|
Operating profit |
Arrived at after charging/(crediting)
|
Year Ended |
(Unaudited) 7 Months to |
|
|
Depreciation expense |
|
|
|
Amortisation expense / (credit) |
|
( |
|
Foreign exchange losses |
|
|
|
Profit on disposal of property, plant and equipment |
( |
- |
|
Bad debts written off |
(2,100,825) |
1,515,759 |
Exceptional items
In the prior period, the company acquired JMC Aviation Limited and its subsidiary undertakings, JMC Recruitment Solutions (Canada) Limited and JMC Recruitment Solutions (USA) Inc., with aggregate net assets on acquisition of £6,348,389 for consideration of £402,000. The negative goodwill arising on the acquisition totalling £5,946,389 was immediately relased to the profit and loss account.
In the prior period, a provision for bad debts of £1,515,000 was made. In the current year, amounts previously provided against were released totalling £2,100,000.
|
Staff costs |
The aggregate payroll costs (including directors' remuneration) were as follows:
|
Year Ended |
(Unaudited) 7 Months to |
|
|
Wages and salaries |
|
|
|
Social security costs |
|
|
|
Pension costs, defined contribution scheme |
|
|
|
|
|
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
The average number of persons employed by the group (including directors) during the year, analysed by category was as follows:
|
Year Ended |
(Unaudited) 7 Months to |
|
|
Executives |
|
|
|
Employees |
|
|
|
|
|
|
Directors' remuneration |
The directors of the company did not receive any remuneration for their qualifying services of the Company or Group in the year.
|
Auditor's remuneration |
|
Year Ended |
(Unaudited) 7 Months to |
|
|
Audit of these financial statements |
8,000 |
- |
|
Audit of the financial statements of subsidiaries of the company |
40,000 |
27,600 |
|
|
|
|
|
Other fees to auditors |
||
|
Taxation compliance services |
|
- |
|
All other non-audit services |
|
- |
|
|
- |
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
|
Other interest receivable and similar income |
|
Year Ended |
(Unaudited) 7 Months to |
|
|
Interest income on bank deposits |
|
|
|
Other finance income |
- |
|
|
|
|
|
Interest payable and similar expenses |
|
Year Ended |
(Unaudited) 7 Months to |
|
|
Interest expense on other finance liabilities |
|
|
|
Other finance costs |
|
|
|
|
|
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
|
Taxation |
Tax charged/(credited) in the consolidated profit and loss account
|
Year Ended |
(Unaudited) 7 Months to |
|
|
Current taxation |
||
|
UK corporation tax |
|
( |
|
Deferred taxation |
||
|
Arising from origination and reversal of timing differences |
|
|
|
Tax expense/(receipt) in the income statement |
|
( |
The tax on profit before tax for the year is higher than the standard rate of corporation tax in the UK (2024 - lower than the standard rate of corporation tax in the UK) of
The differences are reconciled below:
|
Year Ended |
(Unaudited) 7 Months to |
|
|
Profit before tax |
|
|
|
Corporation tax at standard rate |
|
|
|
(Decrease)/increase in UK and foreign current tax from adjustment for prior periods |
( |
|
|
Tax increase from effect of capital allowances and depreciation |
|
- |
|
Tax increase from other short-term timing differences |
- |
|
|
Effect of revenues exempt from taxation |
( |
- |
|
Effect of expense not deductible in determining taxable profit (tax loss) |
|
|
|
Tax increase/(decrease) from other tax effects |
|
( |
|
Total tax charge/(credit) |
|
( |
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
Deferred tax
Group
Deferred tax assets and liabilities
|
2025 |
Asset |
Liability |
|
Accelerated capital allowances |
- |
|
|
- |
|
|
2024 |
Asset |
Liability |
|
Accelerated capital allowances |
- |
|
|
- |
|
|
Intangible assets |
Group
|
Negative goodwill |
Website |
Total |
|
|
Cost or valuation |
|||
|
At 1 January 2025 |
( |
|
( |
|
At 31 December 2025 |
( |
|
( |
|
Amortisation |
|||
|
At 1 January 2025 |
( |
|
( |
|
Amortisation charge |
- |
|
|
|
At 31 December 2025 |
( |
|
( |
|
Carrying amount |
|||
|
At 31 December 2025 |
- |
|
|
|
At 31 December 2024 |
- |
|
|
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
|
Tangible assets |
Group
|
Land and buildings |
Furniture, fittings and equipment |
Motor vehicles |
Plant and machinery |
Total |
|
|
Cost or valuation |
|||||
|
At 1 January 2025 |
|
|
|
|
|
|
Additions |
|
|
- |
|
|
|
Disposals |
- |
- |
( |
- |
( |
|
At 31 December 2025 |
|
|
|
|
|
|
Depreciation |
|||||
|
At 1 January 2025 |
|
|
|
|
|
|
Charge for the year |
|
|
|
|
|
|
Eliminated on disposal |
- |
- |
( |
- |
( |
|
At 31 December 2025 |
|
|
|
|
|
|
Carrying amount |
|||||
|
At 31 December 2025 |
|
|
|
|
|
|
At 31 December 2024 |
|
|
|
|
|
Included within the net book value of land and buildings above is £120,414 (2024 - £150,315) in respect of short leasehold land and buildings.
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
|
Investments |
Company
|
Subsidiaries |
£ |
|
Cost or valuation |
|
|
At 1 January 2025 |
|
|
Additions |
|
|
Disposals |
( |
|
At 31 December 2025 |
|
|
Carrying amount |
|
|
At 31 December 2025 |
|
|
At 31 December 2024 |
|
During the year, as part of a group reconstruction, the company's subsidiary, JMC Aviation Limited, issued 1,771,929 £1 shares for aggregate consideration of £1,771,929 as part of a debt for equity swap.The company disposed of 6 dormant subsidiary entities each with a cost brought forward of £100.
Details of undertakings
Details of the investments (including principal place of business of unincorporated entities) in which the company holds 20% or more of the nominal value of any class of share capital are as follows:
|
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
|
2025 |
2024 |
|||
|
Subsidiary undertakings |
||||
|
|
Centenary House Peninsula Park, Rydon Lane, Exeter, Devon, EX2 7XE England |
|
|
|
|
|
Third Floor, Hanger 1
England |
|
|
|
|
|
2000 Barrington St, Unit 1101C, Halifax, Nova Scotia, B3J 3K1 Canada |
|
|
|
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
|
Undertaking |
Registered office |
Holding |
Proportion of voting rights and shares held |
|
|
|
108 Lakeland Avenue, Dover, Kent Country, 19901, Delaware USA |
|
|
|
|
Subsidiary undertakings |
|
JMC Aviation Limited The principal activity of JMC Aviation Limited is |
|
JMC Recruitment Solutions (Canada) Limited* The principal activity of JMC Recruitment Solutions (Canada) Limited* is |
|
JMC Recruitment Solutions (USA) Inc* The principal activity of JMC Recruitment Solutions (USA) Inc* is |
As part of a group reconstruction on 25 November 2025, JMC Recruitment Solutions (USA) Inc. ceased to be a subsidiary.
|
Debtors |
|
Group |
Company |
|||
|
2025 |
(Unaudited) |
2025 |
(Unaudited) |
|
|
Trade debtors |
|
|
- |
- |
|
Amounts owed by group undertakings |
|
- |
|
|
|
Other debtors |
|
|
|
|
|
Prepayments |
|
|
- |
- |
|
Accrued income |
|
|
- |
- |
|
|
|
|
|
|
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
|
Cash and cash equivalents |
|
Group |
Company |
|||
|
2025 |
(Unaudited) |
2025 |
(Unaudited) |
|
|
Cash at bank |
|
|
|
|
|
Bank overdrafts |
( |
( |
- |
- |
|
Cash and cash equivalents in statement of cash flows |
4,103,730 |
(1,245,012) |
92 |
1,811 |
|
Creditors |
|
Group |
Company |
||||
|
Note |
2025 |
(Unaudited) |
2025 |
(Unaudited) |
|
|
Due within one year |
|||||
|
Loans and borrowings |
|
|
- |
- |
|
|
Trade creditors |
|
|
|
|
|
|
Amounts due to group undertakings |
|
- |
|
- |
|
|
Corporation tax |
2,088,383 |
1,406,815 |
- |
- |
|
|
Social security and other taxes |
|
|
- |
- |
|
|
Outstanding defined contribution pension costs |
|
|
- |
- |
|
|
Other creditors |
|
|
|
|
|
|
Accruals |
|
|
|
|
|
|
|
|
|
|
||
|
Due after one year |
|||||
|
Loans and borrowings |
|
|
- |
- |
|
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
|
Loans and borrowings |
Non-current loans and borrowings
|
Group |
Company |
|||
|
2025 |
(Unaudited) |
2025 |
(Unaudited) |
|
|
Hire purchase contracts |
|
|
- |
- |
Current loans and borrowings
|
Group |
Company |
|||
|
2025 |
(Unaudited) |
2025 |
(Unaudited) |
|
|
Bank overdrafts |
|
|
- |
- |
|
Hire purchase contracts |
|
|
- |
- |
|
Other borrowings |
- |
|
- |
- |
|
|
|
- |
- |
|
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
|
Obligations under leases and hire purchase contracts |
Group
Hire purchase contracts
The total of future minimum lease payments is as follows:
|
2025 |
(Unaudited) |
|
|
Not later than one year |
|
|
|
Later than one year and not later than five years |
|
|
|
|
|
Operating leases
The total of future minimum lease payments is as follows:
|
2025 |
(Unaudited) |
|
|
Not later than one year |
|
|
|
Later than one year and not later than five years |
|
- |
|
Later than five years |
|
- |
|
|
|
The above represents outstanding commitments for non cancellable operating leases. These relate to the property from which the group operates.
The amount of non-cancellable operating lease payments recognised as an expense during the year was £
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
|
Provisions for liabilities |
Group
|
Deferred tax |
Total |
|
|
At 1 January 2025 |
|
|
|
Increase (decrease) in existing provisions |
|
|
|
At 31 December 2025 |
|
|
|
|
||
|
Pension and other schemes |
Defined contribution pension scheme
The group operates a defined contribution pension scheme. The pension cost charge for the year represents contributions payable by the group to the scheme and amounted to £
Contributions totalling £
|
Share capital |
Allotted, called up and fully paid shares
|
2025 |
(Unaudited) |
|||
|
No. |
£ |
No. |
£ |
|
|
|
|
188.56 |
|
188.56 |
|
|
|
40.04 |
|
40.04 |
|
|
|
|
|
|
Rights, preferences and restrictions
|
Each type of ordinary share carries the same rights and privileges. They rank pari passu in all respects except on the right to vote on any special resolution to change the company name; any ordinary resolution to appoint and/or remove auditors; and any ordinary resolution to change the registered office. |
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
|
Non adjusting events after the financial period |
|
|
|
Parent and ultimate parent undertaking |
The company's immediate parent is
Until 25 November 2025, the company's ultimate controlling party was Mr W Crook, as majority shareholder and director of JMC-Group Limited until that date.
On 25 November 2025, Launch 76 Uk Bidco Limited acquired the entire share capital of JMC-Group Limited. The company's ultimate controlling party, with effect from that date, is considered to be Sperry Parent Holdings L.P.
|
Related party transactions |
Group
Income and receivables from related parties
|
2024 |
Entities with joint control or significant influence |
|
Sales |
|
|
Amounts receivable from related party |
|
|
|
|
Expenditure with and payables to related parties
|
2024 |
Entities with joint control or significant influence |
|
Purchases |
|
|
Amounts payable to related party |
|
|
|
|
JMC-Group Ltd
Notes to the Financial Statements
Year Ended 31 December 2025
Loans from related parties
|
2025 |
Parent |
Entities with joint control or significant influence |
Total |
|
At start of period |
- |
|
|
|
Advanced |
|
|
|
|
Repaid |
- |
( |
( |
|
At end of period |
|
|
|
|
|
|||
|
2024 |
Entities with joint control or significant influence |
Total |
|
Advanced |
|
|
|
At end of period |
|
|
|
|
||
|
Analysis of changes in net debt |
Group
|
At 1 January 2025 |
Financing cash flows |
Cash flows |
At 31 December 2025 |
|
|
Cash and cash equivalents |
||||
|
Cash |
196,479 |
- |
3,907,437 |
4,103,916 |
|
Overdrafts |
(1,441,491) |
- |
1,441,305 |
(186) |
|
(1,245,012) |
- |
5,348,742 |
4,103,730 |
|
|
Borrowings |
||||
|
Invoice discounting facility |
(8,310,934) |
8,310,934 |
- |
- |
|
Lease liabilities |
(46,566) |
- |
25,972 |
(20,594) |
|
(8,357,500) |
8,310,934 |
25,972 |
(20,594) |
|
|
|
||||
|
( |
|
5,374,714 |
|
|